EX-99.1
2
a07-22785_2ex99d1.htm
EX-99.1
Exhibit 99.1
Press Release
DG
FastChannel(TM) Completes Acquisition Of GTN, Inc., for $11.5 Million and Sells
Post Production Assets for $3.0 Million
Tuesday September 4, 7:00 am ET
Accretive
Acquisition Further Expands DG FastChannel's Ads Distribution Client Base and
Revenues
DALLAS-(BUSINESS
WIRE)-DG FastChannel, Inc. (NASDAQ:
DGIT
), the leading provider of digital media
services to the advertising, entertainment and broadcast industries, announced
today that it has completed its previously announced acquisition of
privately-held GTN, Inc., for $11.5 million, including approximately $1.5
million of GTN's working capital. Based in Detroit, GTN serves the advertising
community through a comprehensive range of advertising media services including
distribution for standard definition (SD) and high definition (HD) commercials,
asset management, archival and production and post-production, services.
Following
the closing of the acquisition, DG FastChannel divested GTN's post-production
assets and operations for $3.0 million in cash. Pro forma for the sale of
post-production assets and operations, GTN's ads distribution operations
generate approximately $6.0 million in annual revenue. Management expects that
the gross operating margin and operating income margins of the acquired
business will be relatively consistent with the levels achieved by the Company
in its recent 2007 financial results. As such, DG FastChannel believes the
transaction will be immediately accretive to its operating results. DG
FastChannel financed the transaction through borrowings under its existing
revolving credit facility.
Commenting
on the acquisition, Scott K. Ginsburg, Chairman and CEO of DG FastChannel said,
"Like our other recently completed transactions, this acquisition is strategically
and financially compelling. Strategically, GTN strengthens DG FastChannel's
presence in Detroit and the business combination brings talented personnel with
strong automotive industry and local agency relationships to DG FastChannel.
GTN's marquee clients include top automotive advertisers and Detroit-based
advertising agencies focused on the automotive advertising market.
"GTN's
ads distribution operations generate attractive EBITDA margins and we have
identified opportunities for operational and cost synergies as we integrate our
Detroit offices. The subsequent sale of the post-production operations results
in a net purchase price for the ads distribution business of $8.5 million. Our
shareholders will again benefit from our proven ability to combine complementary
businesses to drive superior returns".
About
DG FastChannel, Inc.
DG
FastChannel (DGIT: Nasdaq) is the leading provider of next generation workflow
solutions, digital media technology and delivery services to America's most
esteemed brands. The Company's delivery network reaches over 21,000 television
and radio stations, cable and TV networks, cable outlets and newspapers. DG
FastChannel's service and proprietary product set are integrated to provide
content providers, including brands and commercial production entities, news
organizations, syndicated programmers, and video news release producers and
broadcasters end-to-end digital solutions that maximize efficiency while
reducing costs. DG FastChannel's advanced capabilities include online delivery
of high-definition (HD) content, re-purposing of broadcast video for the
Internet, management of digital assets, and ubiquitous satellite and Internet
reach resulting in the industry's highest levels of reliability, speed and
quality. For more information visit www.dgfastchannel.com.
Safe
Harbor for Forward-Looking Statements
Statements
in this press release may contain certain forward-looking statements relating
to DG FastChannel and its expectations for GTN's advertising distribution
operations. All statements included in this press release concerning
activities, events or developments that DG FastChannel expects, believes or
anticipates will or may occur in the future are forward-looking statements.
Actual results could differ materially from the results discussed in the
forward-looking statements. Forward-looking statements are based on current
expectations and projections about future events and involve known and unknown
risks, uncertainties and other factors that may cause actual results and performance
to be materially different from any future results or performance expressed or
implied by forward-looking statements, including the following: the risk that
operations will not be integrated successfully; the risk of adverse changes in
the economic environment; and the risk that the expected cost savings and other
synergies from the transaction may not be fully realized, realized at all or
take longer to realize than anticipated. Additional information on these and
other risks, uncertainties and factors is included in DG FastChannel's Annual
Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form
8-K and other documents filed with the SEC.
Contact:
DG FastChannel,
Inc.
