Wednesday, November 30, 2022
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Michael Kupinski, Director of Research, Noble Capital Markets, Inc.
Patrick McCann, Research Associate, Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Attractive merger. On November 25, 2022, the company entered into a stock purchase agreement with Azzurro Capital Inc, the company’s current largest shareholder. Travelzoo will issue 3.41 million shares in exchange for $10 million and Metaverse Travel Experiences (MTE), a fully owned subsidiary of Azzurro. Following the merger, Azzurro will own slightly more than 50% of the outstanding shares. Assuming shareholder approval, the transaction should close by year end.
Terms of the deal. The $10 million can be paid in a combination of cash and promissory notes, at the election of Azzurro. There must be a minimum of $2 million in cash received at the time of closing. The remaining $8 million would be in secured promissory notes that would be repaid in two installments, March and June of 2023. The structure of the deal should allow Travelzoo to absorb the significant NOLs of the acquired company.
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This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.