S&R, Khaitan, Kirkland, Gibsons create $1bn valuation Bolly-Hollywood studio with Eros, STX merger

Indian movie producer Eros International Plc is merging with privately-held U.S. filmmaker STX Entertainment in an all-stock deal that brings together Bollywood and Hollywood. The combined company, to be known as Eros STX Global Corp., will be publicly traded and have a valuation of more than $1 billion, including debt, according to people familiar with the details, who asked not to be identified as the matter is private.

Bloomberg

S&R Associates advised Eros International PLC, which is listed on the New York Stock Exchange, led by a corporate team of partners Rajat Sethi and Sudip Mahapatra and associates Vidhi Sharma, Gunit Kaur and Tanaya Desai. On competition issues advised competition practice head Simran Dhir, and associates Dhruv Agarwal and Ishika Rout.

Khaitan & Co was instructed for STX, with a core team of partner Mayank Singh, principal associate Sanchit Agarwal and associate Akarshita Dhawan, with assistance from the following teams: securities law aspects: partner Arindam Ghosh, principal associate Abhishek Dadoo and associate Anvita Mishra; competition law aspects: partner Sagardeep Rathi, principal associate Pranjal Prateek and associate Alisha Mehra; litigation: partner Tomu Francis and partner Raj Panchmatia; indirect tax law aspects: executive director Dinesh Agarwal and senior associate Pranay Sahay; intellectual property law aspects: partner Aadheesh Nargolkar, partner Smriti Yadav; due diligence: partner Harsh Walia, principal associate Shobhit Chandra, associate Aditya Ayachit; associate Tanmaya Negi; associate Yashodhara Chauhan.

Update 18 April 2020: According to Khaitan’s press release, it “advised and assisted the Client on the following: (i) India level implications of the deal from a Takeover Code perspective; (ii) competition law aspects; (iii) diligence and finalisation of the transaction documents to the extent it related to Eros India; and (iv) assistance on certain indirect tax issues, intellectual property and data privacy related aspects”.

Kirkland Ellis acted for STX.

Gibson Dunn acted for Eros.

2020-04-17

Deal value: Confidential

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Comments

Well done.. 18 Apr 2020, 10:37
+2 -1
S&R is rocking.. Well done sir..
Guest 18 Apr 2020, 13:34
+0 -1
Haha SURE
elaborate 19 Apr 2020, 06:56
+2 -3
Care to please elaborate? I would think S&R, with its blue-chip international client base, is better positioned to weather this crisis than desi-focused firms like KCO and CAM?
Ganta 19 Apr 2020, 21:31
+0 -0
No blue chip will invest for a while. Desi flavour will reign strong
Guest 18 Apr 2020, 13:35
+16 -1
What exactly were the roles of KCO and SNR? Diligence of the Indian subs of these global companies?
Guest 18 Apr 2020, 15:07
+2 -15
Sudip and Vidhi are the stars in S&R. They have to their credit the best of S&R deals. Stellar team!
Definitely, May be 18 Apr 2020, 16:33
+13 -8
They sure seem to be stars of S&R, especially considering that they appear to have single-handedly addressed the corporate, securities law, litigation, indirect tax law, intellectual property law, data privacy and due diligence aspects of this deal for Eros between themselves where Khaitan had to field so many people. Must be supremely talented individuals given their so-obviously well-rounded experience across so many of these specialized practice areas - like family physicians practicing oncology, neurology and radiology at the same time.
Eros STX ki jai ho 18 Apr 2020, 15:36
+27 -2
So this is basically an offshore transaction where Gibson and Kirkland worked on the structuring aspects and the transaction documentation and engaged S&R and KCO, respectively, to confirm India-level compliance and voila! As if by magic, S&R and KCO are claiming to have “created” a $1bn valuation Bollywood-Hollywood studio (the Bloomberg article mentions Gibson and Kirkland and guess who it doesn’t mention?). At least KCO was honest enough to clarify what its role was, although that long list of lawyers involved says a lot about the disguised unemployment rate at KCO but that’s for another day.

Anyway, good job guys! When you go for an Eros STX movie on a post-Coronavirus date night, you can at least tell your non-lawyer date that you “created” the studio that made the movie – strongly advise not to try pulling off this one on other transactional lawyers, may backfire!
216 18 Apr 2020, 16:24
+4 -12
Has covid got to you young man ( yes, I know you are a man)? Try getting mandated on a deal like this - that’s achievement enough. Stop spreading venom.
Maafi Jahanpanah 19 Apr 2020, 05:06
+9 -0
That was particularly intuitive of you, Sir, suitably impressed! The part about Covid getting to me, not the part about I being a man (no prizes for guessing that one, it is mostly a binary question). As soon as the cough and fever wear off and the lockdown is lifted, I’ll be sending my CV to S&R and KCO so that I also get the opportunity of being mandated on deals like this every other day and give myself a nice and gentle pat on the back for these achievements before I go to sleep each night. After all, don’t we all thrive on tooting our own horn and making ourselves appear more relevant than we really are?

On a more serious note, a basic level of honesty in your deal reports would take you a long way in stopping people from spreading "venom" (aka the truth), please request your BD teams to not go overboard.
Guest2 19 Apr 2020, 06:52
+7 -2
I think Eros STX ki jai ho is being fair. Nothing wrong at all in getting this sort of mandate. In fact, its relatively easy money - the deliverables and deadlines are all set by someone else, so you just have to churn output according to a set plan. The issue, on the other hand, is the way its marketed. Every Indian BigLaw firm gets mandates like this, they do the work, bill the money but don't publicize like this. I'm at Amarchand, and we have done so many deals like this which we don't even bother to report.
Eros-STX is specially problematic because neither party has any real assets in India - unlike say, Fox-Disney, which had substantial assets in india and needed CCI clearance. So AZB celebrating the latter is alright, but the former should just be an accounting entry. I'm actually disappointed to see S&R do this. They are supposed to be better than Khaitan, more professional and so on..
Ganta 19 Apr 2020, 21:34
+0 -4
Lol what a guy - so much time to rant on legally India. Go take a hike. Passing random comments about professionalism when clearly you have nothing to show.
LegallyUndone 18 Apr 2020, 16:50
+2 -0
Sad to see no law shops involved in the Billion Dollar deal.
hello 19 Apr 2020, 00:13
+0 -0
Was it K&E and Gibson NY office?
hello 19 Apr 2020, 00:17
+9 -1
This is a US deal - with Indian aspects. Wrong to mention US firms as the side counsel here.
Release: https://www.businesswire.com/news/home/20200417005565/en/Eros-International-STX-Entertainment-Combine-Creating-Global
Nlu 19 Apr 2020, 16:22
+1 -2
Good to see NLU grads dominating the corp scene
Sore 19 Apr 2020, 16:54
+1 -1
Eros used to be with SAM earlier...and they never ever paid fees (not even for the called Apple deal)...S&R ka acha kata hai lagta hai ;)
Bazooka 20 Apr 2020, 18:46
+0 -0
Didn't Eros hire their favorite firm naik Naik for this transaction?
Clearly not 21 Apr 2020, 02:53
+0 -0
They haven’t clearly. Perhaps, because this isn’t a movie release?