Reliance Industries Ltd (RIL) and Walt Disney Co. are finalising details of a non-binding term sheet to move ahead with plans to merge their India media and entertainment operations, said executives involved in the matter.
The deal is likely to give the Mukesh Ambani-led group a controlling stake in what will become the country’s largest media and entertainment business if the deal goes through.
The plan, as of now, is to create a step-down subsidiary of RIL’s Viacom18, which will absorb Star India via a stock swap, said the people cited above. Reliance is pitching to be the larger shareholder with at least 51% in the merged company with Disney owning the residual 49%, they said.
Both businesses are being treated as similar-sized ones, so RIL is likely to pay cash for the controlling stake.
The two sides are also negotiating a business plan to inject cash as immediate capital investment, expected to be $1-1.5 billion. The final shareholding structure of the entity will get crystallised and its value established based on the cash infusion from each of the parties.
The board is expected to have equal representation from Reliance and Disney of at least two directors each.
Uday Shankar-led Bodhi Tree, the second largest shareholder in Viacom18 after Reliance with a 15.97% stake, is likely to get a seat. A minimum of two independent directors are being considered.
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