WOW! Unlimited Media Inc. (fka WOWMF)

[rickn23]

My WOW shares have been converted to GNUS shares and cash.

[rickn23]

GNUS filed an 8K stating it acquired all outstanding shares of WOW.
https://www.sec.gov/ix?doc=/Archives/edgar/data/1355848/000168316822002514/genius_i8k.htm

But, I am still waiting for my shares to convert.

[Renee]

WOWMF: Pursuant to a plan of arrangement, Genius Brands International Inc will acquire all the issued and outstanding shares of WOW Unlimited Media Inc for CAD $1.169 in cash (less any applicable withholding taxes) and 0.271 of a common share of Genius Brands (ticker GNUS).

FINRA deleted symbol:

https://otce.finra.org/otce/dailyList?viewType=Deletions

[rickn23]

Genius Brands International, Inc. Completes Acquisition of Wow Unlimited Media Inc.
https://www.globenewswire.com/news-release/2022/04/06/2418035/0/en/Genius-Brands-International-Inc-Completes-Acquisition-of-Wow-Unlimited-Media-Inc.html

[rickn23]

WOW! Unlimited Media Inc. Provides Update on Closing of the Arrangement
https://finance.yahoo.com/news/wow-unlimited-media-inc-provides-120000172.html

Finalizing closing, new closing date around April 6.

[rickn23]

WOW! Unlimited Media Inc. Announces Investment Canada Approval and Next Steps to Closing of the Arrangement
https://finance.yahoo.com/news/wow-unlimited-media-inc-announces-115500727.html

Buyout for WOW expected to close around April 1.

[rickn23]

WOW! Unlimited Media Inc. Announces Extension of the Arrangement Agreement Outside Date and General Update on the Transaction

https://finance.yahoo.com/news/wow-unlimited-media-inc-announces-200100270.html

[rickn23]

"Team Zenko Go" is being released on Netflix, March 15th (not that it matters). It looks like Mainframe did animation service for Dreamworks.

https://www.animationmagazine.net/streaming/trailer-dreamworks-team-zenko-go-takes-good-deeds-to-the-extreme-on-netflix/

[rickn23]

WOW voting on the buyout has started and goes on until Dec. 22nd. The Special meeting is set for Dec. 30, 2021.

SEDAR filings:

https://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=00027273

[rickn23]

WOW! Unlimited Media Announces Record Quarterly EBITDA on Strong Revenue for the Third Quarter of 2021

https://www.globenewswire.com/news-release/2021/11/25/2341165/0/en/WOW-Unlimited-Media-Announces-Record-Quarterly-EBITDA-on-Strong-Revenue-for-the-Third-Quarter-of-2021.html

[rickn23]

WOW reports Q3 results on Thursday November 25th, before the Toronto market opens.
https://finance.yahoo.com/news/wow-unlimited-media-announces-third-133000821.html

[rickn23]

Genius Brands Acquisition Of Wow Unlimited Is Accretive And A Merger Arbitrage Opportunity

https://seekingalpha.com/article/4467269-genius-brands-acquisition-of-wow-unlimited-is-a-merger-arbitrage-opportunity

[rickn23]

Short answer, yes, it could do that.

But, I doubt GNUS will go like that again. They have a lot more shares outstanding and more of the people buying shares are doing it for a quick trade.

Monday GNUS announced a conference call for Wednesday and GNUS's share price went from $1.30 to over $2. The selloff started before the news came out. Maybe a longer time period between the announcement and conference call could allow the stock to run higher.

I think GNUS would only run on news that leads to the company being profitable, in a reasonable short time period. I believe GNUS is on track for an operating loss of $15-$20 million for 2021. WOW won't be wiping that out.

[sand]

so it could rise also like the run that happened on gnus which seems to have bottomed and leveled off from last year and it would be worth .27 of that price on top of the .93 cash

[rickn23]

It's $1.169 Canadian, about $0.935 US per share
and 0.271 shares of GNUS, currently worth, about $0.406 (based on a nominal value $1.50 share price for GNUS).

