This company is no longer activeThe company may no longer be operating, as it may be out of business. Find out why through their latest events.See Latest EventsAdara Acquisition（ADRA）株式概要Adara Acquisition Corp. does not have significant operations. 詳細ADRA ファンダメンタル分析スノーフレーク・スコア評価0/6将来の成長0/6過去の実績1/6財務の健全性0/6配当金0/6リスク分析収益が 100 万ドル未満 ( $0 )マイナスの株主資本 負債は営業キャッシュフローで十分にカバーされていない すべてのリスクチェックを見るADRA Community Fair Values Create NarrativeSee what others think this stock is worth. Follow their fair value or set your own to get alerts.Your Fair ValueUS$Current PriceUS$8.15該当なし内在価値ディスカウントEst. Revenue$PastFuture02m2016201920222025202620282031Revenue US$1.0Earnings US$0AdvancedSet Fair ValueView all narrativesAdara Acquisition Corp. 競合他社Blue Ocean AcquisitionSymbol: NasdaqGM:BOCNMarket cap: US$69.3mCrown Proptech AcquisitionsSymbol: NYSE:CPTKMarket cap: US$119.6mPegasus Digital Mobility AcquisitionSymbol: NYSE:PGSSMarket cap: US$60.8mAurora Technology AcquisitionSymbol: NasdaqGM:ATAKMarket cap: US$53.5m価格と性能株価の高値、安値、推移の概要Adara Acquisition過去の株価現在の株価US$8.1552週高値US$12.2452週安値US$7.76ベータ01ヶ月の変化-17.68%3ヶ月変化-18.66%1年変化-16.99%3年間の変化n/a5年間の変化n/aIPOからの変化-16.41%最新ニュースお知らせ • Feb 11Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others.Alliance Entertainment Holding Corporation executed a non-binding letter of intent to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on November 19, 2021. Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. from Adara Sponsor LLC and others for $1.1 billion in a reverse merger transaction on June 22, 2022. Adara will issue 47.5 million shares of Adara Common Stock to Alliance Stockholders as consideration in the Business Combination. An aggregate of up to 60 million additional shares of Adara Common Stock may be issued upon conversion of the Contingent Consideration Shares issued in the Business Combination upon the occurrence of the Triggering Events. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Changing the post-combination corporate name from Adara Acquisition Corp. to Alliance Entertainment Holding Corporation shall be subject to shareholders approval. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. The transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. The transaction is also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. The registration statement has been declared effective with respect to the transaction on December 12, 2022. The Extraordinary General Meeting of Adara Shareholders to approve the transaction will be held on January 18, 2023. In connection with the proposed stockholder meeting, stockholders of Adara have submitted redemption requests to redeem approximately 11.39 million shares of Class A common stock of Adara. As a result, it is unlikely that Adara will be able to satisfy the NYSE American Stock Exchange initial listing requirements to list the common stock and warrants of the Surviving Corporation upon closing of the Business Combination. The transaction is expected to close in the fourth quarter of 2022. ThinkEquity LLC acted as the financial advisor, and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. John Frankenheimer, Mitchell Nussbaum, Jessica Isokawa and David Flemming of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider with a service fee of $0.3 million to the board of directors of Adara. Morrow & Co., LLC acted as information agent while ThinkEquity LLC and FTI Consulting, Inc. acted as due diligence providers to Adara Acquisition Corp. Adara has agreed to pay Morrow Sodali LLC a fee of $27,500. ThinkEquity will receive a financial advisory fee of $4.1 million. Continental Stock Transfer & Trust Company acted as the transfer agent to Adara. Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on February 10, 2023. Beginning on February 13, 2023, Alliance Entertainment’s shares and warrants will be quoted on the OTC under the ticker symbols “ADRA” and “ADRA WS”, respectivelyValuation Update With 7 Day Price Move • Feb 07Investor sentiment deteriorates as stock falls 20%After last week's 20% share price decline to US$8.25, the stock trades at a trailing P/E ratio of 64.3x. Average trailing P/E is 28x in the Capital Markets industry in the US. Total loss to shareholders of 16% over the past year.Board Change • Dec 31High number of new and inexperienced directorsThere are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. CEO & Chairman of the Board Tom Finke is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors.お知らせ • Jun 24Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction.Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction on June 22, 2022. Subject to certain exceptions, Adara will issue to the holders of Alliance Common Stock immediately prior to the Closing 60,000,000 shares of Adara Class E Common Stock in the aggregate held in escrow until certain price targets are achieved by Adara between the fifth anniversary and the tenth anniversary of the Closing. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. Transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. Transaction also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “ HSR Act ”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. Transaction is expected to close in Q4 2022. ThinkEquity LLC acted as financial advisor and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. Mitchell S. Nussbaum of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider to the board of directors of Adara.