Date: 30 December 2019
On behalf of: Entertainment One Ltd. (the "Company", "eOne", "Entertainment One" or the "Group")
Embargoed until: 0700 hours
Entertainment One Ltd.
Suspension of Entertainment One shares
Entertainment One Ltd. confirms that its previously announced statutory plan of arrangement (the "Arrangement") under section 192 of the Canada Business Corporations Act is, subject to customary conditions to closing, expected to become effective today in accordance with its terms, following which the entire issued common share capital of Entertainment One (the "Common Shares") will be owned by Hasbro, Inc. ("Hasbro").
Entertainment One Shareholders on the register at 8:00 p.m. (London time) on 27 December 2019, will receive 560 pence in cash for each Common Share in connection with the Arrangement becoming effective. The latest date for settlement of the cash consideration payable under the Arrangement is expected to be 3 January 2020 in respect of those Shareholders who have returned valid Letters of Transmittal and relevant documents as described in the Arrangement.
Dealings in Common Shares on the Main Market of the LSE will be suspended with effect from at or around 7:30 a.m. today, 30 December 2019. The cancellation of admission to trading of Common Shares on the Main Market of the LSE is expected to take effect at 8:00 a.m. on 31 December 2019.
Once the Arrangement becomes effective, Shareholders will cease to have any rights as holders of Common Shares other than the right to be paid the Consideration, share certificates in respect of Common Shares will cease to be valid documents of title and entitlements to Common Shares held in uncertificated form in CREST will be cancelled.
Defined terms used but not defined in this announcement have the meaning given to them in the Arrangement circular sent to Entertainment One Shareholders on 24 September 2019.
Entertainment One Ltd.
+44 (0)20 3714 7931
+44 (0)20 3405 0209
Notes to Editors:
Entertainment One Ltd. (LSE: ETO) is a global independent studio that specialises in the development, acquisition, production, financing, distribution and sales of entertainment content. The Company's diversified expertise spans across film, television and music production and sales; family programming, merchandising and licensing; digital content; and live entertainment. Through its global reach and expansive scale, powered by deep local market knowledge, the Company delivers the best content to the world.
The Company's robust network includes international feature film distribution company Sierra/Affinity; Amblin Partners with DreamWorks Studios, Participant Media, and Reliance Entertainment; Makeready with Brad Weston; unscripted television production companies Whizz Kid Entertainment, Renegade 83, Daisybeck and Blackfin; live entertainment leaders Round Room Live; world-class music labels Dualtone Music Group and Last Gang; innovative music platform Audio Network; and award-winning emerging content and technology studio Secret Location.
The Company's rights library, valued at US$2.1 billion (as at 31 March 2019), is exploited across all media formats and includes about 80,000 hours of film and television content and approximately 40,000 music tracks.
Not for release, publication or distribution in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction.
Certain statements in this announcement contain "forward-looking statements" with respect to Entertainment One within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be accompanied by such words as "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "may," "plan," "potential," "project," "target," "will" and other words and terms of similar meaning. Among other things, these forward-looking statements include expectations concerning the Arrangement, and the expected timetable for completing the Arrangement, the settlement of cash consideration payable under the Arrangement and the cancellation of admission to trading of Common Shares . Entertainment One's actual actions or results may differ materially from those expected or anticipated in the forward-looking statements due to both known and unknown risks and uncertainties. The statements contained herein are based on Entertainment One's current beliefs and expectations and speak only as of the date of this announcement. Except as may be required by law, Entertainment One does not undertake any obligation to make any revisions to the forward-looking statements contained in this announcement or to update them to reflect events or circumstances occurring after the date of this announcement. You should not place undue reliance on forward-looking statements.
No offer or solicitation
This announcement is provided for informational purposes only and does not constitute an offer to sell, or an invitation to subscribe for, purchase or exchange, any securities or the solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law.