Belden Inc. (NYSE: BDC), a global supplier of specialty networking solutions, has announced the completion of the previously announced divestiture of the Company´s Live Media business (“Grass Valley”) to Black Dragon Capital, a private equity firm led by technology operating executives with deep media-related expertise and a proven track record of building market companies, the company said.
The transaction includes cash consideration plus various forms of deferred consideration. The gross cash consideration is USD 120 million, or approximately USD 67 million net of cash delivered with the business. Belden will also invest USD 3 million for an equity interest in Grass Valley with the right to put the equity back to Black Dragon at any time during the next 120 days.
The deferred consideration includes a USD 175 million five-year seller´s note, up to USD 88 million in PIK interest on the seller´s note over its five-year term, and USD 178 million in potential earn-out payments. The earn-out payments are based on certain performance thresholds. Both the seller´s note and the PIK interest are due to Belden after five years. Grass Valley´s financial results were presented as discontinued operations in our full year 2019 and first quarter 2020 financial statements.