お知らせ • Jun 03+ 1 more updateAdara Acquisition Corp. Announces Resignation of Martin A. Sumichrast as DirectorAdara Acquisition Corp. announced that On June 1, 2022, Martin A. Sumichrast resigned as a director of the Company. On June 1, 2022, the Board of Directors of the Company appointed Thomas Finke as Chief Executive Officer and Mr. Finke was replaced as a Compensation Committee member by Dylan Glenn, an independent member of the Company’s Board of Directors.お知らせ • May 18Adara Acquisition Corp. announced delayed 10-Q filingOn 05/17/2021, Adara Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC.最新情報をもっと見るRecent updatesお知らせ • Feb 11Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others.Alliance Entertainment Holding Corporation executed a non-binding letter of intent to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on November 19, 2021. Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. from Adara Sponsor LLC and others for $1.1 billion in a reverse merger transaction on June 22, 2022. Adara will issue 47.5 million shares of Adara Common Stock to Alliance Stockholders as consideration in the Business Combination. An aggregate of up to 60 million additional shares of Adara Common Stock may be issued upon conversion of the Contingent Consideration Shares issued in the Business Combination upon the occurrence of the Triggering Events. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Changing the post-combination corporate name from Adara Acquisition Corp. to Alliance Entertainment Holding Corporation shall be subject to shareholders approval. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. The transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. The transaction is also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. The registration statement has been declared effective with respect to the transaction on December 12, 2022. The Extraordinary General Meeting of Adara Shareholders to approve the transaction will be held on January 18, 2023. In connection with the proposed stockholder meeting, stockholders of Adara have submitted redemption requests to redeem approximately 11.39 million shares of Class A common stock of Adara. As a result, it is unlikely that Adara will be able to satisfy the NYSE American Stock Exchange initial listing requirements to list the common stock and warrants of the Surviving Corporation upon closing of the Business Combination. The transaction is expected to close in the fourth quarter of 2022. ThinkEquity LLC acted as the financial advisor, and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. John Frankenheimer, Mitchell Nussbaum, Jessica Isokawa and David Flemming of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider with a service fee of $0.3 million to the board of directors of Adara. Morrow & Co., LLC acted as information agent while ThinkEquity LLC and FTI Consulting, Inc. acted as due diligence providers to Adara Acquisition Corp. Adara has agreed to pay Morrow Sodali LLC a fee of $27,500. ThinkEquity will receive a financial advisory fee of $4.1 million. Continental Stock Transfer & Trust Company acted as the transfer agent to Adara. Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on February 10, 2023. Beginning on February 13, 2023, Alliance Entertainment’s shares and warrants will be quoted on the OTC under the ticker symbols “ADRA” and “ADRA WS”, respectivelyValuation Update With 7 Day Price Move • Feb 07Investor sentiment deteriorates as stock falls 20%After last week's 20% share price decline to US$8.25, the stock trades at a trailing P/E ratio of 64.3x. Average trailing P/E is 28x in the Capital Markets industry in the US. Total loss to shareholders of 16% over the past year.Board Change • Dec 31High number of new and inexperienced directorsThere are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. CEO & Chairman of the Board Tom Finke is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors.お知らせ • Jun 24Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction.Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction on June 22, 2022. Subject to certain exceptions, Adara will issue to the holders of Alliance Common Stock immediately prior to the Closing 60,000,000 shares of Adara Class E Common Stock in the aggregate held in escrow until certain price targets are achieved by Adara between the fifth anniversary and the tenth anniversary of the Closing. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. Transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. Transaction also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “ HSR Act ”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. Transaction is expected to close in Q4 2022. ThinkEquity LLC acted as financial advisor and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. Mitchell S. Nussbaum of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider to the board of directors of Adara.