Silver Eagle to invest in Videocon d2h for at least one third stake

BENGALURU: Silver Eagle Acquisition Corp (Silver Eagle), founded by former Metro-Goldwyn-Mayer  (MGM) chairman and chief executive Harry Sloan and veteran television executive Jeff Sagansky, has announced that it will invest between $ 300 million to $375 million in Videocon d2h for a stake of between 33.5 per cent to 38.6 per cent. Sloan and Sagansky are expected to join the Videocon d2h board when the deal closes. Silver Eagle hopes to take Videocon d2h public in the US.

In exchange for cash, Silver Eagle will receive new equity shares of Videocon d2h initially valued at no less than $303.7 million representing no less than 33.5 per cent of the equity capital of Videocon d2h.  The shares issued by Videocon will be represented by American Depositary Shares (ADSs) which will be distributed directly to Silver Eagle's stockholders.

The actual amount of cash to be contributed by Silver Eagle and the number of Videocon d2h shares represented by ADSs to be issued by Videocon d2h will depend, in large part, on the number of public shares which its stockholders elect to redeem in connection with the transaction.

The current shareholders of Videocon d2h, who are all members of the Videocon Group, will also be entitled to be issued additional equity shares of Videocon d2h following the closing representing, in aggregate, 3.88 per cent of the post-closing issued share capital of Videocon d2h, subject to the achievement of certain trading price targets over a three year period after closing.

The investment proceeds will be used for reducing debt and expanding operations in India that will undergo the third and fourth phases of cable television digitisation in India, offering large growth opportunities say industry sources.

Sloan said, "We created Silver Eagle for the purpose of finding a fast-growing media opportunity which is taking full advantage of the digital revolution.  With almost 10 million digital subscribers, this well-managed company has passed the inflection point to become a leader in India's explosive television growth."

Sagansky said, "Videocon's DTH business is in what we believe to be the fastest growing segment of the media industry in India in part because of the government's ongoing mandatory digitisation plan in addition to millions of Indian homes subscribing to pay TV for the first time.  Together there is an expected 33 million new Pay-TV subscribers over the next four years and we are pleased to become part of Videocon d2h's dynamic growth story."


Videocon Group chairman Venugopal Dhoot said, "Our DTH service already offers the highest number of channels in each of our packages and we were the first company to launch HD channels in India.  We anticipate that the transaction with Silver Eagle will not only give us additional capital to continue development of our services, but also unparalleled expertise and experience.  We look forward to working closely with Harry and Jeff on expanding our market share and services."

Videocon d2h started in 2009 is a member of the global conglomerate Videocon Group, which owns interests in consumer electronics, oil and gas, power, retail and insurance, among others.  Videocon d2h has grown to a subscriber base of 1.18 crore or a market share of about 16.5 per cent of India’s direct-to-home market as of last September. It distributes more than 500 digital television channels.

The deal, when it goes through, will put the valuation of Videocon d2h at around $ 1 billion plus ($ 100 crore).

Other acquisitions by Sloan and Sagansky include the in-flight entertainment companies Row 44 and Advanced Inflight Alliance AG through Golden Acquisition Corp.


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