$0.935
+ $0.406
equals about $1.34 per share.

WOW is trading at a discount (the deal could fall apart and/or does pay until sometime next year). The value could rise or fall based on GNUS's share price.

[sand]

article says Under the terms of the arrangement agreement, shareholders of Wow will receive, in exchange for each Wow share, 0.271 of a common share of Genius Brands and $1.169 in cash

[sand]

rickn what does that work out price wise for shareholders?

[rickn23]

Genius Brands Int. Buying Frederator Studios Parent Wow! Unlimited Media For $53 Million

https://deadline.com/2021/10/genius-brands-frederator-wow-unlimited-animation-1234863270/

[rickn23]

Odd. WOW has been flagged as Halted at the open.

https://www.stockwatch.com/Quote/Detail.aspx?C:WOW

Edit: Better link
Halted at the request of the company pending an announcement.

https://www.stockwatch.com/News/Item/Z-C!WOW-3157231/C/WOW

[sand]

thanks always appreciate what you are willing to share

[rickn23]

Just be aware I don't post all the information I come across. Some information seems trivial when I first see it, other information I can't tie directly to WOW.

Examples:

1) I noticed an update to info on Frederator Networks website. The monthly views dropped from 3 billion per month to 1 billion per month. While it's a big drop, it seems trivial. The share price didn't really go up when it went to 3 billion views and no share price drop going back to 1 billion monthly views.

https://www.channelfrederatornetwork.com/

2) HBO Max has commissioned a new "Adventure Time" animated series (Fiona and Cake), but I didn't see WOW attached to the news.

https://www.hollywoodreporter.com/tv/tv-news/adventure-time-fionna-cake-spin-off-hbo-max-1234998668/

3) Paramount + announced a live-action "Fairly OddParents" series. Again, no direct tie to WOW.

https://deadline.com/2021/02/nickelodeons-dora-the-explorer-the-fairly-odd-parents-get-live-action-series-remakes-on-paramount-1234700539/

[sand]

makes sense thanks for the info and keeping this board posted with relevant information -- appreciate it

[rickn23]

Buying on the Toronto Exchange has been driving up the share price. There was a 5,000 share trade today at $1.10 (Canadian), yesterday trading about 15,000 shares traded up to $1.09 (Canadian) up 5 cents (Canadian) for the day.

Trading is more active in Toronto, so I have kept my eye on the trading there.

https://money.tmx.com/en/quote/WOW/trade-history

Not much news coming out of WOW these days, so it's hard to account for the increased buying in Canada.

Edit
Currently $1 Canadian is worth $0.80 US

[sand]

no vol but the bid/ask is above the last price quoted interesting

[rickn23]

Publisher Weekly Best Seller: Hardcover Front List

#25

Castlevania: The Art of the Animated Series
Frederator Studios, Author
Dark Horse Books, $39.99 (192)
978-1-5067-1570-4

(2330 units)

https://www.publishersweekly.com/pw/nielsen/HardcoverNonfiction.html

[rickn23]

Conference call notes:
Last comment was, (paraphrase) they are going to make us happy this year.


Started with a repeat of financials released in report. They did mention expanding merchandising. They are still having discussions on the strategic review. YouTube business is growing. Will start producing original content and helping creator owned IP people. IP projects segment is growing, goal to get to 50-50 (IP animation-service animation). The company is on course for an exciting 2021 (maybe 2022? notes are messed up, need to listen again).

Q&A highlights
IP 44 episode series should be finished by end of year 2022.

All restricting benefits have been captured. Company will concentrate on growing revenue streams, depends on going to events, will start to participate more in virtual events.

Company is engaged in E-commerce, especial with Frederator Books.

Goal is for 50-50 IP animation-service animation. The company was at 80 to 85% service. The company is heading to 50%, but, depends on green lighting projects. Company is careful about green lighting projects. Can't predict when will reach 50%

On seasonality, later half of the year tends to be better than first half. For YouTube stuff Q4 is best. Animation side, service tends to be even throughout the year, IP animation is harder to predict, projects can be pushed back or customer may delay delivery.

