AURORA, Ohio (CelebrityAccess MediaWire) — Industry veterans and executives Joe Marsh and Lee D. Marshall, principals in Exhibit Merchandising LLC, have signed a non-binding Letter Agreement for the company to be acquired by Tix Corporation for $24 million.
Exhibit Merchandising LLC sells themed souvenir posters, memorabilia and collector’s items in specialty stores set up for the duration of a tour’s presence at a particular museum.
Tix Corporation's wholly-owned subsidiary, Tix4Tonight, sells tickets for Las Vegas shows, concerts, attractions and sporting events at half-price, on the same day of the performance. Tix4Tonight also offers half-price dinner entrees at popular restaurants in Las Vegas, and through its recently acquired Stand-By Golf division, has also begun to offer discount golf reservations at Las Vegas golf courses. Both Marsh and Marshall are current shareholders of Tix. In addition, Marsh has been providing consulting services to Tix since July 2006.
“We anticipate an excellent fit between our two companies, and we further believe that there is a dynamic, mutually beneficial business opportunity in combining the two companies," said Marsh, who with Marshall founded Magic Arts & Entertainment and Exhibit Merchandising.
Mitch Francis, CEO of Tix, added: “We are delighted by the prospect of acquiring a growing business such as Exhibit Merchandising LLC. We believe there exists between us a synergistic fit with our core business of half-price ticket sales for Las Vegas shows and concerts, as well as with our dinner and golf reservation businesses. Through leveraging our existing relationships with these vendors we would be able to offer branded merchandise to them. We are hopeful that this acquisition will become a material contributor to Tix’s operations and cash flows for years to come.”
The initial purchase price of $24 million includes payable $10 million in cash and $14 million in shares of restricted common stock at a fixed price of $4. per share.
The Letter Agreement provides for a 30-day exclusive negotiation period and a subsequent 90-day due diligence period for Tix to conduct a financial and operational review of Exhibit Merchandising LLC, to draft definitive transaction documents, and to obtain financing for the transaction. Tix intends to raise the funds required to close this transaction through a private placement of its equity securities.
Exhibit Merchandising LLC was established in 2004 to handle the affiliated merchandising opportunities that Marsh and Marshall created in forming Magic Arts & Entertainment. Marsh and Marshall formed Magic Arts & Entertainment in 2001 after the 1998 sale of Magicworks Entertainment, Inc. to SFX (now Live Nation) for $118 million.
Beginning in the early 1980’s, Marsh and Marshall built an international reputation for their productions of The Magic of David Copperfield, Lord of the Dance, Janet Jackson’s Velvet Rope Tour, Fleetwood Mac’s Reunion Tour, and tours of Broadway hits like “Evita”, “West Side Story” and “Fiddler on the Roof”, as well as Titanic – the Exhibition. That Titanic connection led Marsh into the exhibition business. He now is one of the largest shareholders in Premier Exhibitions, the producers of 14 exhibits, including “Titanic – the Exhibition“ and “Bodies, the Exhibition” throughout the world.
Through its exclusive contract with AEG Live, Exhibit is responsible for the merchandising of “Tutankhamun and the Golden Age of the Pharaohs,” which has drawn over 2.6 million visitors in only three cities. It also has the exclusive merchandising rights for the “King Tut” tour.
Exhibit Merchandising LLC has a 5-year contract to sell King Tutankhamen and the Golden Age of Pharaohs exhibit licensed merchandise through its own outlets or museum stores worldwide. Exhibit Merchandising LLC also signed a 5-year contract to sell licensed Pirates – the Exhibition museum tour merchandise worldwide, which is scheduled to begin as a touring exhibit in 2007. There is also a long-standing arrangement to sell Jesus Christ Superstar licensed merchandise to accompany the musical’s road tour. Exhibit Merchandising LLC is currently in discussions with numerous new museum-type exhibits to supply merchandising. — Jane Cohen and Bob Grossweiner