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Reservoir Holdings, which owns Reservoir Media, is going public on the Nasdaq stock exchange through a reverse merger with a special purpose acquisition company (SPAC) in an apparent move to gain liquidity and a lower cost of capital. This marks the first standalone publishing company to go public on a U.S. stock market.
Reservoir will form a business combination with Ross CH Acquisition II (currently trading on Nasdaq under the symbol ROCC) and when the deal is completed sometime in the third quarter, the combined company will be named Reservoir Media but with a new ticker, RSVR, according to an announcement issued by the music publishing firm Wednesday (April 14) after the close of trading.
Golnar Khosrowshahi, founder & CEO of Reservoir, will lead the new combined company, with her current executive leadership team of president and COO Rell Lefargue and CFO Jim Heindlmeyer.
Ross CH Acquisition II is bringing $115 million to Reservoir’s public offering as part of the deal. Some institutional investors including Caledonia have been lined up as anchor shareholders, which will bring in $150 million in gross proceeds.
In the end, after investment banking, legal fees and other expenses, Reservoir will be left with $246 million in gross proceeds from the transaction. The company’s current shareholders, including the Khosrowshahi family, will roll over all their Reservoir equity into the new company, giving it an enterprise value of $788 million.
That means that the Reservoir shareholders will likely have a lock-up period — maybe 180 days — before they can cash in any of their shares. In the meantime, the company has an implied pro-forma equity value of $740 million at $10 a share, according to the announcement, which further implies it also has $48 million in net debt.
This deal will provide Reservoir with a lower cost of capital in the fast-paced, high-stakes music asset trading world, allowing it to follow the Hipgnosis business strategy of finding music assets for acquisition and then tapping the public markets to fund the deals. It also provides a way for current Reservoir shareholders to eventually realize some of the value they have created by shares they will own in the new vehicle.
“Today we have taken an important step forward in Reservoir’s evolution to fully realize that vision through our partnership with Roth CH II,” Khosrowshahi said in a statement. “Our dedication to our songwriters and artists and their music is at the heart of everything that we do, and this path to growth supports our promise to service our clients, enhance value, and build a quality catalog. I am immensely proud of what we have built alongside President & COO Rell Lafargue, and our incredible team whose excellent skills, high-touch client service, and outstanding track record is unmatched.”
Reservoir’s catalog includes music by 2 Chains, A Boogie Wit Da Hoodie, A-Ha, Ben Harper, Big & Rich, Bob Crewe, David Guetta, Evanescence, Hoagy Carmichael, Ja Rule, John Denver, Kurt Elling, Leon Ware, Lil Jon, Migos, Molly Hatchett, Rickie Lee Jones, Scott Storch, Scott Stapp, Seether, Sheryl Crow, Stewart Copeland and Willie Mitchell.
The company says it has deployed over $400 million in catalog acquisitions — including recently acquiring the catalog of indie music publishers Shapiro Bernstein — since its inception, and spent another $100 million in frontline creative signings. The company says it also owns 26,000 sound recordings, and its management business handles over 60 clients.
“We are thrilled to be partnering with Reservoir and its exceptional leadership team,” according to a statement issued by Roth Capital and Craig-Hallum, the sponsors of the Roth CH II. “Reservoir has built an outstanding collection of hit songs and soundtracks in both its music publishing and masters businesses, and has a unique and differentiated value enhancement model that drives highly attractive returns. We are excited about Reservoir’s strong cash flow generating capabilities in a growing industry with significant tailwinds. The portfolio is fully diversified in all genres of music with some of the most iconic hits of the past hundred years. We look forward to Reservoir pursuing future organic growth and acquisitions in this exciting sector under consolidation.”
The board of directors of Reservoir and ROCC have unanimously approved the transaction. The transaction will require the approval of the stockholders of ROCC and is subject to other customary closing conditions.
Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC are acting as placement agents for the PIPE transaction with the anchor share holders while Goldman Sachs is acting as financial advisor to Reservoir. Legal respresentation for the music publishing firm was handled by Paul, Weiss, Rifkind, Wharton & Garrison LLP while Loeb & Loeb LLP is serving as legal advisor to Roth CH II.
[Spoiler alert: This story contains the identity of the eliminated contestant on Wednesday night’s (April 13) The Masked Singer.]
As The Masked Singer prepares for its two-hour Super Eight special next week, viewers were introduced to new wildcard contestant Yeti — who ultimately beat out Orca in the fight for the Golden Mask.
