Thunderbird Merger Gets Key Nod from ISS Ahead of Shareholder Vote

Thunderbird Merger Gets Key Nod from ISS Ahead of Shareholder Vote

Influential advisory firm ISS backs Blue Ant's acquisition of Thunderbird, citing a 50% premium and boosting prospects for a Canadian media mega-merger.

8 days ago

Thunderbird Merger Gets Key Nod from ISS Ahead of Shareholder Vote

VANCOUVER, BC – December 29, 2025 – The proposed acquisition of Thunderbird Entertainment Group by Blue Ant Media has received a major boost, with influential independent proxy advisory firm Institutional Shareholder Services (ISS) recommending that Thunderbird shareholders vote in favor of the deal. The endorsement is a critical milestone as the Vancouver-based production company heads toward a decisive shareholder meeting, now rescheduled for January 22, 2026.

The acquisition, if approved, will see two of Canada’s significant media players combine, creating a larger, more diversified entity with expanded global reach. The move comes as consolidation continues to reshape the international content production and distribution landscape.

A Crucial Endorsement and a Clear Choice

ISS, whose recommendations often guide the voting decisions of pension funds, mutual funds, and other major institutional investors, cited the compelling value and flexibility of Blue Ant's offer. In its report, ISS highlighted the deal's structure, which provides Thunderbird shareholders with a choice: they can either cash out at $1.77 per share, continue with the merged entity by receiving 0.2165 Blue Ant subordinate voting shares, or opt for a combination of both, subject to a total cash payout capped at $40 million.

Crucially, ISS pointed to the financial benefits, stating the cash option “represented a meaningful 50 percent premium to the company's closing share price on the date prior to the announcement, providing both certain and immediate value.”

The favorable recommendation from ISS reinforces the unanimous support from Thunderbird’s own board of directors. The board's decision followed a comprehensive strategic review led by a committee of independent directors, who concluded the merger was in the best interest of shareholders. This represents a significant shift from October 2024, when the board, following a proxy battle with activist investor Voss Capital, had determined that remaining independent was the best path forward, citing a belief that the company was “significantly undervalued.”

Blue Ant's attractive offer appears to have bridged that valuation gap. Demonstrating broad support, shareholders representing approximately 37% of Thunderbird's outstanding shares—including directors, executives, and key investors like Voss Capital, the Frank Giustra Foundation, and Pacific Reach Properties Capital—have already entered into binding agreements to vote for the acquisition. Jennifer Twiner McCarron, Chair and CEO of Thunderbird, welcomed the ISS endorsement. “We are pleased that a leading proxy advisor, ISS, has endorsed the Arrangement,” she commented, encouraging all shareholders to cast their votes before the new proxy deadline of 9:00 a.m. (Vancouver time) on January 20, 2026.

Forging a Canadian Media Powerhouse

The merger is a strategic play to build scale in an industry increasingly dominated by global giants. For Toronto-based Blue Ant Media, which recently went public in August 2025 through a reverse takeover, the acquisition of Thunderbird is a transformative step. With a strong balance sheet and reported full-year 2025 revenues of $204.0 million, Blue Ant is aggressively positioning itself for growth. The company’s strategy, as articulated by its leadership, is centered on creating and acquiring compelling content for its global portfolio of streaming and pay TV channels, which include Love Nature and MagellanTV.

Thunderbird fits perfectly into this strategy. The company brings a powerhouse of production capabilities, including its renowned animation studio Atomic Cartoons (Molly of Denali, Mermicorno: Starfall) and unscripted division Great Pacific Media (Highway Thru Hell). This integration will significantly expand Blue Ant’s studio business, adding robust pipelines in kids and family content, animation, and factual programming.

The combined entity will boast a much larger and more valuable library of intellectual property (IP). In today's content-driven market, where owning IP is seen as a critical advantage, this expanded portfolio will enable diverse and long-term monetization through global licensing, merchandising, and distribution across Blue Ant’s existing network. The deal is also expected to deliver immediate financial benefits, with Blue Ant projecting approximately $7 million in annual cost synergies within the first year, primarily from eliminating duplicated public company expenses and finding other operational efficiencies.

This move reflects a broader trend in the Canadian and global media sectors. Faced with shifting consumer habits and intense competition, mid-sized companies are increasingly consolidating to achieve the scale necessary to compete. By joining forces, Blue Ant and Thunderbird aim to create a more resilient and competitive Canadian-based global studio.

The Future of Thunderbird's Creative Engine

For fans and creators, a key question is what the merger means for Thunderbird's acclaimed creative output and talent. The integration plan appears focused on continuity and growth. Atomic Cartoons and Great Pacific Media will become part of Blue Ant Studios, but the leadership structure signals a respect for Thunderbird’s creative culture. In a significant move, Thunderbird CEO Jennifer Twiner McCarron is set to join Blue Ant to oversee the combined kids, young adult, and animation business.

This ensures that the executive who guided Thunderbird’s recent success will continue to steer its most prominent creative divisions. McCarron expressed optimism, noting the transaction will integrate Thunderbird into a larger group with “stronger commissioning opportunities, global distribution, and greater emphasis on IP ownership and monetization.” Her enthusiasm for “uniting the talent and capabilities of both teams” suggests a collaborative integration rather than a simple absorption.

This larger platform is expected to provide Thunderbird’s creative teams with more resources and broader avenues to market. Blue Ant’s established global distribution network and array of streaming channels offer new pathways for Thunderbird’s existing and future productions. Furthermore, the combined entity will be better positioned to leverage Thunderbird’s valuable partnerships with industry titans like Disney, Netflix, and Marvel, while also capitalizing on its advancements in non-generative AI for entertainment production.

The path to finalizing the landmark deal involves a few more steps. Following the administrative oversight that led to a postponement, the special shareholder meeting is now firmly set for January 22, 2026, where the arrangement requires approval from at least two-thirds of the votes cast. Following that, Thunderbird will seek a final order from the Supreme Court of British Columbia, with a hearing now scheduled for January 26, 2026. The transaction also remains subject to customary closing conditions, including approval from the Competition Bureau of Canada. Assuming all conditions are met, the deal is expected to close by the end of January 2026, officially launching a new, formidable player in the Canadian media landscape.

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