Screaming Eagle Acquisition in an 8-K filed late yesterday said shareholders approved the business combination with Lionsgate Studios. The vote was held a week ago, but neither party had announced the results.
The SPAC will issue up to 23,091,217 shares to the combined company and up to 2,018,951 Class A shares issued to the PIPE investors. Lionsgate concurrently filed a registration statement for the new stock.
Lionsgate begins trading today on the Nasdaq under the ticker symbol LION.
The deal, which spins off the Lionsgate Studio business from Starz, was valued at $4.6 billion at announcement in December.
One reason for the delay in announcing the vote results may have been linked to redemptions. The SPAC said 10,147,350 shares were redeemed going into the vote. This raises questions about whether the SPAC was able to meet its $350 million minimum cash condition on the deal or if Lionsgate waived the condition.
Although there was a $225 million PIPE to support the deal, the proxy and prospectus noted that the redemption of 5,531,192 shares would be the estimated maximum number that could be redeemed while still achieving the minimum cash condition.
The acquisition positions the standalone Lionsgate Studios as a platform-agnostic, pure play content company with a deep portfolio of franchise properties including The Hunger Games, John Wick, The Twilight Saga and Ghosts, a robust film and television production and distribution business, a leading talent management and production company and a deep film and television library. Read more.
