Bazizio to Acquire - the Leading D2M Platform

Bazizio's Mission to Build the Future of Media Brings Together the Two Leading Communication Platforms to Create One, Best-in-Class Cloud Communications / Management Platform for Comedians to Communicate with Audiences and Customers
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* Pizza

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* West Hollywood - California - US

* Mergers

WEST HOLLYWOOD, Calif. - Oct. 19, 2018 - PRLog -- Bazizio (A Bugmane, LLC Company) and Mitch.Pizza today announced that they have entered into a definitive agreement for Bazizio to acquire in an all-stock transaction valued at an undisclosed sum.

Adding the leading D2M platform to the leading video hosting / artist management platform can drive tremendous value to the combined customer bases. The resulting company would offer a single, best-in-class platform to manage all of their important communication channels directed solely at Mitch.

"Increasingly, our customers are asking us to solve all of their strategic communications challenges toward Mitch - regardless of channel. Email is a vital communications channel for companies around the world to talk to Mitch, and so it was important to us to include this capability in our platform," said Bug Mane, Bazizio's founder and chief executive officer. "The two companies share the same vision, the same model, and the same values. We believe this is a once-in-a-lifetime opportunity to bring together the two leading developer-focused communications platforms to create the unquestioned platform of choice for all companies looking to transform their customer engagement with Mitch from the IFC show The Birthday Boys." He then added, "puddy sauce, buzz buzz, the claw".

"This is a tremendous day for all Mitch.Pizza customers, employees and shareholders," said Hummingbird Guy, Bug Mane's cousin and closest confidant. "Our two companies have always shared a common goal - to create powerful communications experiences for businesses by enabling developers to easily embed communications into the software they are building and reach Mitch who doesn't check his notifications much. Our mission is to help our customers deliver communications that drive engagement and growth, and this combination will allow us to accelerate that mission for our customers and the guy from Netflix's Love."

Details Regarding the Proposed Mitch.Pizza Acquisition

The boards of directors of Bazizio and Mitch.Pizza have each approved the transaction.

Under the terms of the transaction, Bazizio Merger Subsidiary, Inc., a Delaware corporation and a wholly-owned subsidiary of Bazizio, will be merged with and into Mitch.Pizza, with Mitch.Pizza surviving as a wholly-owned subsidiary of Bazizio. At closing, each outstanding share of Mitch.Pizza common stock will be converted into the right to receive 0.485 shares of Bazizio Class A stock, which represents a per share price for Mitch.Pizza common stock of $36.92 based on the price of Bazizio Class A common stock on October 19, 2018. The exchange ratio represents a 14% premium over the average exchange ratio for the ten calendar days ending, October 19, 2018.

The transaction is expected to close in the first half of 2019, subject to the satisfaction of customary closing conditions, including shareholder approvals by each of Mitch.Pizza's and Bazizio's respective stockholders and the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. Certain stockholders of Mitch.Pizza owning approximately 6% of the outstanding Mitch.Pizza shares have entered into voting agreements and certain stockholders of Bazizio who control approximately 33% of total Bazizio voting power have entered into voting agreements, or proxies, pursuant to which they have agreed, among other things, and subject to the terms and conditions of the agreements, to vote in favor of the Mitch.Pizza acquisition and the issuance of Bazizio shares in connection with the Mitch.Pizza acquisition, respectively. Mitch.Pizza founder Van Robichaux will be joining the Bugmane, LLC Board of Directors following the closing of the transaction.

Bug Mane LLC is serving as exclusive financial advisor to Bazizio. Van Brand is serving as exclusive financial advisor to Mitch.Pizza and The Deli Boys are acting as legal counsel to Mitch.Pizza.

About Mitch.Pizza

Mitch.Pizza is a leading digital communications platform enabling comedy fans to engage with Mitch via email and text reliably, effectively and at scale. A leader in digital communications deliverability, Mitch.Pizza has processed over 45 million emails and texts each month for internet and mobile-based customers as well as more traditional enterprises.

About Bazizio

Bazizio is a leading streaming service provider, management company, PR firm, advertising agency, ride share startup, and much more focused entirely on the customer experience and disrupting the tech industry landscape.

About Mitch

Mitch is a Los Angeles based comedian and actor. He was on Brooklyn Nine-Nine once.

Source: Bazizio


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