https://www.globenewswire.com/news-release/2024/07/03/2908452/0/en/TMTG-Secures-Perpetual-Licensing-for-New-Technology-in-Truth-Social-TV-Streaming-and-Signs-Long-Term-Equity-Deal.html
TMTG Secures Perpetual Licensing for New Technology in Truth Social TV Streaming and Signs Long-Term Equity Deal
Trump Media & Technology Group
July 03, 2024 16:45 ET | Source: Trump Media & Technology Group
SARASOTA, Fla., July 03, 2024 (GLOBE NEWSWIRE) – Trump Media & Technology Group Corp. (Nasdaq: DJT) (“TMTG” or the “Company”), operator of the social media platform Truth Social, yet another of President Donald J. Trump’s iconic American brands, announced today that it signed an agreement to acquire assets intended to power TMTG’s planned content distribution network for streaming of linear TV—initially via the Truth Social platform and later through stand-alone apps. Additionally, the Company finalized a long-term equity financing arrangement to fund TMTG’s expansion over the next three years.
To advance TV streaming, and contingent on the satisfaction of closing conditions, TMTG expects to receive from Perception Group, Inc. and its affiliates (“Perception”) worldwide non-exclusive perpetual licensing rights for the new CDN technology that TMTG plans to use for its content distribution network. Additionally, Perception will face certain restrictions for five years on operating in the U.S. market in areas that may compete with TMTG. The agreement also includes a contingent opportunity for TMTG to purchase Perception outright in the future.
“We are committed to creating value for our stockholders by following our stated growth strategy of pursuing strategic opportunities, expanding Truth Social’s user base, and increasing product offerings and services,” said TMTG CEO Devin Nunes. “We are rapidly pushing forward with our plans to launch a high-quality streaming service that we believe cannot be cancelled by Big Tech. We believe this agreement will enable us to build a superior tech stack to support a cutting-edge streaming service. It’s a major step in fulfilling our mission to strengthen free expression and end Big Tech’s stranglehold on digital communication.”
TMTG’s streaming service is designed to host news shows and networks, religious channels, and additional family-friendly content that has been cancelled or is at risk of cancellation. The technology acquisition announced today will be financed at closing through TMTG’s issuance of up to 5,100,000 shares of its common stock, which shares shall be subject to certain trading restrictions, and $17.5 million that are expected to be paid over a period of three years.
Furthermore, in furtherance of TMTG’s growth strategy, the Company has secured an important financing option by entering into a standby equity purchase agreement (“SEPA”) with YA II PN, Ltd., an investment fund managed by Yorkville Advisors (“Yorkville”). Subject to certain customary conditions, the agreement grants TMTG the option, at its sole discretion, to issue up to $2.5 billion in shares of common stock to Yorkville over three years. The per share subscription price Yorkville will pay for the shares will be a 2.75% discount to the Market Price (as that term is defined in the SEPA) during a one- or three-day pricing period elected by the Company. TMTG intends to use the SEPA strategically to raise and deploy capital, using as little or as much of the SEPA amount as circumstances warrant, when market conditions and business opportunities justify doing so.
“TMTG has over $350 million in the bank and the iconic Trump brand,” said Nunes. “Now, we’ve secured a great deal to guarantee access to additional capital, if necessary, to pursue big strategic opportunities as we look to build out our portfolio by acquiring assets and technologies in the Patriot economy.”
The securities described herein have not been registered under the Securities Act of 1933, as amended, and may not be sold in the United States absent registration or an applicable exemption from the registration requirements. A registration statement relating to securities to be issued under the SEPA has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.