In one of the largest media and entertainment foreign investments into India, The Walt Disney Company (Southeast Asia) Pte Ltd (“TWDC”), a subsidiary of The Walt Disney Company, is to invest approximately INR 805 crores (USD 203 million) into UTV Software Communications Limited (“UTV”). At the same time TWDC will also invest with UTV in UTV Global Broadcasting Limited (“UGBL”) by acquiring a 15% stake worth ~ INR 119 crores (USD 30 million). TWDC’s investments in UTV and UGBL, together with the warrants to be issued to Ronnie Screwvala’s Promoter Group, of INR 390 crores after exercise, makes this total deal size about INR 1,314 crores (~USD 330 million). The transaction will be done through a preferential allotment to TWDC and the Promoters as per the SEBI regulations and will require a Public Announcement to all UTV shareholders. The investment and the open offer are subject to shareholder and regulatory approvals.
This investment further establishes TWDC’s entry into the Indian market and complements the fast-growing Disney-branded businesses and long-held joint-venture in ESPN STAR Sports. As a result of this investment, TWDC’s stake in UTV will go up from 13.7% to 32.1% on a fully diluted share capital basis. The number of shares expected to be issued as part of the transaction is 9,352,500 at a price of INR 860.79. This is based on SEBI preferential allotment pricing formula with a 5% premium.
Ronnie Screwvala, the Founder Promoter and Group CEO of UTV consolidates Promoters’ stake with an issue of 4,532,000 warrants at the same price as TWDC of INR 860.79, investing INR 390 cores after exercise.
At the same time TWDC will invest approximately INR 119 crores (USD 30 million) for a 15% stake in UGBL. UTV will also invest INR 240 crores (~USD 60 million) for a 75% stake in UGBL. The remaining 10% will continue to be held by Ronnie Screwvala’s Promoter Group. UGBL is the parent company for its two wholly owned subsidiaries, Genx Entertainment Limited and UTV Entertainment Television Limited. Genx has already launched successfully two youth entertainment channels through the Bindass brand, whilst UTV Television Entertainment Limited has just launched The World Movies channel and is about to launch UTV Hindi Movies channel.
Ronnie Screwvala commented, “This partnership across Movies, TV Content, Interactive and Broadcasting endorses our leadership position in India and South East Asia and propels our already growing global story. Over the last year we have learnt to work well together and the speed at which this collaborative deal was put together is testament to the strong working relationship we have built”.
Andy Bird, Chairman, Walt Disney International and already a board member of UTV added, “We are pleased with our initial investment in UTV, which has strong local brands and media properties that provide complementary growth platforms to Disney’s existing branded efforts. The UTV management team is proven and well-respected, and we look forward to continue to work with them.”
UTV Software Communications Limited, popularly known as UTV, is India’s foremost integrated Media & Entertainment Company with leadership position in 4 verticals that include Movies, TV Content, Interactive (Animation & Gaming) and Broadcasting.
Listed on India’s premier stock exchanges, The Bombay Stock Exchange and the National Stock Exchange of India, UTV is India’s only integrated media and entertainment company with content creation abilities across platforms and genres. It has subsidiaries with offices across India, Mauritius, UK and USA. More information on the group is available at: www.utvnet.com
ABOUT THE WALT DISNEY COMPANY
The Walt Disney Company (NYSE:DIS), together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise with four business segments: media networks, parks and resorts, studio entertainment and consumer products. Disney is a Dow 30 company, had annual revenues of more than $35 billion in its most recent fiscal year, and a market capitalization of more than $61 billion as of February 15, 2008.