Genius Brands International (NASDAQ:MGPI) (the “Company”), a leading kids/family entertainment company today announced that it has registered with the U.S. Securities and Exchange Commission (the “SEC”) to offer up to approximately 60.1 million shares of its common stock (the “Common Stock”) by selling stockholders, the “Selling Stockholders” to be distributed to the Company’s shareholders as the result of the forward stock sale sale in the Company.
The information disclosed in the Registration Statement on Form S-4 containing the Registration Statement on Form S-3 relating to the proposed forward stock sale described above, is not a substitute for and does not represent the offer to sell the common stock described above, or the completed sale, and has not been approved or reviewed by the SEC.
The offering will be made in the United States to certain institutional investors only, pursuant to an effective shelf registration statement on Form S-3, and will be conducted by MSD Capital LLC, an investment advisor under its section 27A of the Securities Act of 1933 (the “Securities Act”), in connection with the Registration Statement on Form S-3 (the “Sale”).
Credit Suisse Securities (USA) LLC, as sole book-running manager for the offering, and Mountain Capital, LLC, as co-manager for the offering, are acting as the sole agents for the offering.
The offering is being made only by means of a prospectus supplement relating to the offering. This release shall not constitute an offer to sell or the solicitation of an offer to buy the shares, nor shall there be any sale of these shares in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The Company will file with the SEC and mail to its stockholders an offer to sell the Common Stock described above and registration statement related to the shares will be available on the SEC’s website at www.sec.gov. Copies of the prospectus supplement and accompanying base prospectus relating to the offering are available for free by visiting EDGAR on the SEC website at www.sec.gov and on the Investor Relations page of the Company’s website at http://www.geniusbrands.com/investorrelations.aspx.
About Genius Brands International
Genius Brands International (NASDAQ:MGPI) is a leading kids and family entertainment company based in Los Angeles. The Company is comprised of digital and print entertainment assets, including its eponymous wholly-owned children’s media company, Mikey Baby; the family-friendly, fiction and non-fiction titles featured in My Sports World and the monthly GILT children’s magazine; social interactive brands, including LightBoxLive, and executive and creative talent, including iconic names such as Stan Lee and Jim Henson.