LONDON: Asimilar Group plc announced a further investment of £298,204 in to Magic Media Works Ltd (MMW) via a subscription to 298,204 loan notes of £1.00 each. 

Interest will be paid on the loan notes at 5%, payable annually in arrears on the anniversary of the loan note subscription. 

The loan notes expire on 31 January 2026.  Should MMW not be in a position to satisfy the interest payment in cash it can elect to satisfy the interest through the issuance of further loan notes or shares to the loan note holder.

Each loan note has a warrant attached which gives the holder the right to subscribe for a share in MMW at £1 per share at any time during the life of the loan note.  The exercise of the warrants can be carried out by offsetting the exercise subscription due against the outstanding loan amount, effectively resulting in a cashless exercise.

The subscription forms part of a wider equity and loan note fundraise of up to £13m by MMW which is being led by Sun Capital Partners.  The equity subscription is being carried out at £1.00 per share.  The fundraise will be conducted in two rounds: the first at £1.00 per share; and the second, to be conducted in early 2021, at £1.10 per share.  Asimilar has the right, but not the obligation, to retain its equity position in the second round of financing.

 Sun Capital Partners, a specialist provider of private capital, has led the fundraise, which includes existing investors such as Paul McGuinness (former manager of U2), Peter Cornell (former Global Managing Partner of Clifford Chance), Warner Mandell (Global Co-Head of TMT at Rothschild and Co) and Rupert Howell (former MD of ITV). Edward Spencer-Churchill, a co-founder of Sun Capital Partners, and Caspar Warre, will join the Board of MMW and act in senior executive positions to assist the acceleration of business growth and platform expansion; Asimilar will retain its MMW Board seat. 

The Company currently owns 1,646,682 shares in MMW in addition to a pre IPO Loan Note of £500,000, which is non-interest bearing and entitles the holder to convert into MMW shares at an IPO of the Company at a 33% discount to the IPO price. 

The closure of this funding round of up to £13m will allow MMW to roll out ROXi, its pioneering Made-for-TV music entertainment experience, on multiple Smart TV and Pay TV platforms across the UK, Europe and North America, including on Sky Q and Google’s Android TV. 

Within ROXi, MMW is launching ROXi Music Video Jukebox, a revolution in home music video entertainment that delivers the world’s first full catalogue 55 million song ad-free music video streaming service for TVs. This includes the official music videos available from Universal Music Group, Sony Music Entertainment, Warner Music Group, Beggars Group and FUGA plus over 54 million virtual music videos, which have been developed exclusively by ROXi, in partnership with the worldwide photography library, Getty Images. 

John Taylor, Chairman of Asimilar, said: “We are very excited to have made this further investment in ROXi at this exciting stage of its development. Rob Lewis and the management team at ROXi have made excellent progress this year with the launch of new products, such as Video Juke Box and the launch of ROXi on the Sky Q platform. ROXi is a natural partner for a number of strategic players in the home entertainment sector.  The calibre of other investors investing alongside Asimilar provides us with a high degree of added confidence.  We are also delighted to see the addition of Sun Capital Partners’ experience and management flair to assist in the ambitious growth phase of ROXi.”

Edward Spencer-Churchill, Co-Founder and Partner of Sun Capital Partners, said: “We are excited by ROXi’s opportunity to deliver unique, fun music entertainment experiences into the home in partnership with Smart TV networks and Pay TV leaders like Sky. The potential is huge, with mass market appeal and a nation waiting to be entertained.”

Rob Lewis, ROXi CEO, said: “Sun Capital Partners has a fantastic track record of supporting great British success stories. Working together, we will now take the ROXi music entertainment experience, including the new ROXi Music Video Jukebox, into millions of homes worldwide.”