15
March 2024
Nexxen International
Ltd
("Nexxen"
or the "Company")
Nexxen Seeking Authorization
for New $50 Million Ordinary Share Repurchase
Program
Nexxen International
Ltd. (AIM/NASDAQ: NEXN) ("Nexxen" or the "Company"), a global,
unified advertising technology platform with deep expertise in
video and Connected TV ("CTV"), announced today that the Company is
seeking authorization to repurchase up to an
additional $50 million of its Ordinary Shares from time to
time.
As an Israeli company, Nexxen is
required to comply with newly-adopted
Israeli regulations that require the Company to await the
expiration of a creditor objection period
before the new Ordinary share repurchase
program can become effective. The newly-adopted Israeli regulations
replace the mandatory Israeli court approval that was in effect
prior to the new regulations, resulting in a shorter authorization
process. In addition, the commencement of the Ordinary Share
repurchase program is subject to receipt of the consent of the
Company's bank lenders.
Following the expiration of the
creditor objection period, and assuming no
objections and the receipt of the consent,
the authorization will provide Nexxen with the right to repurchase
its Ordinary shares, but does not require the Company to acquire
any, or a specific number of, Ordinary shares.
·
The Ordinary Shares will be repurchased on the AIM
Market and the repurchase program will be financed through existing
cash reserves.
· Subject to no Company creditor objecting to the share
repurchase program within the timeframe prescribed by Israeli law
and the receipt of the consent from the Company's bank lenders, the
repurchase program will begin on 1 May 2024 and will continue until
the earlier of 1 November 2024, or until it has been
completed.
· The repurchase program will be independently managed by
Cavendish Capital Markets Limited, the Company's AIM broker, which
will make trading decisions independently and without the influence
of the Company.
·
The maximum price paid per Ordinary Share is to be
no more than 105% of the average middle market closing price of an
Ordinary Share on AIM for the five business days preceding the date
of purchase.
·
Share repurchases will be made in accordance with
applicable securities laws and regulations, and any Ordinary Shares
acquired as a result of the repurchase program will be announced to
the market without delay.
·
Any Ordinary Shares acquired as a result of the
repurchase program will be reclassified as dormant shares under the
Israeli Companies Law (without any rights attached thereon) and
will be held in treasury.
·
The share repurchase program does not obligate
Nexxen to repurchase any particular amount of Ordinary Shares and
the program may be suspended, modified, or discontinued at any time
at the Company's discretion (if not in a close period), subject to
applicable law.
· Due to the limited
liquidity in the issued Ordinary Shares, any repurchase of Ordinary
Shares on any trading day may represent a significant proportion of
the daily trading volume in the Ordinary Shares on AIM and may
exceed 25% of the average daily trading volume, being the limit
laid down in Article 5(1) of Regulation (EU) No 596/2014 and,
accordingly, the Company will not benefit from the exemption
contained in this Article.
The Company will provide an update
on, or prior to, 1 May 2024 if the commencement of the Ordinary
share repurchase program is postponed due to Company creditor objections or the Company bank lenders not
providing consent.
For
further information please contact:
Nexxen International Ltd.
Billy Eckert, Vice President of Investor Relations
ir@nexxen.com
Caroline Smith, Vice President of
Communications
csmith@nexxen.com
KCSA
(U.S. Investor Relations)
David Hanover, Investor Relations
nexxenir@kcsa.com
Vigo
Consulting (U.K. Financial PR & Investor
Relations)
Jeremy Garcia / Peter Jacob / Aisling Fitzgerald
Tel: +44 20 7390 0230 or nexxen@vigoconsulting.com
Cavendish Capital Markets Limited
Jonny Franklin-Adams / Charlie Beeson / George Dollemore (Corporate
Finance)
Tim Redfern / Harriet Ward (ECM)
Tel: +44 20 7220 0500
About Nexxen
Nexxen empowers advertisers,
agencies, publishers and broadcasters around the world to utilize
video and Connected TV in the ways that are most meaningful to
them. Comprised of a demand-side platform (DSP), supply-side
platform (SSP), ad server and data management platform (DMP),
Nexxen delivers a flexible and unified technology stack with
advanced and exclusive data at its core. Our robust capabilities
span discovery, planning, activation, measurement and optimization
- available individually or in combination - all designed to enable
our partners to reach their goals, no matter how far-reaching or
hyper niche they may be. For more information, visit
www.nexxen.com
Nexxen is headquartered in Israel
and maintains offices throughout the United States, Canada, Europe
and Asia-Pacific, and is traded on the London Stock Exchange (AIM:
NEXN) and NASDAQ (NEXN).
Forward Looking
Statements
This press release contains
forward-looking statements, including forward-looking statements
within the meaning of Section 27A of the United States Securities
Act of 1933, as amended, and Section 21E of the United States
Securities and Exchange Act of 1934, as amended. Forward-looking
statements are identified by words such as "anticipates,"
"believes," "expects," "intends," "may," "can," "will,"
"estimates," and other similar expressions. However, these words
are not the only way Nexxen and its affiliates identify
forward-looking statements. All statements contained in this press
release that do not relate to matters of historical fact should be
considered forward-looking statements, including but not limited to
Nexxen's ability to implement a share repurchase program and the
timing of the implementation. These statements are neither promises
nor guarantees but involve known and unknown risks, uncertainties
and other important factors that may cause Nexxen's actual results,
performance, or achievements to be materially different from its
expectations expressed or implied by the forward-looking
statements. Nexxen cautions you not to place undue reliance on
these forward-looking statements. For a more detailed discussion of
these factors, and other factors that could cause actual results to
vary materially, interested parties should review the risk factors
listed in Nexxen's most recent Annual Report on Form 20-F, which
was filed with the U.S. Securities and Exchange Commission
(www.sec.gov) on March 6, 2024. Any forward-looking statements made
by us in this press release speak only as of the date of this press
release, and we do not intend to update these forward-looking
statements after the date of this press release, except as required
by law.
Nexxen, and the Nexxen logo are
trademarks of Nexxen International Ltd. in the
United States and other countries. All other trademarks are
the property of their respective owners. The use of the word
"partner" or "partnership" in this press release does not mean a
legal partner or legal partnership.