Blue Ant Media Goes Public in Reverse Takeover of Boat Rocker Media

Blue Ant Media will acquire publicly traded Boat Rocker Media through a reverse takeover, bringing founder Michael MacMillan back to the public markets, the companies announced Monday.

The deal marks a return to the public markets for Blue Ant’s founder and CEO MacMillan, who previously built Alliance Atlantis into a global powerhouse before selling it for CAD$2.3 billion (approximately $1.6 billion) in 2007.

Under the agreement, Toronto-based Blue Ant will acquire all outstanding shares of Boat Rocker Media in exchange for subordinate voting shares at an exchange ratio of 1.25 Boat Rocker shares for each Blue Ant share. The transaction values Boat Rocker shares at CAD$1.80 (approximately $1.26) pre-consolidation, representing a 125% premium to Boat Rocker’s March 21 closing price on the Toronto Stock Exchange.

The resulting entity will be renamed Blue Ant Media Corporation and will inherit three significant Canadian production companies from Boat Rocker: Insight Productions, Jam Filled Entertainment, and Proper Television, which collectively generated approximately $82.4 million in revenue in calendar year 2024.

“This is an opportunistic moment for Blue Ant to go public, paving the way for long-term value creation,” said MacMillan in a statement. “We are confident that this transaction will unlock significant value for all shareholders. Through the combination of our public listing, a strengthened balance sheet, and significant net cash post-transaction, we believe that we are strategically positioned for profitable global growth, both organically and through M&A.”

Blue Ant, which generated $136.8 million in revenues in its most recent fiscal year ending August 31, 2024 (a 16% increase year-over-year) and $12.6 million in net income, has evolved significantly since its founding in 2011. Headquartered in Toronto, the company maintains a global footprint with offices in Los Angeles, New York, Washington, London, Sydney, and Singapore. The company now operates across content creation, rights management, international distribution, streaming, broadcasting, consumer shows, and connected TV ad sales.

Following the transaction, Blue Ant shareholders are expected to own approximately 73.5% of the resulting company, with Boat Rocker shareholders holding the remaining 26.5%. MacMillan will maintain voting control of approximately 77.5% of the total votes through multiple voting shares, consistent with Canadian broadcasting ownership requirements.

Boat Rocker Studios currently has a slate of projects across various genres, including dramas “Bet” for Netflix, “The Ridge” for BBC Scotland and Sky New Zealand, animated kids’ series “Dino Ranch: Island Explorers” for Warner Bros. Discovery and CBC, and premium factual series “Sneaker Wars: Adidas v. Puma” for Disney+. The studio is also behind recent series like “Invasion” and “Palm Royale” (Apple TV+), “Orphan Black: Echoes” (AMC), and “American Rust: Broken Justice” (Prime Video).

The deal includes substantial financial assets, including a minimum cash balance of $17.8 million, approximately $11.9 million in cash from the monetization of Boat Rocker’s ownership in The Initial Group, a $12.6 million vendor takeback promissory note related to the management buyout of certain Boat Rocker assets, and a value assurance payment of up to $24.2 million based on the 2025 performance of the acquired production companies.

Concurrent with the RTO, Boat Rocker’s co-founders and co-executive chairs Ivan Schneeberg and David Fortier along with CEO John Young will acquire the company’s studio business in a management buyout, expected to close in June 2025, pending shareholder and regulatory approvals.

“We are excited about this opportunity to acquire Boat Rocker Studios and use the resulting enhanced strategic focus and flexibility to capitalize on the exciting content creation, investment and partnership opportunities we see in the global marketplace,” said Schneeberg, Fortier, and Young in a statement. “We will be more agile than ever, allowing us to move faster and lean in closer to projects we believe in.”

The management buyout will include Boat Rocker Studio’s content investment business, all current projects, library titles, and the company’s integrated production, distribution, and brand assets across its global offices in Toronto, London, Los Angeles, New York, and Hong Kong. Also included is Boat Rocker’s interest in animated IP producer Industrial Brothers. The deal excludes the three production houses being acquired by Blue Ant.

Fairfax Financial Holdings, a significant Blue Ant shareholder, has agreed to support a planned agency offering with a $14 million backstop commitment. Cormark Securities and National Bank Financial will act as co-lead agents for the offering.

The transaction positions Blue Ant to capitalize on market disruption affecting traditional media players. With approximately 47% of Blue Ant’s fiscal 2024 revenues coming from international markets, up from 29% in 2020, the company is emphasizing its global strategy focusing on universally-loved unscripted genres like nature and wildlife, lifestyle, and history.

MacMillan will step in as CEO of the resulting company, with Brad Martin, Blue Ant’s current chair, appointed as chair of the board of directors.