Strategic Transaction Seen as Synergistic, Accretive to 2022 Earnings Company Targets Breakeven EBITDA Run Rate by Year End
Logiq, Inc., a global provider of award-winning consumer acquisition solutions, announced it has signed a binding Letter of Intent (LOI) to acquire certain assets of Battle Bridge Labs LLC, (“Battle Bridge”) a Tulsa, Oklahoma-based digital brand marketing agency.
Battle Bridge is a rapidly growing, leading boutique provider of digital brand marketing services including pay-per-click management, social media marketing, funnel creation and optimization, SEO, web design, conversion optimization and more. It anticipates booking $3.8 million in 2022 revenue with $1.4 million in (EBITDA) positive cash flow. It is a certified partner of Google, Shopify, bing ads, ima, and has been featured in Forbes, HuffPo, Wix.com and other leading publications.
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The two companies have been collaborating on projects recently, and Logiq management has been favorably impressed with Battle Bridge’s management, content creation quality and operational execution. This transaction, as envisioned, is expected to bring Logiq incremental revenue and accretive earnings while synergistically increasing its content creation resource and broadening its digital marketing expertise — enabling both businesses to scale their assets and operations for accelerating growth.
Binding LOI Terms
Under the terms of the LOI, the parties intend to complete a formal purchase agreement by the end of the current quarter. Pursuant to the LOI, Logiq intends to purchase certain assets of Battle Bridge for total consideration of $3.25 million, consisting of $250,000 of cash and the issuance of $3 million in restricted shares of Logiq common stock which will be subject to a minimum one-year lockup provision with leak-out gates in the second year. It is currently contemplated that the transaction will be structured as an asset purchase, and that certain employees of Battle Bridge will become employees of Logiq upon transaction closing. The LOI contains a “no-shop” provision, certain non-compete provisions, and certain closing conditions, including, without limitation, receipt of shareholder approval (to the extent applicable) and other customary due diligence and closing conditions, with both parties paying their own legal, accounting and other transaction costs.
Executive Commentary
Travis Phipps, Battle Bridge Founder and President, said, “Battle Bridge is eager to scale our talent, resources, experience and customer base, and joining forces with Logiq achieves that and enables the rapid growth on which we at Battle Bridge thrive.”
Brent Suen, Logiq Chairman and CEO, said, “We’ve enjoyed collaborating with Battle Bridge in recent months, appreciate their expertise and effectiveness, and see this transaction as a win-win combination that accelerates growth and opportunity for both businesses.
“The big takeaway for investors is that this is just one of several potentially accretive acquisitions that we’re currently considering,” Mr. Suen added. “We’ve analyzed an initial list of nearly 100 prospective industry targets, narrowed it down to a short list of exciting, innovative and accretive targets that we are actively exploring for a transaction. Financially, our goal for 2022 is to reach a breakeven EBITDA run rate by year-end – a goal that shapes every strategic decision.”
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