お知らせ • Jun 03+ 1 more updateAdara Acquisition Corp. Announces Resignation of Martin A. Sumichrast as DirectorAdara Acquisition Corp. announced that On June 1, 2022, Martin A. Sumichrast resigned as a director of the Company. On June 1, 2022, the Board of Directors of the Company appointed Thomas Finke as Chief Executive Officer and Mr. Finke was replaced as a Compensation Committee member by Dylan Glenn, an independent member of the Company’s Board of Directors.お知らせ • May 18Adara Acquisition Corp. announced delayed 10-Q filingOn 05/17/2021, Adara Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC.株主還元ADRAUS Capital MarketsUS 市場7D-11.2%4.2%2.3%1Y-17.0%13.7%25.5%株主還元を見る業界別リターン: ADRA過去 1 年間で13.7 % の収益を上げたUS Capital Markets業界を下回りました。リターン対市場: ADRAは、過去 1 年間で25.5 % のリターンを上げたUS市場を下回りました。価格変動Is ADRA's price volatile compared to industry and market?ADRA volatilityADRA Average Weekly Movement7.2%Capital Markets Industry Average Movement3.5%Market Average Movement7.2%10% most volatile stocks in US Market16.8%10% least volatile stocks in US Market3.1%安定した株価: ADRAの株価は、 US市場と比較して過去 3 か月間で変動しています。時間の経過による変動: ADRAの 週次ボラティリティ ( 7% ) は過去 1 年間安定しています。会社概要設立従業員CEO（最高経営責任者ウェブサイト2020n/aTom Finkewww.adaraspac.comもっと見るAdara Acquisition Corp. 基礎のまとめAdara Acquisition の収益と売上を時価総額と比較するとどうか。ADRA 基礎統計学時価総額US$117.16m収益（TTM）US$1.85m売上高(TTM)n/a63.5xPER（株価収益率0.0xP/SレシオADRA は割高か？公正価値と評価分析を参照収益と収入最新の決算報告書（TTM）に基づく主な収益性統計ADRA 損益計算書（TTM）収益US$0売上原価US$0売上総利益US$0その他の費用-US$1.85m収益US$1.85m直近の収益報告Sep 30, 2022次回決算日該当なし一株当たり利益（EPS）0.13グロス・マージン0.00%純利益率0.00%有利子負債／自己資本比率-14.8%ADRA の長期的なパフォーマンスは？過去の実績と比較を見るView Valuation企業分析と財務データの現状データ最終更新日（UTC時間）企業分析2023/02/11 07:09終値2023/02/10 00:00収益2022/09/30年間収益2021/12/31データソース企業分析に使用したデータはS&P Global Market Intelligence LLC のものです。本レポートを作成するための分析モデルでは、以下のデータを使用しています。データは正規化されているため、ソースが利用可能になるまでに時間がかかる場合があります。パッケージデータタイムフレーム米国ソース例会社財務10年損益計算書キャッシュ・フロー計算書貸借対照表SECフォーム10-KSECフォーム10-Qアナリストのコンセンサス予想+プラス3年予想財務アナリストの目標株価アナリストリサーチレポートBlue Matrix市場価格30年株価配当、分割、措置ICEマーケットデータSECフォームS-1所有権10年トップ株主インサイダー取引SECフォーム4SECフォーム13Dマネジメント10年リーダーシップ・チーム取締役会SECフォーム10-KSECフォームDEF 14A主な進展10年会社からのお知らせSECフォーム8-K* 米国証券を対象とした例であり、非米国証券については、同等の規制書式および情報源を使用。特に断りのない限り、すべての財務データは1年ごとの期間に基づいていますが、四半期ごとに更新されます。これは、TTM（Trailing Twelve Month）またはLTM（Last Twelve Month）データとして知られています。詳細はこちら。分析モデルとスノーフレーク本レポートを生成するために使用した分析モデルの詳細は当社のGithubページでご覧いただけます。また、レポートの使用方法に関するガイドやYoutubeのチュートリアルも掲載しています。シンプリー・ウォールストリート分析モデルを設計・構築した世界トップクラスのチームについてご紹介します。業界およびセクターの指標私たちの業界とセクションの指標は、Simply Wall Stによって6時間ごとに計算されます。アナリスト筋Adara Acquisition Corp. これらのアナリストのうち、弊社レポートのインプットとして使用した売上高または利益の予想を提出したのは、 。アナリストの投稿は一日中更新されます。0
お知らせ • Feb 11Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others.Alliance Entertainment Holding Corporation executed a non-binding letter of intent to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on November 19, 2021. Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. from Adara Sponsor LLC and others for $1.1 billion in a reverse merger transaction on June 22, 2022. Adara will issue 47.5 million shares of Adara Common Stock to Alliance Stockholders as consideration in the Business Combination. An aggregate of up to 60 million additional shares of Adara Common Stock may be issued upon conversion of the Contingent Consideration Shares issued in the Business Combination upon the occurrence of the Triggering Events. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Changing the post-combination corporate name from Adara Acquisition Corp. to Alliance Entertainment Holding Corporation shall be subject to shareholders approval. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. The transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. The transaction is also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. The registration statement has been declared effective with respect to the transaction on December 12, 2022. The Extraordinary General Meeting of Adara Shareholders to approve the transaction will be held on January 18, 2023. In connection with the proposed stockholder meeting, stockholders of Adara have submitted redemption requests to redeem approximately 11.39 million shares of Class A common stock of Adara. As a result, it is unlikely that Adara will be able to satisfy the NYSE American Stock Exchange initial listing requirements to list the common stock and warrants of the Surviving Corporation upon closing of the Business Combination. The transaction is expected to close in the fourth quarter of 2022. ThinkEquity LLC acted as the financial advisor, and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. John Frankenheimer, Mitchell Nussbaum, Jessica Isokawa and David Flemming of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider with a service fee of $0.3 million to the board of directors of Adara. Morrow & Co., LLC acted as information agent while ThinkEquity LLC and FTI Consulting, Inc. acted as due diligence providers to Adara Acquisition Corp. Adara has agreed to pay Morrow Sodali LLC a fee of $27,500. ThinkEquity will receive a financial advisory fee of $4.1 million. Continental Stock Transfer & Trust Company acted as the transfer agent to Adara. Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on February 10, 2023. Beginning on February 13, 2023, Alliance Entertainment’s shares and warrants will be quoted on the OTC under the ticker symbols “ADRA” and “ADRA WS”, respectively
