NO
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HEADINGS
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DETAILS
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1.
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Sector
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Media and Entertainment
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2.
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Signing Date
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18 April 2020
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3.
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Name of Client
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STX Filmworks, Inc. (“STX Filmworks”)
STX
Filmworks, Inc. develops, produces, and distributes movies. STX Filmworks,
Inc. is based in the United States.
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4.
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Name of Bidder
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STX Filmworks and its shareholders
(including TPG, Liberty Global and Hony Capital)
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5.
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Name and Description of Target
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Eros International PLC (“Eros PLC”, NYSE listed) having an Indian
listed subsidiary i.e. Eros International Media Limited (“Eros India” listed on BSE)
Target Country: USA
Description of Target: Eros PLC
is a global Indian entertainment company that acquires, co-produces and
distributes Indian films across all available formats such as cinema,
television and digital new media. Eros PLC was the first Indian media company
to list on the New York Stock Exchange and continues to have India presence
through Eros India.
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6.
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Deal Description
|
Advised STX Filmworks, in
relation to the stock-for-stock merger agreement, pursuant to which STX will
merge with a newly formed subsidiary of Eros PLC and will survive such merger
as an indirect wholly owned subsidiary of Eros PLC. As part of the
transaction, few of STX shareholders will be undertaking pipe investment into
Eros PLC. The shareholders of STX International will ultimately receive
shares of Eros International Plc as merger consideration. The transaction
will create the first publicly traded, independent content and distribution company
(under the name Eros STX Global Corporation) with global reach and unique positions
in the United States, India and China.
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7.
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Total Consideration
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This transaction will result
in the merged entity being created which, as per recent press reports, will
have a USD 1 billion enterprise.
Consideration in cash: USD 125
million; and
Consideration in kind: Share
swap
|
8.
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Team Members
|
The core team comprised Mayank
Singh (Partner), Sanchit Agarwal (Principal Associate) and Akarshita Dhawan (Associate),
with assistance from the following members:
Securities law aspects: Arindam Ghosh (Partner); Abhishek
Dadoo (Principal Associate); Anvita Mishra (Associate)
Competition law
aspects:
Sagardeep Rathi (Partner); Pranjal Prateek (Principal Associate); Alisha
Mehra (Associate)
Litigation: Tomu Francis (Partner);
Raj Panchmatia (Partner)
Indirect tax law
aspects: Dinesh
Agarwal (Executive Director); Pranay Sahay (Senior Associate)
Intellectual Property
law aspects: Aadheesh Nargolkar (Partner); Smriti Yadav (Partner)
Due Diligence: Harsh Walia (Partner); Shobhit
Chandra (Principal Associate); Aditya Ayachit (Associate); Tanmaya Negi (Associate);
Yashodhara Chauhan (Associate)
|
9.
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Role of Firm
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The Firm advised and
assisted the Client on the following: (i) India level implications of the
deal from a Takeover Code perspective; (ii) competition law aspects; (iii) diligence
and finalisation of the transaction documents to the extent it related to Eros
India; and (iv) assistance on certain indirect tax issues, intellectual property and
data privacy related aspects.
|
10.
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Press Links
|
|
Saturday, 18 April 2020
STX Filmworks, Inc. | Merger of STX Filmworks, Inc. with Eros International PLC
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