ALL IPO logo
HomeCurrent Share OffersIPO InformationAbout UsSupport
IPO Centre Home | Latest Headlines | Company Search | Price Tracker | IPO Calendar
Date Posted: 2010-03-17 10:27
New Issue: Fluid Music Canada, Inc
The Company last published audited financial statements on 31 March 2009 for the 12 month period ended 31 December 2008. On 25 November 2009 the Company completed the acquisition of all of the outstanding units of Somerset Entertainment Income Fund ("Somerset"). Somerset is the leading North American producer and distributor of specialty music and DVDs sold internationally through non-traditional music retailers using interactive displays and a distributor of music in digital format. Somerset's extensive distribution network includes mass merchants, specialty chains and independent gift stores in more than 20 countries, including the United States and Canada. Based in Toronto, Canada, Somerset employs over 180 people at offices in Toronto, Ontario (Canada); Buffalo Grove, Illinois, Minneapolis, Minnesota (U.S.A.); and Essex, England (U.K.).

The consideration for Somerset payable by the Company consisted of approximately CAD 15.7 million in cash, 1,331,793 common shares in the Company, and approximately CAD 27.6 million aggregate principal amount of convertible debentures of the Company. The convertible debentures are convertible by the holders at any time at a conversion rate of 334 common shares for each CAD 1,000 of principal amount (equivalent to approximately CAD 3 per common share) and a maturity date three years after the date of issue. The principal amount of the convertible debentures is payable on the maturity date in cash, or at the Company's option and subject to satisfaction of certain conditions, by the delivery of common shares in the Company or a combination of cash and common shares. The convertible debentures bear interest at the rate of 8% per year on the principal amount from the issue date, or from the most recent date to which interest has been paid or provided for. Interest is payable annually in arrears on the anniversary of the date of issue of the convertible debentures. Accrued but unpaid interest is payable on conversion. The Company can redeem the convertible debentures in whole or in part at any time on not more than 60 days and not less than 30 days prior notice at a price equal to the principal amount outstanding on such convertible debentures, together with accrued and unpaid interest.

The Company completed an equity offering on 26 November 2009 of 9.26 million common shares at a price of CAD 1.75 per common share raising gross proceeds of CAD 16.2 million (the "Equity Financing"), to fund the cash consideration payable by the Company pursuant to the acquisition of Somerset. Since the date of its acquisition of Somerset, the Company has begun to seek out opportunities to cross-sell its different product lines across its customer base, to realise efficiencies across the combined organisational structure, and to increase the use of its user generated music catalogue in its businesses, where possible. Further information on the Somerset acquisition, the Equity Financing and the terms of the convertible debentures can be found in the Company's TSX filings at www.sedar.com or on the Company's website at www.fluidmusic.com/investors.html. Historic financial information relating to Somerset can be found on the Fluid website at http://fluidmusic.com/Filings.html Save as disclosed above in relation to the acquisition of Somerset, the issuance of the convertible debentures and the Equity Financing, there has been no significant change in the financial or trading position of the Company since 31 December 2008, the end of the last financial period for which audited statements have been published.

Listing exchange: AIM

Expected first day of trading: 2010-04-15

Expected money raised: Nil
Any information, prospectus or other document, or any hypertext link to any of the aforesaid should not be construed as advice on investments or a personal recommendation by ALL IPO plc and is being offered on an execution-only basis. Any decision to invest should be made only after careful consideration of the relevant documentation and particularly after acceptance of the full terms and conditions relating to the specific investment opportunity. Share prices, values and income can go down as well as up and you may get back less than the amount you invested. If in doubt about the suitability of investments referred to in this communication and on our website, you should consult an investment adviser authorised under the Financial Services and Markets Act 2000.
Initial Public Offerings / Venture Capital Trusts / Real Estate Investment Trusts / Funds and Plans / Unlisted Shares / Secondary Issues
By accessing these services you are agreeing to be bound by ALL IPO's Terms of Business
Copyright 2004-2010 ALL IPO plc.  Privacy Policy  Contact ALL IPO
ALL IPO plc is a member of the London Stock Exchange and is authorised and regulated by the Financial Services Authority.