Omar Choucair,
Chief Financial Officer, 972-581-2000
Or
Jaffoni &
Collins Incorporated
Joseph Jaffoni,
212-835-8500
dgit@jcir.com

EX - 99 . 1 2 a07 - 22785 _ 2ex99d1 . htm EX - 99 . 1 Exhibit 99 . 1 Press Release DG FastChannel ( TM ) Completes Acquisition Of GTN , Inc . , for $ 11.5 Million and Sells Post Production Assets for $ 3.0 Million Tuesday September 4 , 7 : 00 am ET Accretive Acquisition Further Expands DG FastChannel 's Ads Distribution Client Base and Revenues DALLAS - ( BUSINESS WIRE ) - DG FastChannel , Inc . ( NASDAQ : DGIT ) , the leading provider of digital media services to the advertising , entertainment and broadcast industries , announced today that it has completed its previously announced acquisition of privately - held GTN , Inc . , for $ 11.5 million , including approximately $ 1.5 million of GTN 's working capital . Based in Detroit , GTN serves the advertising community through a comprehensive range of advertising media services including distribution for standard definition ( SD ) and high definition ( HD ) commercials , asset management , archival and production and post - production , services . Following the closing of the acquisition , DG FastChannel divested GTN 's post - production assets and operations for $ 3.0 million in cash . Pro forma for the sale of post - production assets and operations , GTN 's ads distribution operations generate approximately $ 6.0 million in annual revenue . Management expects that the gross operating margin and operating income margins of the acquired business will be relatively consistent with the levels achieved by the Company in its recent 2007 financial results . As such , DG FastChannel believes the transaction will be immediately accretive to its operating results . DG FastChannel financed the transaction through borrowings under its existing revolving credit facility . Commenting on the acquisition , Scott K . Ginsburg , Chairman and CEO of DG FastChannel said , " Like our other recently completed transactions , this acquisition is strategically and financially compelling . Strategically , GTN strengthens DG FastChannel 's presence in Detroit and the business combination brings talented personnel with strong automotive industry and local agency relationships to DG FastChannel . GTN 's marquee clients include top automotive advertisers and Detroit - based advertising agencies focused on the automotive advertising market . " GTN 's ads distribution operations generate attractive EBITDA margins and we have identified opportunities for operational and cost synergies as we integrate our Detroit offices . The subsequent sale of the post - production operations results in a net purchase price for the ads distribution business of $ 8.5 million . Our shareholders will again benefit from our proven ability to combine complementary businesses to drive superior returns " . About DG FastChannel , Inc . DG FastChannel ( DGIT : Nasdaq ) is the leading provider of next generation workflow solutions , digital media technology and delivery services to America 's most esteemed brands . The Company 's delivery network reaches over 21,000 television and radio stations , cable and TV networks , cable outlets and newspapers . DG FastChannel ' s service and proprietary product set are integrated to provide content providers , including brands and commercial production entities , news organizations , syndicated programmers , and video news release producers and broadcasters end - to - end digital solutions that maximize efficiency while reducing costs . DG FastChannel 's advanced capabilities include online delivery of high - definition ( HD ) content , re - purposing of broadcast video for the Internet , management of digital assets , and ubiquitous satellite and Internet reach resulting in the industry 's highest levels of reliability , speed and quality . For more information visit www.dgfastchannel.com . Safe Harbor for Forward - Looking Statements Statements in this press release may contain certain forward - looking statements relating to DG FastChannel and its expectations for GTN 's advertising distribution operations . All statements included in this press release concerning activities , events or developments that DG FastChannel expects , believes or anticipates will or may occur in the future are forward - looking statements . Actual results could differ materially from the results discussed in the forward - looking statements . Forward - looking statements are based on current expectations and projections about future events and involve known and unknown risks , uncertainties and other factors that may cause actual results and performance to be materially different from any future results or performance expressed or implied by forward - looking statements , including the following : the risk that operations will not be integrated successfully ; the risk of adverse changes in the economic environment ; and the risk that the expected cost savings and other synergies from the transaction may not be fully realized , realized at all or take longer to realize than anticipated . Additional information on these and other risks , uncertainties and factors is included in DG FastChannel 's Annual Report on Form 10 - K , Quarterly Reports on Form 10 - Q , Current Reports on Form 8 - K and other documents filed with the SEC . Contact : DG FastChannel , Inc . Omar Choucair , Chief Financial Officer , 972 - 581 - 2000 Or Jaffoni & Collins Incorporated Joseph Jaffoni , 212 - 835 - 8500 dgit@jcir.com
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