Spinmaster project: Sounds like new property (? not sure). Just starting production, delivery estimated for 2022-2023.

Again, last comment is them making us happy this year.

[rickn23]

Q2 earnings's report is out.

$18.8 million (Canadian ) revenue
EBITDA + $1.858 million
Operating Profit +0.549 million

Edit
Backlog as of June 30, 2021 was $77.5 million. Does not include $3.2 million additionally signed contracts after quarter's end.

[rickn23]

Frederator Studios Options Abigail McGrath’s Play ‘Hidden Heroes’

https://www.animationmagazine.net/tv/frederator-studios-options-abigail-mcgraths-plays-hidden-heroes/

[rickn23]

WOW! Unlimited Media to Host Second Quarter 2021 Earnings Conference Call

https://www.globenewswire.com/news-release/2021/08/20/2284200/0/en/WOW-Unlimited-Media-to-Host-Second-Quarter-2021-Earnings-Conference-Call.html

Conference Call Dial-in Details:

At 9:00 a.m. Eastern Time on Friday, August 27, 2021, the Company will host a conference call featuring management's remarks and a follow-up question and answer period with analysts.

The conference call can be accessed live by dialing [phone] five minutes prior to the scheduled start time. The Conference ID is 1529947.

A digital recording of the call will be available for one month (until 11:59 p.m. Eastern Time, September 26, 2021) by dialing [phone] or [phone] and using the Conference ID 1529947. Alternatively, the call recording can also be accessed on the WOW! website’s Investors page.

[rickn23]

‘Castlevania’ Producer Sues After Being Excluded From Netflix Spinoff

https://www.hollywoodreporter.com/tv/tv-news/castlevania-adi-shankar-sues-excluded-netflix-spin-off-1234999490/

[rickn23]

WOW!’S Mainframe Studios Establishes Eastern Canadian Presence with New Toronto-Based Virtual Studio

https://www.globenewswire.com/news-release/2021/08/16/2281555/0/en/WOW-S-Mainframe-Studios-Establishes-Eastern-Canadian-Presence-with-New-Toronto-Based-Virtual-Studio.html

[rickn23]

Octonauts: Above & Beyond NEW Series Trailer | Netflix Jr

The Octonauts expand their exploration beyond the sea — and onto land! With new rides and new friends, they'll protect any habitats and animals at risk. Octonauts: Above & Beyond is available on Netflix September 7!

I think WOW/Mainframe Studios does this now.

[rickn23]

I saw this last night. It has nothing to do with WOW, except it frees up some animators. This studio, also, was working on some projects with Netflix.

Tangent Animation Closes Down - Hundreds of Talented Artists Laid Off
https://www.blendernation.com/2021/08/04/tangent-animation-closes-down-hundreds-of-talented-artists-laid-off/

[rickn23]

Veteran Entertainment Lawyer, Elyot Waller, Joins Mainframe Studios
https://www.businesswire.com/news/home/20210726005744/en/Veteran-Entertainment-Lawyer-Elyot-Waller-Joins-Mainframe-Studios

[rickn23]

I don't know if this is the same series, a different series, or even done by, WOW. But, it was at the (virtual) San Diego Comic Con 2021 (worlds largest comic convention) and WOW's share price went up Friday, for no apparent reason.

So, caveat warnings, aside:

Adventure Time Distant Lands: Wizard City Key Art Revealed - Comic-Con 2021
https://www.ign.com/articles/adventure-time-distant-lands-wizard-city-hbo-max-art

[rickn23]

The strategic review also mentions selling company assets. I hadn't given much thought to this, before. There seems to be good synergy between the different parts of WOW. I would have thought that breaking the company up and selling pieces would significantly diminish the rest of the company.

But, Mainframes 3-D modeling animation didn't really seem to fit in with the 2-D stuff on Frederator Networks or the 2-D animation service business. Mainframe did 3-D animation as a service and I presume it was profitable, so it wasn't a drain on company resources and no need to get rid of them. Also, Mainframe is moving into more traditional 2-D animation.

