STUDIO CITY, CA–(Marketwired – Dec 24, 2013) – Tix Corporation (the “Company”) (OTCQX: TIXC), a leading provider of discount ticketing services, today announced that it has purchased 5,451,259 shares of common stock of the Company, or 23% of its common stock outstanding, owned by Baker Street Capital, L.P. (“BSC”) pursuant to an agreement entered today with BSC and its affiliates, Baker Street Capital Management, LLC and Vadim Perelman (collectively, “Baker Street”). The aggregate purchase price for the acquired shares is $10,629,955, or $1.95 per share, of which $1.30 per share, or $7,086,637, in cash, has been paid today and $3,543,318, or $0.65 per share, is payable on or prior to December 24, 2014 together with interest accrued thereon at an annual rate of 10% (the “Anniversary Payment”). At the election of the Company, it may prepay the Anniversary Payment at any time, in one or more payments, and interest will cease to accrue on any portion of the Anniversary Payment paid. The purchase price paid was funded from the Company’s cash on hand. The payment of the Anniversary Payment and interest thereon is guaranteed by Tix4Tonight LLC, a wholly-owned subsidiary of the Company. Following the repurchase, BSC no longer owns any of the Company’s outstanding common stock. The repurchased shares have been returned to the Company’s treasury and the total number of outstanding shares of the Company following this transaction is 18,218,572. The Company believes that the repurchase and retirement of these shares will be accretive to the stockholders and enhance their value.
Under the agreement, Baker Street will be subject to certain restrictions, including standstill restrictions and, for a period of five years, covenant not to compete with the Company or interfere with its business in Las Vegas. Baker Street and the Company have also agreed to mutual releases of claims. Pending the payment in full of the Anniversary Payment and interest thereon, the Company has also agreed to conduct its business in the ordinary course, consistent with past practice, and to be subject to various restrictions on its activities, including, subject to certain exceptions, distribution of dividends, acquisition of securities or assets, incurrence of indebtedness, material increase of the terms of compensation or benefits of directors or executive officers, settlement of existing legal proceedings, capital expenditures, or entry into certain contracts.
At the closing of the transaction, Vadim Perelman, Mark Stolper and Kenneth Traub (who were members of the Board of Directors of the Company and nominated by Baker Street) have resigned from the Board and the Board now comprises of its remaining five members. In addition, Baker Street and the Company have terminated their agreement previously announced by the parties on July 27, 2011.
About Tix Corporation
Tix Corporation (OTCQX: TIXC) provides discount ticketing services. It currently operates eleven discount ticket stores in Las Vegas under its Tix4Tonight marquee, which offers up to a 50 percent discount for same-day shows, concerts, attractions and sporting events, as well as discount reservations for dining.
Safe Harbor Statement
Except for the historical information contained herein, certain matters discussed in this press release are forward-looking statements which involve risks and uncertainties. These forward-looking statements are based on expectations and assumptions as of the date of this press release and are subject to numerous risks and uncertainties which could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties are discussed in the Company’s various historical filings with the Securities and Exchange Commission and, since November 2010, the Company’s filings with the OTCQX. The Company assumes no obligation to update these forward-looking statements. A copy of the Company’s reports for the twelve months ended December 31, 2012 and the three and nine months ended September 30, 2013 can be found on the Company website at www.tixcorp.com or at www.otcqx.com.