Valuation Update With 7 Day Price Move • Feb 07Investor sentiment deteriorates as stock falls 20%After last week's 20% share price decline to US$8.25, the stock trades at a trailing P/E ratio of 64.3x. Average trailing P/E is 28x in the Capital Markets industry in the US. Total loss to shareholders of 16% over the past year.
Board Change • Dec 31High number of new and inexperienced directorsThere are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. CEO & Chairman of the Board Tom Finke is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors.
お知らせ • Jun 24Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction.Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction on June 22, 2022. Subject to certain exceptions, Adara will issue to the holders of Alliance Common Stock immediately prior to the Closing 60,000,000 shares of Adara Class E Common Stock in the aggregate held in escrow until certain price targets are achieved by Adara between the fifth anniversary and the tenth anniversary of the Closing. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. Transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. Transaction also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “ HSR Act ”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. Transaction is expected to close in Q4 2022. ThinkEquity LLC acted as financial advisor and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. Mitchell S. Nussbaum of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider to the board of directors of Adara.
お知らせ • Jun 03+ 1 more updateAdara Acquisition Corp. Announces Resignation of Martin A. Sumichrast as DirectorAdara Acquisition Corp. announced that On June 1, 2022, Martin A. Sumichrast resigned as a director of the Company. On June 1, 2022, the Board of Directors of the Company appointed Thomas Finke as Chief Executive Officer and Mr. Finke was replaced as a Compensation Committee member by Dylan Glenn, an independent member of the Company’s Board of Directors.
お知らせ • May 18Adara Acquisition Corp. announced delayed 10-Q filingOn 05/17/2021, Adara Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC.
お知らせ • Feb 11Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others.Alliance Entertainment Holding Corporation executed a non-binding letter of intent to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on November 19, 2021. Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. from Adara Sponsor LLC and others for $1.1 billion in a reverse merger transaction on June 22, 2022. Adara will issue 47.5 million shares of Adara Common Stock to Alliance Stockholders as consideration in the Business Combination. An aggregate of up to 60 million additional shares of Adara Common Stock may be issued upon conversion of the Contingent Consideration Shares issued in the Business Combination upon the occurrence of the Triggering Events. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Changing the post-combination corporate name from Adara Acquisition Corp. to Alliance Entertainment Holding Corporation shall be subject to shareholders approval. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. The transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. The transaction is also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. The registration statement has been declared effective with respect to the transaction on December 12, 2022. The Extraordinary General Meeting of Adara Shareholders to approve the transaction will be held on January 18, 2023. In connection with the proposed stockholder meeting, stockholders of Adara have submitted redemption requests to redeem approximately 11.39 million shares of Class A common stock of Adara. As a result, it is unlikely that Adara will be able to satisfy the NYSE American Stock Exchange initial listing requirements to list the common stock and warrants of the Surviving Corporation upon closing of the Business Combination. The transaction is expected to close in the fourth quarter of 2022. ThinkEquity LLC acted as the financial advisor, and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. John Frankenheimer, Mitchell Nussbaum, Jessica Isokawa and David Flemming of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider with a service fee of $0.3 million to the board of directors of Adara. Morrow & Co., LLC acted as information agent while ThinkEquity LLC and FTI Consulting, Inc. acted as due diligence providers to Adara Acquisition Corp. Adara has agreed to pay Morrow Sodali LLC a fee of $27,500. ThinkEquity will receive a financial advisory fee of $4.1 million. Continental Stock Transfer & Trust Company acted as the transfer agent to Adara. Alliance Entertainment Holding Corporation completed the acquisition of Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others on February 10, 2023. Beginning on February 13, 2023, Alliance Entertainment’s shares and warrants will be quoted on the OTC under the ticker symbols “ADRA” and “ADRA WS”, respectively
Valuation Update With 7 Day Price Move • Feb 07Investor sentiment deteriorates as stock falls 20%After last week's 20% share price decline to US$8.25, the stock trades at a trailing P/E ratio of 64.3x. Average trailing P/E is 28x in the Capital Markets industry in the US. Total loss to shareholders of 16% over the past year.