Caveat on my next statement. I don't watch much (any) of Frederator Network animation series, so I don't know what the quality and types of series being shown are.

WOW could sell off it's interest in the Castlevania animated series license. It has to have gone up substantially in value due to the success of the Netflix series. Other than WOW's Kevin Kolde being the Showrunner for the series, WOW doesn't seem much involved in producing the animated series, Powerhouse Studios is. Castlevania seems to be a quite different type of series than the usual fair coming out of WOW/Frederator ("Bee and Puppcat", Bravest Warrior", Costume Quest (?), etc...). I don't know how much selling the Castlevania license would bring in, though.

Any money brought in could be used to expand/support the rest of the company.

As I said before, when the company first mentioned the strategic review, I was thinking the company possibly being sold would be the likely outcome (at a reasonable price). After the annual meeting conference call, I had the impression (I could be wrong), the strategic review was heading towards "inorganic growth", not a sale. WOW has barely attained profitability, I don't see borrowing money a viable option for inorganic growth.

I think the best case scenarios, for shareholders, are, a large equity investment or a sale of the company. I think other actions would have a smaller impact, that would take longer to achieve, on the company.

If you or anyone else has thoughts on this, I'd be interested in hearing them. I know I have overlooked a few things and I am biased against other actions the company can take.

[rickn23]

From May 21, 2021

Now Streaming On HBO Max … Adventure Time: Distant Lands – Together Again!

https://frederatorstudios.com/now-streaming-on-hbo-max-adventure-time-distant-lands-together-again/

[rickn23]

Mattel’s ‘Barbie: Big City, Big Dreams’ Takes the Stage in September

https://www.animationmagazine.net/streaming/mattels-barbie-big-city-big-dreams-takes-the-stage-in-september/

Barbie: Big City, Big Dreams is directed by Scott Pleydell-Pearce (Bob the Builder, Blaze and the Monster Machines) and written by Keenan and up and coming screenwriter, Kate Splaine. Exec producers are Keenan, Fred Soulie (SVP & GM, Mattel Television) and Adam Bonnett (EP, Mattel Television). The special was produced by Ron Myrick (Scooby-Doo and Guess Who?, Loonatics Unleashed). Animation services are being provided by Mainframe Studios (a division of WOW! Unlimited Media).

https://youtu.be/QgqXbJO-kD4

[rickn23]

Background
I only have a few theories. Most of my theories were based on WOW being acquired, not growing inorganically. Being acquired seemed like the likelier scenario, when WOW announced the strategic review. I thought the two most likely companies to acquire WOW were Netflix and Sony.

A lot of WOW series are going to Netflix and Netflix is trying to start their own animation studio, from scratch. While Netflix has not done large acquisitions, it seemed possible they could buy a small studio to jump start their efforts.

Sony, I thought, owned Powerhouse Studios. I'm not sure now. I can't find the link where I got that info. But, Sony has a deal with both Netflix and Disney +, so buying a studio supplying product to Netflix, mostly, wouldn't be a problem. Sony also had a relationship with Siebert and Frederator. Sony is also becoming a big streaming player for anime. Sony bought Funmation (and other anime streaming services around the world) and is in the process of buying Crunchyroll. Animated series have a much lower cost basis than live-action. Sony could build a large streaming platform to rival Netflix at a fraction of the cost. Most of the anime has come out of Japan, but more countries have home produced animated series. Frederator Networks claims to have 200 million subscribers, most content is adult oriented, and WOW has the license for Castlevania animated series.

If WOW were to be acquired the company would need to be valued based on the better financials (which I don't think are baked into the share price)

During the annual meeting "inorganic growth" was mentioned. I had to rework my theories to accommodate WOW growing and not being acquired.

WOW does not have much cash reserves for acquiring other companies. WOW would have to use stock to buy companies or sell stock for cash to buy other companies. WOW would still need the company to be valued.

