Mastermind Announces LOI to Acquire Leading Digital Agency, Palms Boulevard and up to $10 Million in Financing to Bolster Growth Strategy

Rhea-AI Summary

Mastermind, Inc. (OTC: MMND) has announced a letter of intent to acquire Palms Boulevard, a digital agency in California. The transaction's completion hinges on factors like a definitive purchase agreement and financial audits. Preliminary estimates suggest that the combined entity's EBITDA for 2022 could surpass $2.7 million. Additionally, Mastermind has engaged Noble Capital Markets for financial advisory services geared towards raising up to $10 million in debt financing for this acquisition strategy. The President emphasized that this move will accelerate growth and enhance shareholder value.

Positive

• Potential EBITDA of over $2.7 million for the combined entity based on preliminary financials.
• Engagement with Noble Capital Markets for up to $10 million in financing to support acquisition strategy.
• Acquisition expected to accelerate growth and enhance capabilities.

Negative

• Transaction completion is uncertain, contingent on multiple factors including due diligence and financing.
• No definitive purchase agreement has been executed yet.

NEW YORK--(BUSINESS WIRE)-- Mastermind, Inc. (OTC: MMND) (“Mastermind”) today announced it has entered into an letter of intent to purchase Palms Boulevard (PB), a leading digital agency based in California. The final purchase price of the acquisition has not been announced.

The completion of this transaction and ultimate purchase price is contingent upon a number of factors including (i) execution of a definitive purchase and sale agreement; (ii) completion of an audit of PB’s financial statements; (iii) closing on the financing to complete the purchase; and (iv) other due diligence items.

It is anticipated that the full-year EBITDA of the combined entity will exceed $2.7M based on preliminary unaudited financial statements of each for 2022. However, there is no definitive purchase agreement, nor assurance that such proposed transaction will be completed.

Separately, Mastermind signed an engagement letter with Noble Capital Markets to provide financial advisory and investment banking services in connection with the private placement of up to $10 million in debt or debt-related financing for its acquisition strategy, including PB. Mastermind does not currently have any debt on its balance sheet.

“The acquisition and financing will help accelerate Mastermind’s growth strategy and expand our capabilities. The results will drive increased business success for our clients and value for our shareholders,” said Michael Gelfond, President.

Forward-Looking Statements:

This Press Release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Although Mastermind believes that its plans, intentions and expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such plans, intentions or expectations will be achieved, including receiving the required approvals and financing for the acquisition (if any), and satisfactory completion of due diligence on the acquisition. The information disclosed herein is based on assumptions and estimates that, while considered reasonable by Mastermind as of the date hereof, are inherently subject to significant business, economic, competitive and regulatory uncertainties and contingencies, many of which are beyond the control of Mastermind.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221212005551/en/

Mastermind Investor Relations

investorrelations@mastermindmarketing.com

Source: Mastermind, Inc.

FAQ

What acquisition did Mastermind (MMND) announce?

Mastermind announced a letter of intent to acquire Palms Boulevard, a digital agency based in California.

What is the expected EBITDA of the combined entity after the acquisition?

The expected EBITDA of the combined entity could exceed $2.7 million based on preliminary financial statements for 2022.

What is the role of Noble Capital Markets in Mastermind's acquisition strategy?

Noble Capital Markets will provide financial advisory and investment banking services for a private placement of up to $10 million in debt financing.

What are the conditions for the completion of the transaction?

Completion is contingent on a definitive purchase agreement, financial audits, securing financing, and other due diligence items.

Is the acquisition of Palms Boulevard finalized?

No, the acquisition is not finalized as it is subject to various conditions and there is no definitive purchase agreement.