Boat Rocker Media Files Amended and Restated Preliminary Prospectus for Initial Public Offering

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/

TORONTO, Feb. 18, 2021 /CNW/ - Boat Rocker Media Inc. ("Boat Rocker" or the "Company"), an independent, integrated global entertainment company, announced today that it has filed, and obtained a receipt for, an amended and restated preliminary base PREP prospectus dated February 17, 2021 with the securities regulatory authorities in each of the provinces and territories in Canada (the "Amended and Restated Preliminary Prospectus"), which amends and restates the preliminary base PREP prospectus filed by the Company on February 12, 2021. The number of subordinate voting shares to be sold and the price per subordinate voting share have not yet been determined.

The Offering is being underwritten by a syndicate of underwriters led by RBC Capital Markets and TD Securities Inc. as joint bookrunners (the "Lead Underwriters"), J.P. Morgan Securities Canada Inc., as co-lead manager, BMO Nesbitt Burns Inc., Scotia Capital Inc., Cormark Securities Inc., and Canaccord Genuity Corp. (collectively, and together with the Lead Underwriters, the "Underwriters").

Stikeman Elliott LLP is acting as legal counsel to Boat Rocker and Goodmans LLP is acting as legal counsel to the Lead Underwriters. Whiteshell Advisory Inc. acted as an advisor to the Company. 

The Amended and Restated Preliminary Prospectus contains important information relating to the Offering, is still subject to completion or amendment, and has not yet become final for purposes of a distribution of securities to the public. No securities regulatory authority has either approved or disapproved the contents of this news release. This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy the subordinate voting shares in any province or territory of Canada until a receipt for the final prospectus has been issued. Copies of the Amended and Restated Preliminary Prospectus may be obtained from any of the Lead Underwriters and will be available under Boat Rocker's profile on SEDAR at www.sedar.com.

The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States, except to Qualified Institutional Buyers (as defined in Rule 144A of the U.S. Securities Act) pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any securities of Boat Rocker in any jurisdiction in which such offer or solicitation is not permitted.

About Boat Rocker

Boat Rocker is an independent, integrated global entertainment company that harnesses the power of creativity and commerce to tell stories and build iconic brands for audiences around the world. Boat Rocker Studios (the "Studio"), the Company's creative engine, creates, produces and distributes award-winning content and franchises across all major genres via its Scripted, Unscripted, and Kids & Family divisions. The Studio distributes and licenses thousands of hours of its own and third-party content worldwide. Boat Rocker owns or invests in companies in the entertainment industry that bolster the company's strategic and operational goals, including Insight Productions (Unscripted), Jam Filled Entertainment (2D and 3D Animation), Industrial Brothers (Kids & Family Animation) and Untitled Entertainment, a leading global talent management company that represents leading on-screen talent and celebrities. A selection of Boat Rocker's projects include: Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Dear…(Apple TV+), Lip Sync Battle (Paramount Network), The Amazing Race Canada (CTV), MasterChef Canada (CTV), The Next Step (Family Channel, CBC), The Loud House (Nickelodeon), Remy & Boo (Universal Kids, CBC), and Dino Ranch (CBC, Disney Junior). For more information, please visit www.boatrocker.com.

Forward-Looking Statements

This news release may contain forward-looking information within the meaning of applicable securities laws, which reflects the Company's current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company's control. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and the factors discussed under "Risk Factors" in the Amended and Restated Preliminary Prospectus. Actual results could differ materially from those projected herein. Boat Rocker does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

SOURCE Boat Rocker Media Inc.

Craig Armitage, Boat Rocker Media, Investor Relations, [email protected], 416.347.8954; Matt Salvatore, Boat Rocker Media, Corporate Communications, [email protected], 343-542-3543