Zee and Sony Pictures reach merger settlement; agree to withdraw claims before SIAC, NCLT

ZEE Entertainment Enterprises and Culver Max Entertainment (CMEPL), operating as Sony Pictures Networks India (SPNI), together with its group company Bangla Entertainment (BEPL), have arrived at a settlement as regards the merger between the entities.

A press release indicated that the companies arrived at a non-cash settlement to amicably resolve all disputes related to the merger agreement, which has been the subject matter before dispute forums.

As part of the settlement, the companies have mutually agreed to withdraw all respective claims against each other in the ongoing arbitration at the Singapore International Arbitration Centre (SIAC) and all related legal proceedings initiated in the National Company Law Tribunal (NCLT) and other fora.

The companies will also withdraw the respective composite schemes of arrangement from the NCLT and inform the relevant regulatory authorities.

Under the terms of the settlement, none of the parties will have any outstanding or continuing obligations or liabilities to the other.

The merger between Sony and Zee was announced on December 22, 2021. However, it was later called off by Sony Pictures.

In the meantime, Sony approached the SIAC, seeking directions to prevent Zee from seeking legal remedies from other legal forums including the NCLT.

After the SIAC rejected Sony's plea for urgent relief, Mad Men Film Ventures, a shareholder of Zee, approached the NCLT seeking an urgent order to ensure that any order passed by any other forum concerning the Zee-Sony merger would be subject to the orders of the NCLT.

Zee thereafter approached NCLT Mumbai seeking the enforcement of the $10 billion merger scheme, which the Tribunal had approved in August 2023 despite opposition from creditors like Axis Finance, JC Flower Asset Reconstruction Co, IDBI Bank, Imax Corp and IDBI Trusteeship.

However, Zee withdrew the plea on April 7 this year.

Shardul Amarchand Mangaldas & Co acted for Culver Max and Trilegal acted for ZEE Entertainment.

[Read Filing before NSE, BSE]