Sony Pictures has not yet accepted ZEE's request for an extension of the December 21 deadline for the merger.
Sony Pictures has not yet accepted ZEE's request for an extension of the December 21 deadline for the merger.
In an official statement, Sony Pictures Networks India (SPNI) has responded to ZEE's request for an extension of the merger deadline set for December 21, 2023. SPNI notes that ZEE's notice, submitted to the Bombay Stock Exchange and the National Stock Exchange of India on December 17, signifies an acknowledgment by ZEE that meeting the original deadline for the SPNI/ZEE merger might not be feasible.
This notice has triggered a contractual provision in the agreement, allowing both parties to engage in discussions regarding a potential extension of the deadline, according to SPNI. However, SPNI has not yet agreed to an extension of the deadline, stating that it is obligated to initiate discussions but has not taken a position on an extension.
"We look forward to hearing ZEE's proposals and how they plan to complete the remaining critical closing conditions," SPNI mentioned in its statement.
Notably, ZEE had sought an extension to the December 21 deadline for its proposed merger with Culver Max Entertainment (CMEPL), formerly known as Sony Pictures Networks India. ZEEL approached CMEPL and Bangla Entertainment Pvt Ltd (BEPL) for an extension to complete the merger, which aims to create India's largest media conglomerate.
The proposed $10-billion merger, which has already received regulatory approvals from the Competition Commission of India, stock exchanges NSE and BSE, as well as shareholders and creditors, has faced uncertainties. In August, the National Company Law Tribunal (NCLT) approved the merger, with ZEEL MD & CEO Punit Goenka slated to lead the combined entity. However, reports suggest that CMEPL is now pushing for its Sony Pictures Network head, N P Singh, to lead the merger entity.
The merger plans faced challenges following regulatory actions by the Securities and Exchange Board of India (SEBI) against Essel Group chairman Subhash Chandra and ZEEL MD and CEO Punit Goenka for alleged fund diversion. Although the Securities Appellate Tribunal (SAT) quashed SEBI's interim order in October, questions regarding leadership in the merged entity have surfaced.
Sony Pictures Networks India and ZEEL had initially entered into a non-binding term sheet in September 2021, aiming to integrate their linear networks, digital assets, production operations, and program libraries. The definitive agreement for the merger was signed in December 2022, with the combined entity poised to become the largest entertainment network in India, owning over 70 TV channels, two video streaming services (ZEE5 and Sony LIV), and two film studios (Zee Studios and Sony Pictures Films India). As per the agreement, Punit Goenka was set to lead the merged company as its Managing Director & CEO. The majority of the board of directors would be nominated by the Sony Group, including the current SPNI Managing Director and CEO N P Singh. However, the regulatory challenges have introduced complexities to the merger process.
Disclaimer: This article is a pure understanding of Gyaanleikh Team, and don't allow anyone to rely on this.
SPNI-ZEE merger
Merger deadline extension
Sony Pictures Networks India statement
ZEE's notice to stock exchanges
December 21, 2023, deadline
Contractual provision in merger deal
Regulatory approvals for ZEEL-CMEPL merger
Leadership uncertainty in merged entity
Securities and Exchange Board of India (SEBI) actions
Competition Commission of India approval
National Company Law Tribunal (NCLT) approval
Essel Group and ZEEL regulatory challenges
Non-binding term sheet between SPNI and ZEEL
Definitive agreement for ZEEL-CMEPL merger
Entertainment network in India
ZEE5 and Sony LIV streaming services
Zee Studios and Sony Pictures Films India
Punit Goenka and N P Singh leadership roles
Securities Appellate Tribunal (SAT) decision
India's largest media conglomerate.
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