Mr. Rick Mills reports
CREATIVE REALITIES CLOSES ACQUISITION OF CINEPLEX DIGITAL MEDIA
Creative Realities Inc. has completed the previously announced acquisition of Cineplex Digital Media (CDM) for $70-million in cash. Included in the transaction is Canada's largest mall retail media network, a digital out-of-home (DOOH) network of over 750 screens with exclusive media representation and revenue sharing with real estate partners across 95 shopping destinations. CDM posted sales of just under $56-million in 2024 and remains on track to deliver 25-per-cent year-over-year growth in 2025. As previously disclosed, the acquisition is anticipated to provide the combined company cost synergies of at least $10-million (U.S.) across North America, on an annualized basis, by the end of 2026 -- reflecting operating efficiencies, margin enhancement opportunities and application of CRI's CMS and AdTech platforms. Taking into account these anticipated synergies across the combined company, and based on the historical financial performance of the CDM business for the trailing-12-month period ended Sept. 30, 2025, CRI calculates the purchase price for the acquisition to be approximately 3X-4X the adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) of the CDM business for such period.
In addition, the company increased the size of its board of directors from four to seven, appointing three new directors to fill vacancies. Dan McGrath, the chief operating officer of CDM's prior parent company, Cineplex Inc. (Toronto Stock Exchange: CGX), along with Tom Ellis and Mike Bosco from North Run Capital LP, will join the company's board.
"This is truly a significant day for Creative Realities, as we more than double the size of the company, accelerate our growth trajectory and set the stage for increased shareholder returns in the years ahead," said Rick Mills, chairman and chief executive officer. "We look forward to welcoming the staff of CDM into the CRI family and are thrilled to announce three new members to our board of directors. These individuals, each with unique capabilities and expertise, will help lead us through our next phase of expansion across North America and overseas. It's an exciting time to be here, and -- given a much larger customer base, new technology offerings and the potential for significant operating synergies -- we can't wait to see what the future holds."
As anticipated, CRI financed the acquisition through a combination of debt and preferred equity, including a three-year, $36-million senior term loan with First Merchants Bank and $30-million of convertible preferred equity, with a $3.00 conversion price, provided by affiliates of North Run Capital LP. Craig-Hallum served as exclusive placement agent for the North Run financing. Additional terms and conditions about the CDM acquisition are disclosed in the company's related filings with the SEC.
About Creative Realities Inc.
Creative Realities designs, develops and deploys digital signage-based experiences for enterprise-level networks utilizing its Clarity, ReflectView and iShowroom Content Management System (CMS) platforms. The company is actively providing recurring software-as-a-service and support services across diverse vertical markets, including but not limited to retail, automotive, digital-out-of-home (DOOH) advertising networks, convenience stores, food-service/QSR (quick service restaurant), gaming, theatre and stadium venues. In addition, the company assists clients in utilizing place-based digital media to achieve business objectives such as increased revenue, enhanced customer experiences and improved productivity. This includes the design, deployment and day-to-day management of retail media networks to monetize on-premise foot traffic utilizing its AdLogic and AdLogic CPM+ programmatic advertising platforms.
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