Fine Capital Partners L.P. and Fine Capital Management LLC announced today that Fine LP, in its capacity as an investment manager on behalf of certain of the funds it manages, has entered into a binding term sheet with WildBrain Ltd. (TSX: WILD) for the purchase by the Fine Funds of up to $25 million in exchangeable secured debentures to be issued by a newly-formed subsidiary of WildBrain. Unless otherwise indicated, all dollar references in this press release are to Canadian Dollars.
The Fine Funds have agreed to purchase $16.5 million of Exchangeable Debentures at the initial closing of the financing with the remainder to be drawn at the Issuer's discretion prior to maturity three years from the date of the initial closing. The Exchangeable Debentures will bear interest at 7.5% per annum payable at Maturity and will be secured by a first ranking security interest in all of the assets of Subco.
Concurrent with the issuance of the Initial Debentures, the Fine Funds will be issued warrants to purchase 5,000,000 Variable Voting Shares of WildBrain at an exercise price of $1.45 per Share, which will expire five years from the date of the initial closing.
Fine L.P., in its capacity of fund manager, has control and direction over the Shares held by certain of the funds it manages, and may be considered to be acting jointly and in concert with Fine Capital. Prior to entering into the Term Sheet, Fine L.P. and Fine Capital collectively held or had control and direction over an aggregate of 57,472,888 Shares representing approximately 33.62% of the aggregate outstanding common shares of the Issuer. If the Fine Funds acquire the maximum number of Shares issuable on exercise of the Warrants and exchange, redemption or maturity of the full amount of the Exchangeable Debentures, Fine L.P. and Fine Capital will have control and direction over an aggregate of 83,593,578 Shares, which will represent approximately 42.42% of the outstanding Common Shares. The foregoing securityholding percentages are based upon a total of 170,946,815 Common Shares issued and outstanding, as at December 31, 2019 as reported in the Issuer's management discussion and analysis dated February 13, 2020, for the three and six months ended December 31, 2019 and December 31, 2018.










