Lionsgate (NYSE: LGF.A, LGF.B) and Starz today announced the closing of the transaction under which Lionsgate has acquired Starz for approximately $4.4 billion in cash and stock. The deal creates a vertically integrated global content platform that includes one of the largest independent television businesses in the world, a 16,000-title film and television library, the STARZ premium pay network serving nearly 25 million subscribers, a world-class film business and a growing suite of streaming services.
The acquisition was approved by 98% of the votes cast by Lionsgate shareholders and 95% of the votes cast by Starz shareholders, in person or represented by proxy, not including abstentions, at the companies’ respective shareholder meetings on Wednesday, December 7, 2016. All necessary regulatory approvals have been obtained and all conditions to the closing have been satisfied.
Under the terms of the transaction, each share of previously existing Lionsgate common stock has been reclassified into 0.5 newly created voting shares of Lionsgate (NYSE: LGF.A) and 0.5 newly created non-voting shares of Lionsgate (NYSE: LGF.B). Holders of Starz Series A common stock are receiving $18.00 in cash as well as 0.6784 shares of Lionsgate Class B non-voting stock. Holders of Starz Series B common stock are receiving $7.26 in cash, 0.6321 shares of Lionsgate Class A voting stock and 0.6321 shares of Lionsgate Class B non-voting stock. Previously existing Lionsgate common shares and Starz common shares will no longer be listed on the NYSE and NASDAQ, respectively, effective December 9, 2016.
Lionsgate will operate Starz as a wholly-owned subsidiary. With the completion of the acquisition, the combined company is well positioned to increase its content creation capabilities, enhance its leadership in premium scripted programming and scale its global distribution footprint. Chris Albrecht will continue to serve as President and CEO of Starz, reporting to Lionsgate CEO Jon Feltheimer, and will also join Lionsgate’s Executive Management Committee.
“After planning the integration of Lionsgate and Starz for the past five months, we are more excited than ever at the value created by the combination of our two great companies,” said Feltheimer and Vice Chairman Michael Burns. “Chris and his team have built Starz into a strong brand, a world-class distribution platform and a premium programming leader, and we’re delighted to welcome them to the Lionsgate family. Working together, we believe that the strategic opportunities are enormous, and we’re pleased that our shareholders recognize the transformative potential of the transaction.”
“Lionsgate and Starz have a shared vision – to make incredible content for audiences across the world and capitalize on technology and innovation to distribute that content across multiple platforms and devices,” said Albrecht. “There is no better time to be in this business and no better company to be a part of. I am thrilled to join Jon, Michael and the rest of the Lionsgate team in growing our combined company into a global content powerhouse.”
The companies noted that integration planning is substantially complete in a number of areas. Starz’s home entertainment and television distribution operations are being consolidated into Lionsgate’s worldwide home entertainment and television distribution businesses, respectively. The consolidation further strengthens an industry leader in packaged media and digital entertainment marketing and international television sales.
