SILVER SPRING, Md.,
March 19, 2018 /PRNewswire/
-- RLJ Entertainment, Inc. ("RLJE" or "the Company") (NASDAQ:
RLJE) today announced that the Company's special committee of
independent directors (the "special committee") has retained Allen
& Company LLC as its financial advisor and Greenberg Traurig,
LLP as its legal counsel to assist the special committee in
connection with its consideration, review, evaluation and
negotiation of the previously announced proposal from AMC Networks
to acquire all outstanding shares of common stock of RLJE not
currently owned by AMC Networks or entities affiliated with
Robert L. Johnson, Chairman of
RLJE's Board of Directors.
There can be no assurance that any definitive agreement will be
reached or entered into regarding the proposal from AMC Networks or
that any transaction involving the Company will be approved by the
special committee or consummated. There is no definitive timetable
for the completion of the special committee's evaluation of the AMC
Networks' proposal or any transaction involving the Company and the
Company does not currently intend to announce any developments with
respect thereto unless a definitive agreement for a transaction has
been entered into or the special committee otherwise has formally
completed its review process.
About RLJ Entertainment, Inc.
RLJ Entertainment, Inc. (NASDAQ: RLJE) is a premium digital
channel company serving distinct audiences primarily through its
popular OTT branded channels, Acorn TV (British TV) and UMC (Urban
Movie Channel), which have rapidly grown through development,
acquisition, and distribution of its exclusive rights to a
large library of international and British dramas, independent
feature films and urban content. RLJE's titles are also distributed
in multiple formats including broadcast and pay television,
theatrical and non-theatrical, DVD, Blu-ray, and a variety of
digital distribution models (including EST, VOD, SVOD and AVOD) in
North America, the United Kingdom, and Australia. Additionally, through Acorn Media
Enterprises, its UK development arm, RLJE co-produces and develops
new programs and owns 64% of Agatha Christie Limited. For more
information, please visit RLJEntertainment.com, Acorn.tv, and
UMC.tv.
Forward Looking Statements
This press release may include "forward looking statements"
within the meaning of the "safe harbor" provisions of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Other than
statements of historical fact, all statements made in this press
release are forward-looking, including, but not limited to,
statements regarding goals, industry prospects, future results of
operations or financial position, and statements of our intent,
belief and current expectations about our strategic direction,
prospective and future results and condition. In some cases,
forward-looking statements may be identified by words such as
"will," "should," "could," "may," "might," "expect," "plan,"
"possible," "potential," "predict," "anticipate," "believe,"
"estimate," "continue," "future," "intend," "project" or similar
words.
Forward-looking statements involve risks and uncertainties
that are inherently difficult to predict, which could cause actual
outcomes and results to differ materially from our expectations,
forecasts and assumptions. Factors that might cause such
differences include, but are not limited to:
- Our financial performance, including our ability to achieve
improved results from operations and improved earnings before
income tax, depreciation and amortization, non-cash royalty
expense, interest expense, non-cash exchange gains and losses on
intercompany accounts, goodwill impairments, severance costs,
change in fair value of stock warrants and other derivatives,
stock-based compensation, basis-difference amortization in equity
earnings of affiliate and dividends received from affiliate in
excess of equity earnings of affiliate (or Adjusted
EBITDA);
- Our expectation that subscribers, revenues and financial
performance of our digital channels will continue to grow and have
a positive effect on our liquidity, cash flows and operating
results;
- The effects of limited cash liquidity on operational
performance;
- Our obligations under the credit agreement;
- Our ability to satisfy financial ratios;
- Our ability to generate sufficient cash flows from operating
activities;
- Our ability to fund planned capital expenditures and
development efforts;
- Our inability to gauge and predict the commercial success of
our programming;
- Our ability to maintain relationships with customers,
employees and suppliers, including our ability to enter into
revised payment plans, when necessary, with our vendors that are
acceptable to all parties;
- Our ability to realize anticipated synergies and other
efficiencies in connection with the AMC transaction;
- Delays in the release of new titles or other
content;
- The effects of disruptions in our supply chain;
- The loss of key personnel; or
- Our public securities' limited liquidity and
trading.
You should carefully consider and evaluate all of the
information in this press release, including the risk factors
listed above and in our Form 10-K filed with the Securities
Exchange Commission (or SEC), including "Item 1A. Risk
Factors." If any of these risks occur, our business, results
of operations, and financial condition could be harmed, the price
of our common stock could decline and you may lose all or part of
your investment, and future events and circumstances could differ
significantly from those anticipated in the forward-looking
statements contained in this press release. Unless otherwise
required by law, we undertake no obligation to release publicly any
updates or revisions to any such forward-looking statements that
may reflect events or circumstances occurring after the date of
this press release.
Readers are referred to the most recent reports filed with
the SEC by RLJ Entertainment. Readers are cautioned not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made, and we undertake no obligation to update
or revise the forward-looking statements, whether as a result of
new information, future events or otherwise.
Media Inquiries:
Traci Otey
Blunt, 301-830-6204
RLJ Entertainment, Inc.
tblunt@rljentertainment.com
Investor Inquiries:
Jody
Burfening/Carolyn Capaccio,
212-838-3777
LHA
ir@rljentertainment.com
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SOURCE RLJ Entertainment, Inc.