Orca joined season 5 of the show as the first-ever wildcard contestant, where he rocked the stage with Twisted Sister’s “We’re Not Gonna Take It” and beat out Raccoon, who was unmasked as Danny Trejo that week. Dedicating this week to his late father, Orca slowed it down in an emotional performance of “Every Rose Has Its Thorn” by Poison — but sadly, the killer whale was voted off by the end.
Though his time on The Masked Singer was short-lived, the rock-star whale is no stranger to television. Orca was unmasked as Sugar Ray frontman Mark McGrath. Aside from music, the singer/songwriter was also a co-host on Extra in the early 2000s before hosting and appearing on shows like Don’t Forget the Lyrics, Killer Karaoke, The Celebrity Apprentice and Celebrity Big Brother.
Billboard spoke to McGrath about being a wildcard contestant and how he honored his father through Orca.
You’re not new to TV, having hosted and participated on competition shows before, but how did it feel to be on a show where people didn’t know that it was you?
It was terrifying to me, because it’s a singing competition. That’s the irony of my whole involvement, because I make my living as a singer/entertainer. The only way I would ever do something like this is if I was in a costume, because it lets you be someone else, it lets you take chances outside of your norm. I think that was the thing that was so inviting to me, having that anonymity and being able to sing at the same time. [The Masked Singer] lets everybody start at the same place.
Were you a fan of the show before joining this season?
Yeah, I’ve got 10-year-old twins so there is no not being a fan of The Masked Singer. [Sugar Ray] traveled a lot. Back in the day we did Japan, and their TV is super colorful. Their news programs look like The Masked Singer, [so] it was a very inviting concept to me, and I thought, “What a wonderful idea.” The more crazy and outlandish, the more I’m in! The whole experience was incredible, it was unbelievable. So yeah I’m a huge fan of The Masked Singer, and it was by osmosis, because my kids, but it really appealed to the little kid in me as well.
You came in as the first-ever wildcard contestant, something they introduced this season. What did you expect coming into the show?
I was surprised at a number of things. The information is on a need-to-know basis no matter what you’re doing in The Masked Singer, whether you’re at home watching it or if you’re competing in the show. I didn’t know I was a wildcard until they told me that day. To me, a wildcard kind of has a bull’s-eye on their back. They did a really excellent strategy game plan about not letting anybody know about what was going on. It was sprung on me while I was walking to the stage [and] I was wondering why my production was a little bit bigger than the others for this particular performance.
Did you choose Orca or did the costume designers bring him to you?
As far as [Orca], they came up with a wonderful concept. They had the concept down, the Orca costume, they had the layout. The first meeting I was in, they showed me a mockup of what the costume would look like, and I’ll be darned if the actual costume didn’t look exactly like that. They nailed [it]. I had zero input beyond putting it on in terms of comfortability. I didn’t have much say because I loved it, I was so happy with the choice. It made me cooler than I am! This is gonna sound really weird, but you get an emotional connection to your costume. When I was leaving the show, I almost started crying when I took off the mask the last time. You give it a heart and it becomes part of you!
The costume was very cool, and it looked like one you could move around in versus some of the other ones that are so elaborate.
Definitely, and that was important to me. I’m kind of a physical guy, you’re still in a costume so it’s hard [and] I’m 53 years old. I thought I was moving a lot faster than I was when I watched it back.
Your voice is pretty distinctive. Did you use any techniques during your performances to try to throw the judges off?
Not really. I’m not going to win many singing competitions — that’s why I entered this singing competition, if that makes sense. At my age, there’s not many things I can do anymore that scare me. This show scared me as much as it excited me. I can’t hide behind myself — like, there’s showbiz things I can do to get a crowd moving that I learned through my 30 years of being in Sugar Ray. With a costume, it’s totally different. So I was kind of concerned when I was doing my first song “We’re Not Gonna Take It” where I go “Let me hear ya!,” it’s almost in my shouting voice from when I’ve done it many times in Sugar Ray. I thought that would have been a dead giveaway. But I just kind of went with it. There’s not a lot I can do. I have trouble enough staying on key, so trying to throw my voice over, trying to do something different wasn’t going to be something I thought would be effective.
One of your clues was that your father passed away and you dedicated your last performance to him. What do you think his reaction would have been seeing you as Orca on The Masked Singer?
