Acquired company is North America’s largest provider of rides, games and food concessions to fairs and festivals
GREENWICH, Conn. – August 17, 2015 — Townsquare Media, Inc. announced today that it has entered into a definitive purchase agreement to acquire North American Midway Entertainment, LLC, the largest provider of rides, games and food concessions in North America, for approximately $75.5 million, subject to certain working capital and other adjustments. In connection with the acquisition, NAME’s management team will join Townsquare and will continue to lead the business as a part of Townsquare’s Live Events division.
We are excited to partner with NAME’s management team and add NAME’s market leading mobile amusement parks to our Live Events portfolio,” commented Townsquare Chairman and Chief Executive Officer Steven Price. “Nearly half of NAME’s current events are within 100 miles of a Townsquare market and fit squarely within our core stated strategy of providing affordable, family-friendly entertainment content.”
Mr. Price continued, “This acquisition furthers our efforts to diversify our product offerings and increase our non-advertising based revenue, allowing us to offer more multi-channel, cross platform content opportunities to our consumers and business clients.”
Formed in 2004, NAME entertains more than 15 million people on an annual basis as the owner and operator of amusement attractions including over 200 state-of-the-art rides, custom-designed food concessions and family-oriented games at approximately 150 fairs per year across the United States and Canada. NAME maintains a strong reputation for ride quality, on-site execution and safety that has enabled it to secure long-term agreements to operate at 10 of North America’s largest 50 fairs, including: the Eastern States Exposition, Canadian National Exposition, Calgary Stampede, Indiana State Fair, Illinois State Fair, K-Days Edmonton, Mississippi State Fair, Miami-Dade County Fair and Expo, Kentucky State Fair and South Carolina State Fair. NAME events overlap with Townsquare markets in Indiana, Iowa, Illinois, Michigan, Alabama, Texas, Louisiana and Massachusetts.
Townsquare entertains nearly one million people per year across a diverse set of approximately 500 live events, many of which are focused on affordable, family friendly entertainment. Townsquare’s Live Events business operates in four principal verticals: music festivals (including the largest collection of country music and camping festivals in North America), participatory athletic events, lifestyle events and B2B/B2C expos. The Company’s portfolio includes WE Fest, the largest country music and camping festival in the world; the Insane Inflatable 5K, one of the fastest growing obstacle race series in North America; and America on Tap, the only nationwide craft and premium beer festival series in the United States. The majority of Townsquare’s live events are held in and around the Company’s small and mid-sized markets. Following the consummation of the acquisition, NAME will operate as a new vertical within Townsquare’s Live Events business, and its financial results will be reported in the Live Events segment.
For the year ended December 31, 2014, NAME generated revenue and Adjusted EBITDA of $92.9 million and $11.2 million, respectively. Pro forma for the acquisition, Live Events will represent approximately 30% of Townsquare’s pro forma net revenue for the year ended December 31, 2014. The Company expects this acquisition will be accretive to 2015 pro forma earnings per share.
Danny Huston, Co-Chief Executive Officer of NAME commented, “We believe this is a powerful combination: our experience and history as a leading provider of amusements in North America coupled with the additional products, services and resources of Townsquare.”
Added Jeff Blomsness, Co-Chief Executive Officer of NAME, “Our management team is delighted to join forces with Townsquare, and we look forward to continuing to provide best-in-class service and products to our customers for years to come.”
Under the terms of the definitive agreement, Townsquare will acquire all of the issued and outstanding membership interests of NAME from the shareholders of the Heartland Group LLC for total consideration of $75.5 million, $5.5 million of which will be comprised of Townsquare Class A common stock. Townsquare expects to finance the remaining consideration through a combination of secured debt financing and cash on hand. The acquisition has been approved by the Boards of Directors of both companies, and is expected to close in the third quarter.
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