LOS ANGELES--(BUSINESS WIRE)--Oct. 19, 2009--
EMAK Worldwide, Inc. (OTC: EMAK) announced today that its Board of
Directors has approved and EMAK has consummated an exchange transaction
for its Series AA Senior Cumulative Convertible Preferred Stock held by
Crown EMAK Partners, LLC (“Crown”) in order to better align the
interests of Crown with all Common stockholders.
The Series AA Preferred was exchanged by Crown for a new Series B Senior
Convertible Preferred Stock, which has substantially equivalent terms,
but will allow Crown to vote with Common stockholders on an as-converted
basis in the election of Common Directors. With the exchange Crown has
surrendered the right to appoint its own members to EMAK’s Board, unless
and until there is a change of control. Like the Series AA Preferred,
the new Series B Preferred is redeemable upon the option of the holder
in the event of a change of control.
“Over the years Crown has been diligent in working with us as a partner
implementing our long-term strategic plans. This transaction levels the
playing field for all of our stockholders and gives Crown an equal voice
in governance,” said Jim Holbrook, EMAK’s Chief Executive Officer.
On an as-converted basis, Crown’s Series B Preferred voting rights
represent approximately 2.8 million shares, or 28 percent, of Common
shares outstanding. There are no material changes to the economics of
the Series B Preferred. The shares will not carry a dividend, and the
conversion price of $9.00 per share is unchanged; however, in the event
of a change of control, the redemption payment due Crown will accrue
interest if the Company fails to meet its redemption payment obligation
within six months.
About EMAK Worldwide, Inc.
EMAK Worldwide, Inc. is the parent company of a family of marketing
services agencies including Equity Marketing, Logistix, Neighbor and
Upshot. Its agencies are experts in “consumer activation” by offering
strategy-based marketing programs that directly impact consumer
behavior. The agencies provide strategic planning and research, consumer
insight development, entertainment marketing, design and manufacturing
of custom promotional products, kids marketing, event marketing, shopper
marketing and environmental branding. The Company’s blue-chip clients
include Kellogg, Kohl’s, Kraft, Macy’s, Procter & Gamble and Safeway,
among others. Headquartered in Los Angeles, EMAK has offices in Chicago
and Hong Kong. More information about EMAK Worldwide is available on the
Company’s website at www.emak.com.
Certain expectations and projections regarding the future performance
of EMAK Worldwide, Inc. discussed in this news release are
forward-looking and are made under the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. These
expectations and projections are based on currently available
competitive, financial and economic data along with the Company’s
operating plans and are subject to future events and uncertainties. Management
cautions the reader that the following factors, among others, could
cause the Company’s actual consolidated results of operations and
financial position in 2009 and thereafter to differ significantly from
those expressed in forward-looking statements: the Company’s
dependence on a single customer; the significant quarter-to-quarter
variability in the Company’s revenues and net income; the Company’s
dependence on the popularity of licensed entertainment properties and
the ability to license, develop and market new products; the Company’s
dependence on foreign manufacturers; the Company’s need for additional
working capital; the negative results of litigation, governmental
proceedings or environmental matters; and the potential negative impact
of past or future acquisitions. The Company undertakes no
obligation to publicly release the results of any revisions to
forward-looking statements, which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. The risks highlighted herein should not be
assumed to be the only items that could affect the future performance of
the Company.
Source: EMAK Worldwide, Inc.
At EMAK Worldwide, Inc.:
Media and investor inquiries:
Jim
Holbrook
Chief Executive Officer
323-932-4068