J Sagar Associates (JSA) and Luthra & Luthra co-ordinated the Rs 62.2 crore ($13.5m) cash and equity acquisition of DLF-owned DT Cinemas chain by entertainment chain PVR.

JSA founding partner Jyoti Sagar and Gurgaon partner Divyanshu Pandey advised PVR, which the firm has acted for in the past on several of its deals.

Luthra & Luthra Delhi corporate partner Samir Dudhoria and senior associate Aparna Mittal led the team for DT Cinemas.

Luthra & Luthra has had a long-standing relationship in real estate with DT Cinemas’ parent company and mall developer DLF.

Dudhoria said that the firm had done around 10 to 15 transactions with DLF, including closing joint ventures with many of the retailers in its malls.

PVR paid Rs 20.2 crores in cash to DT Cinemas, which in turn acquired a 10 per cent stake in PVR.

Dudhoria said that the more challenging part of the transaction, however, was not just the acquisition: “It was not just a buy out of the business but also strategic alliance, a continuing relationship.

“Any future development that has a multiplex space, PVR has the first right to manage that space. It is an alliance on a pan-India basis.”

Pandey, who joined JSA six months ago from Freshfields Bruckhaus Deringer in London, agreed since many of acquired cinemas were not yet operational. “The cooperation element [for future mall space] had a bit of complex real estate issues on how best to document it and to make it a binding arrangement.”

Dudhoria noted that there were good synergies between the groups and the deal would enable DLF to move out of the areas such as the cinema business that were not core, meanwhile still maintaining the ability to have a cinema in every mall.

Photo by: Looking Glass