1) I thought Sony would do an equity investment buying 15 to < 50% of WOW. It's still a potential future acquisition for Sony and Sony could work out a deal for content/services from WOW.

WOW has good working relationship with Powerhouse. All animation studios seem to be hiring,a combination of resources makes sense.

1-b) Netflix could do the equity investment, just to lock up a content source and provide a more stable content source.

2) Acquiring Kevin Kolde's Project 51 Productions studio. It's the company that got the license for Castlevania. I'm uncertain to what extent WOW has the license to Castlevania. WOW has claimed to have the license, Project 51 Productions is mentioned more than WOW when the Castlevania series is discussed.

3) Mergers/acquisitions of other Canadian animation studios. Acquiring with stock makes sense here. The companies would have an equity stake in the larger company rather than cash and becoming employees.

4) Acquiring outside of Canada. I'm thinking mostly small Asian studios. Having cash makes sense here. It would be a consolidation of small studios for content and animation worker resources (companies are hiring).

Edit
I have not looked into the possibility of toy companies Mattel or Spinmaster doing the equity investment (or acquisition). It might makes sense for these type of companies have animation studios (making content based on their toys). But, it probably looks cheaper to the toy companies to commission animated series on an individual basis. I doubt they have considered an animation production shortage as more animated series are being commissioned by the large streaming services.

[sand]

Rickn was wondering if they could link together - curious to hear your other scenarios you see possibly playing out - since you seem pretty well versed in this arena

[rickn23]

It was pretty good. Powerhouse Animation understands how to do adult animated series. I just finished "Seis Manos", which I thought was pretty good. "Blood of Zeus" was very watchable. All are on Netflix

WOW has the license for "Castlevania", but, it was Powerhouse Animation (owned by Sony) that made the animated series, although the show-runner was WOW's Kevin Kolde.

WOW and Powerhouse will be working together on the new Castlevania series, too. The two companies seem to work well together.

[Chaka]

Castlevania what an epic animation...Season 1- Season 4....

[Chaka]

It's a travesty $Wowmf is so undervalue, it's not even funny..
650+ employees working atm.
$$$ millions of dollars back log projects...
And, share structures screaming for MOA-BOMBS 2021-2022...
I wish Ceo find ways to bring more, $Wowmf, awareness to the stock markets..
( Maybe uplist to Nasdaq? )

[rickn23]

On the US market, the Ask is at $0.8577 USD (about $1.06 Canadian), but the Bid is only at $0.7425 USD (about $0.92 Canadian). It's a discouragement towards trading.

Edit
I haven't seen any news that would account for a higher Ask or lower Bid than yesterday.

[Happycoins]

No volume this is a gem.
When they announce a partnership or take over expect the stock to explode.
For now I will just add and wait.
Buying small lots when ever I can.
The price won't stay this low much longer.

[rickn23]

‘Castlevania’ Animation Studio Powerhouse Inks First-Look Deal With Netflix
https://deadline.com/2021/06/powerhouse-animation-first-look-deal-netflix-castlevania-masters-of-the-universe-1234784152/#comments


There goes one of my working theories on the strategic review. I was thinking that Sony would do an equity investment in WOW, which included selling Powerhouse to WOW.

[rickn23]

Music Titans Produce Kids Show for CBC Kids
A New Interactive Show for Preschoolers Called Ukulele U
https://www.globenewswire.com/news-release/2021/06/29/2255049/0/en/Music-Titans-Produce-Kids-Show-for-CBC-Kids.html

[rickn23]

I suspect the news we are waiting for has to do with the strategic review.

[Happycoins]

Very low volume.
When news comes out watch easily an
25-200% increase.
Bid and ask are super thin .
Explosive run with the right news
adding slowly at these prices.

[rickn23]

Mainframe Expands into 2D Series Production
WOW!’s Mainframe Studios Diversifies Storytelling Capabilities

https://www.globenewswire.com/news-release/2021/06/24/2252945/0/en/Mainframe-Expands-into-2D-Series-Production.html