In connection with the deal, Square plans to
name Shawn “JAY-Z” Carter to Board of Directors
Square, Inc. (NYSE: SQ) announced today that it has entered into
a definitive agreement to acquire a majority ownership stake in
TIDAL, the global music and entertainment platform that brings fans
and artists together through unique music, content, and
experiences. Square expects to pay a mix of cash and stock of $297
million for a significant majority ownership stake, and existing
artist shareholders will be the remaining stakeholders. TIDAL will
operate independently within Square, alongside the Seller and Cash
App ecosystems.
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20210304005346/en/
Photo (from left to right): Shawn “JAY-Z”
Carter, Jack Dorsey. Photo credit (from left to right): Raven
Varona, Hermione Hodgson.
The acquisition extends Square’s purpose of economic empowerment
to a new vertical: musicians. Artists are entrepreneurs with a
dream and deserve access to systems, tools, and financial freedom
to reach those dreams at every stage in their career. Square has
helped millions of businesses start, run, and grow by providing
them with tools needed for success. With Cash App, Square has made
financial services more relatable and accessible to millions of
customers, many of whom have been historically overlooked and
underserved. Square sees an opportunity to leverage those learnings
to help musicians find new ways to support their work and make
better decisions through TIDAL.
“It comes down to one simple idea: finding new ways for artists
to support their work,” said Jack Dorsey, cofounder and CEO of
Square. “New ideas are found at intersections, and we believe
there’s a compelling one between music and the economy. I knew
TIDAL was something special as soon as I experienced it, and it
will continue to be the best home for music, musicians, and
culture.”
"I said from the beginning that TIDAL was about more than just
streaming music, and six years later, it has remained a platform
that supports artists at every point in their careers,” said Shawn
“JAY-Z” Carter. “Artists deserve better tools to assist them in
their creative journey. Jack and I have had many discussions about
TIDAL’s endless possibilities that have made me even more inspired
about its future. This shared vision makes me even more excited to
join the Square board. This partnership will be a game-changer for
many. I look forward to all this new chapter has to offer!”
TIDAL is the only music service built by artists, for
artists—which is now more important than ever as consumers look for
authentic digital connections with their favorite artists. TIDAL
offers the premier listening experience, with superior sound
quality and an extensive catalog of more than 70 million songs and
250,000 high-quality videos. TIDAL puts the fan experience at the
center of every decision, providing artists direct access to their
audience and allowing fans deeper connections to their favorite
artists through original, exclusive, and curated content and
events. TIDAL has a global presence with listeners in more than 56
countries and relationships with more than 100 labels and
distributors.
“TIDAL sets a high standard for supporting artists, capturing
music culture, and delivering the best audio quality to fans,” said
Jesse Dorogusker, a Square executive who will serve as interim lead
of TIDAL upon the closing of the transaction. “Square has also set
a high standard for building elegant, accessible, and fair tools
for sellers and individuals to economically empower them. Together,
TIDAL and Square will be music-obsessed and artist-focused while we
explore new artist tools, listener experiences, and access to
financial systems that help artists be successful.”
TIDAL board member and shareholder Shawn “JAY-Z” Carter is
expected to join Square’s Board of Directors subject to the closing
of the transaction. A distinguished and acclaimed artist,
businessman, and philanthropist, Carter founded preeminent
entertainment company Roc Nation and sports agency Roc Nation
Sports, launched and owns the successful “Made In America”
festival, and executive-produced award-winning documentaries, among
other achievements. Over the years, Carter has remained
relentlessly committed to giving back to underserved communities,
including through his work with the Shawn Carter Foundation and The
REFORM Alliance.
In addition to JAY-Z, all of TIDAL’s artist shareholders will
continue to be co-owners of TIDAL after the deal closes.
Based on current information, Square does not expect TIDAL’s
financial results to have a material impact on Square’s
consolidated revenue or gross profit in 2021. The completion of
this transaction is subject to customary closing conditions
including regulatory approvals. The parties expect to close the
transaction in the second quarter of 2021. Square was primarily
advised by Gibson, Dunn & Crutcher LLP as legal advisors and
TIDAL was advised by Reed Smith LLP and Cummings & Lockwood LLC
as legal advisors.
About Square, Inc.
Square, Inc. (NYSE: SQ) builds tools to empower businesses and
individuals to participate in the economy. Sellers use Square to
reach buyers online and in person, manage their business, and
access financing. And individuals use Cash App to spend, send,
store, and invest money. Square has offices in the United States,
Canada, Japan, Australia, Ireland, Spain, and the UK.
About TIDAL
TIDAL is an artist-led global music and entertainment platform
that brings artists and fans closer together through unique
original content and exclusive events.
Available in 56 countries, the streaming service has more than
70 million songs and 250,000 high-quality videos in its catalog
along with original video series, podcasts, thousands of expertly
curated playlists and artist discovery via TIDAL Rising. With the
commitment of its owners to create a more sustainable model for the
music industry, TIDAL is available in premium and HiFi tiers—which
includes Master Quality Authenticated (MQA) recordings as well as
Sony’s 360 Reality Audio recordings.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995. All statements other than statements
of historical fact could be deemed forward-looking, including, but
not limited to, statements regarding the proposed acquisition of
TIDAL by Square (the “Company”) and the timing to close the
acquisition; the future performance of the Company and TIDAL; the
perceived benefits of the acquisition; expectations around the
financial impact of the acquisition on the Company’s financials;
and the Company’s expectations regarding scale, economics, and the
demand for or benefits from its current and future products,
product features, and services. Such statements are subject to a
number of known and unknown risks, uncertainties, assumptions, and
other factors that may cause the Company’s actual results,
performance, or achievements to differ materially from results
expressed or implied in this press release, and reported results
should not be considered as an indication of future performance.
Investors are cautioned not to place undue reliance on these
statements.
Risks that contribute to the uncertain nature of the
forward-looking statements include, among others, the possibility
that the transaction will not close or that the closing may be
delayed; the ability to secure required regulatory approvals or
otherwise satisfy other closing conditions in a timely manner, or
at all; the proposed transaction may not advance the parties’
business strategies; the ability of the company to retain the
artists and customers of TIDAL; the ability to realize the expected
benefits from the transaction in the expected time period, or at
all; disruptions from the transaction on ongoing operations;
potentially incurring significant transaction costs; the Company’s
ability to execute a new business vertical and integrate TIDAL’s
products; and unknown, underestimated, or undisclosed commitments
or liabilities, as well as other risks listed or described from
time to time in the Company’s filings with the Securities and
Exchange Commission (“SEC”), including the Company’s most recently
filed Annual Report on Form 10-K which is on file with the SEC and
available on the investor relations page of the Company’s website.
All forward-looking statements are based on information and
estimates available to the Company at the time of this press
release and are not guarantees of future performance. Except as
required by law, the Company assumes no obligation to update any of
the statements in this press release.
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