I think he would have been really proud. [The show] made such a lovely, touching clue package, and I didn’t see it until it aired. They keep you in such isolation on the show, you don’t really see [it] until you watch it at home — even when you’re competing in it! It really made me tear up. That song “Every Rose Has Its Thorn,” I remember when [my dad and I] would listen to that song back in the late ’80s.
Multi-Grammy and Latin Grammy Award-winning musician Marc Anthony has another project set up with ViacomCBS International Studios (VIS), a comedy set in the world of social media.
Liked is described as a comedy series about a millennial who does whatever it takes, including lying, to achieve fame as an online influencer. Anthony and VIS president JC Acosta announced the project Wednesday (April 14) during a pre-recorded keynote session as part of the digital MIPTV international television market.
The series will feature Anthony’s music, and the multitalent will serve as both executive producer and executive music producer for the show. Anthony’s Magnus Studios shingle will produce together with Latin American production house Lanugo Media and Mundoloco Animation Studios.
Liked will be the second collaboration between VIS and Magnus, joining the animated kids’ series Gloria Wants to Know It All, which follows an alpaca from the city who spends time at her grandfather’s house in the country, and as a result, learns about Latin American culture.
Both series are part of a first-look deal between Magnus and the studio announced last November.
“Our continued partnership with Magnus Studios and a talented artist like Marc is a testament to our studio’s commitment to telling compelling, unique stories that resonate with audiences around the world,” said Acosta.
Added Anthony: “We are very excited and it is an honor to have the opportunity to work with ViacomCBS International Studios on these projects that mean so much to us and to share with the world stories that bring to light our culture.”
This article was originally published by The Hollywood Reporter.
John Malone’s Liberty Media — which owns audio entertainment giant SiriusXM, the Atlanta Braves baseball team and the Formula One racing circuit — disclosed that president and CEO Gregory Maffei’s 2020 compensation amounted to $47.1 million, up from $44 million in 2019 and $20.1 million in 2018.
He had made $19.8 million in 2017 and $16.9 million in 2016. The pay details were disclosed in a regulatory filing with the Securities and Exchange Commission.
Maffei’s salary last year was $871,880, against a salary of $1.16 million in 2019. In April 2020, the Liberty Media CEO received restricted stock units as part of a measure to waive and restructure his unpaid calendar year base salary due to “potential liquidity concerns” at the company amid the onset of the coronavirus pandemic.
The bulk of his overall compensation last year continued to come from option awards, stock awards and a non-equity incentive plan.
Maffei’s 2019 compensation had jumped thanks to a new employment contract that boosted his option awards from $8.8 million to $27.8 million. His option awards dipped to $24.98 million in 2020.
Liberty Media in its regulatory filing also disclosed the annual pay for chairman Malone, which amounted to $1.09 million. He had made $1.4 million in 2019, $1.1 million in 2018, $797,082 in 2017 and $747,156 in 2016.
Liberty recently reported 2020 revenue of $9.4 billion, down from $10.3 billion, and a loss of $1.4 billion, compared with 2019 earnings of $106 million.
Maffei recently suggested that streaming giant Amazon would drive an accelerated push by Big Tech platforms for more sports rights worldwide. “I suspect they’re only going to get more serious over time and they won’t be the only ones,” he argued.
This story was originally published by The Hollywood Reporter.
Darren Criss made his late-night television performance debut Tuesday night on The Late Late Show With James Corden with “Runnin’ Around.”
He “got one hell of a gang together” for the first-ever performance of the song (originally titled “F*kn Around”), featuring Este Haim of HAIM (bass), The Pocket Queen (drums), frequent collaborator and San Fermin frontwoman Charlene Kaye (guitar) and the song’s co-writer CJ Baran (keys).
The super troupe breathed new life into the dirty bass-driven anthem, which is the first of a “series of character-driven singles” Criss announced in March, that kisses off the toxic people one can’t seem to stay away from.
“I love you @darrencriss and I’m so proud to usher in this era of STANKY DGAF ROCKSTAR back to back with you,” Kaye tweeted on Wednesday (April 14). The Pocket Queen also praised the Glee star for tapping her for a “fantastic energetic set.” “Darren, thank you for your support. Thank you for the shout out.Thank you for deciding to manifest this amazing moment and give me a call. Always my pleasure,” she wrote on Instagram.
Watch Criss’ “Runnin’ Around” performance below.
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