ACCESS Newswire Inc. (ACCS): M&A transaction — Issuer Direct acquires Newswire for $43.9M; revenue guidance up >80%

ACCESS Newswire Inc.

Total consideration of $43.9M: $18M cash, $22M secured note (6% due Nov 2023), and 180,181 shares (~$3.9M).
Press release distribution revenue increases 100%; combined customer base almost doubles.
Communications segment revenue projected to increase by over 80%; acquisition accretive to earnings in first full quarter.
Secured note matures Nov 8, 2023, guaranteed 6% interest even if prepaid; 4-year non-compete from seller.

item 1.01 item 2.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

ACCESS Newswire Inc. incurred loan of $22.0 million with Lead Capital, LLC at 6% maturing November 8, 2023.

Instrument: loan
Principal: $22.0 million
Counterparty: Lead Capital, LLC
Rate: 6%
Maturity: November 8, 2023
Event: incurrence

Exact text from the filing

the issuance of a Secured Promissory Note in the principal amount of $22.0 million (the “Secured Note”)

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ACCESS Newswire Inc. completed an acquisition involving Lead Capital, LLC for approximately $43.9 million (closed 2022-11-01).

Action: acquisition
Counterparty: Lead Capital, LLC
Consideration: approximately $43.9 million
Closing: 2022-11-01

Exact text from the filing

through its Media Advantage Platform. Under the terms of the Purchase Agreement and on the Closing Date, the Company paid to the Seller aggregate consideration of approximately $43.9 million, consisting of the following: (i) a cash payment of $18.0 million subject to a 60-day escrow to secure the payment of any working capital adjustments or any employee bonus

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ACCESS Newswire Inc. entered into Membership Interest Purchase Agreement with Lead Capital, LLC valued at approximately $43.9 million (effective 2022-11-01).

Action: entry
Agreement: asset purchase
Counterparty: Lead Capital, LLC
Value: approximately $43.9 million
Effective: 2022-11-01

Exact text from the filing

On November 1, 2022 (the “Closing Date”), Issuer Direct Corporation, a Delaware corporation (the “Company”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Lead Capital, LLC, a Delaware limited liability company (the “Seller”), whereby the Company purchased all of the issued and outstanding membership interests of iNewsWire.com LLC, a Delaware limited liability company (“Newswire”).

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54 debt financings filed in the last 30 days. Browse all debt financings →

ACCESS Newswire Inc. filing history →

Source: SEC EDGAR

accession 0001654954-22-014685

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