On October 2, 2015, Spin Master Corp. (TSX: TOY), a leading global children’s entertainment company, completed its acquisition of all of the issued and outstanding shares of Cardinal Industries, Inc., one of the oldest privately-held game and puzzle companies in the United States, with North American revenue in excess of US$50 million in 2014.
The purchase price was satisfied by US$50 million in cash. Spin Master will also pay up to an additional US$19.5 million over five years based on Cardinal’s EBITDA. The acquisition was financed through Spin Master’s existing syndicated credit facility led by HSBC Bank Canada.
Spin Master is a leading global children’s entertainment company that creates, designs, manufactures and markets a diversified portfolio of innovative toys, games, products and entertainment properties. Spin Master is best known for award-winning brands including Bakugan, Air Hogs, Spin Master Games and the 2015 Toy of the Year, Zoomer Dino. Spin Master employs over 850 people globally with offices in Canada, United States, France, Italy, United Kingdom, Slovakia, Germany, the Netherlands, Mexico, China, Hong Kong and Japan.
Spin Master was represented in-house by Christopher Harrs, Executive Vice President and General Counsel, Corporate Secretary and by Karoline Hunter, Senior Director and Associate General Counsel. External representation was provided by Torkin Manes LLP with a team that that included Jeffrey Cohen, Violet French, Fay Sulley, Catherine Nicholson, Adrian Myers and Hunter Forman, with the assistance of Phillips Nizer LLP, Monte Engler and Alan Shapiro, for US matters. Dentons Canada LLP, Chuck Rich, represented Spin Master’s lenders.
The selling shareholders of Cardinal were represented by Martin LLP in the US with a team that included John Capetta, Maria Vanhees and Russell Bulkeley.