Board Change • Dec 31High number of new and inexperienced directorsThere are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. CEO & Chairman of the Board Tom Finke is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors.
お知らせ • Jun 24Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction.Alliance Entertainment Holding Corporation entered into a business combination agreement to acquire Adara Acquisition Corp. (NYSEAM:ADRA) from Adara Sponsor LLC and others for approximately $480 million in a reverse merger transaction on June 22, 2022. Subject to certain exceptions, Adara will issue to the holders of Alliance Common Stock immediately prior to the Closing 60,000,000 shares of Adara Class E Common Stock in the aggregate held in escrow until certain price targets are achieved by Adara between the fifth anniversary and the tenth anniversary of the Closing. Combined company to have a proforma equity value of approximately $480 million and expected to have an estimated $109 million in gross cash proceeds after closing. Upon completion of the transaction, and assuming no redemptions by public shareholders of Adara, the current owners of Alliance Entertainment will hold approximately 78% of the combined company and current Adara shareholders will hold approximately 22% of the combined company. Upon closing the combined entity is expected to be listed on the New York Stock Exchange American under the ticker symbols “AENT” and “AENT.WS”. Bruce Ogilvie, Chairman of Alliance Entertainment and Chief Executive Officer Jeff Walker will continue to lead the combined company in their respective role, with its current proven management team. Transaction is subject to approval by Adara’s stockholders and other customary closing conditions, including any applicable regulatory approvals. Transaction also subject to the approval of the requisite stockholders of Alliance Entertainment; the Proxy Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Proxy Statement shall be in effect; all required filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “ HSR Act ”), have been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Proposed Transactions under the HSR Act has expired or been terminated; the shares of Adara Class A Common Stock and Class E Common Stock are listed on the NYSE American, or another national securities exchange mutually agreed to by the parties to the Business Combination Agreement, as of the Closing Date; Other than those persons identified as continuing directors in the Business Combination Agreement, all members of the board of directors of Alliance have executed written resignations effective as of the Effective Time; All parties to the Registration Rights Agreement (other than Adara and the Adara Stockholders party thereto) shall have delivered, or caused to be delivered, to Adara copies of the Registration Rights Agreement duly executed by all such parties; All parties to the Lock-Up Agreements proposed to be entered into in connection with Closing have delivered, or caused to be delivered, to Adara copies of the Lock-Up Agreements duly executed by all such parties; All parties to the Employment Agreements (other than Adara) shall have delivered or caused to be delivered to Adara, Copies of the Employment Agreements duly executed by such parties; As of immediately following the Closing, Adara had at least $5,000,001 of net tangible assets. The transaction has been unanimously approved by Alliance Entertainment’s and Adara's boards of directors. Transaction is expected to close in Q4 2022. ThinkEquity LLC acted as financial advisor and Brad L. Shiffman and Kathleen A. Cunningham of Blank Rome LLP acted as legal advisors to Adara Acquisition Corp. Mitchell S. Nussbaum of Loeb & Loeb LLP acted as legal advisor to Alliance Entertainment Holding Corporation. ThinkEquity LLC acted as fairness opinion provider to the board of directors of Adara.
お知らせ • Jun 03+ 1 more updateAdara Acquisition Corp. Announces Resignation of Martin A. Sumichrast as DirectorAdara Acquisition Corp. announced that On June 1, 2022, Martin A. Sumichrast resigned as a director of the Company. On June 1, 2022, the Board of Directors of the Company appointed Thomas Finke as Chief Executive Officer and Mr. Finke was replaced as a Compensation Committee member by Dylan Glenn, an independent member of the Company’s Board of Directors.
お知らせ • May 18Adara Acquisition Corp. announced delayed 10-Q filingOn 05/17/2021, Adara Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC.
