Mumbai: Reliance Industries Limited (“RIL”), Viacom 18 Media Private Limited (“Viacom18”) and The Walt Disney Company (NYSE:DIS) ( “Disney”) today announced that following the approval by the Hon’ble NCLT Mumbai, Competition Commission of India and other regulatory authorities, the merger of the media and JioCinema businesses of Viacom18 into Star India Private Limited (“SIPL”) has become effective (the “JV”). In addition, RIL has invested ₹ 11,500 crore (~US$ 1.4 billion) into the JV for its growth. The JV has allotted shares to Viacom18 and RIL as consideration for the assets and cash, respectively.

The transaction values the JV at ₹ 70,352 crore (~US$ 8.5 billion) on a post-money basis, excluding synergies. At the closing of the transactions noted above, the JV is controlled by RIL and owned 16.34% by RIL, 46.82% by Viacom18 and 36.84% by Disney.

Mrs. Nita M. Ambani will be the Chairperson of the JV, with Mr. Uday Shankar as Vice Chairperson providing strategic guidance to the JV.

In a statement the company said, “The JV is home to the most iconic and engaging media brands in India across TV and digital platforms. The combination of ‘Star’ and ‘Colors’ on the television side and ‘JioCinema’ and ‘Hotstar’ on the digital front will provide extensive choice of content across entertainment and sports to viewers in India and globally.”

“The formation of the JV will herald a new era in India’s entertainment industry for consumers. This unique joint venture of Reliance and Disney brings together the companies’ content creation and curation prowess, world-class digital streaming capabilities along with a digital first approach that will help the JV deliver unparallelled content choices at affordable prices to Indian viewers and the Indian diaspora globally, the statement added.

The JV will be one of the largest Media & Entertainment companies in India with pro forma combined revenue of approximately ₹ 26,000 crore (~US$ 3.1 billion) for the fiscal year ended in March 2024. The JV operates over 100 TV channels and produces 30,000+ hours of TV entertainment content annually. The JioCinema and Hotstar digital platforms have an aggregate subscription base of over 50 million. The JV holds a portfolio of sports rights across cricket, football and other sports.

The Competition Commission of India (“CCI”) approved the transaction on 27 August 2024, subject to the compliance with certain voluntary modifications offered by the parties. Apart from the CCI, the transaction has been approved by anti-trust authorities in the EU, China, Turkey, South Korea and Ukraine.

Speaking about the JV, Mr. Mukesh D Ambani, Chairman & Managing Director of Reliance Industries Limited, said, “With the formation of this JV, the Indian media and entertainment industry is entering a transformational era. Our deep creative expertise and relationship with Disney, along with our unmatched understanding of the Indian consumer will ensure unparalleled content choices at affordable prices for Indian viewers. I am very excited about the JV’s future and wish it all the success.”

“This is an exciting moment for our two companies, as well as for India’s consumers, as we create one of the top entertainment entities in the country through this joint venture,” said Mr. Robert A. Iger, Chief Executive Officer, The Walt Disney Company. “By joining forces with Reliance, we are able to expand our presence in this important media market and deliver viewers an even more robust portfolio of entertainment, sports content, and digital services.”

Mr. Uday Shankar, Co-Founder of Bodhi Tree Systems, said, “James and I are excited to be partners in this journey to disrupt the media and entertainment industry in India. The new organisation is committed to deliver an unprecedented level of creativity, disruption and new age consumer experience. As media consumption continues to move to an integrated TV-digital ecosystem, the merger of Viacom18 and Star India offers a unique opportunity to reorient the industry to better serve diverse cohorts of consumers across the country. Together, we aim to build India’s largest integrated media platform which will deliver unparalleled experiences in innovative and exciting ways.”

The JV will be spearheaded by three CEOs who will lead the company into a new era of ambition and disruption. Kevin Vaz will head the entertainment organisation across platforms. Kiran Mani will take charge of the combined digital organization. Sanjog Gupta will lead the combined sports organisation. Together, they will leverage their unique strengths to cultivate a bold, transformative vision that challenges the status quo and sets new standards in the industry.

In a separate transaction, RIL has bought out Paramount Global’s entire stake of 13.01% in Viacom18 for ₹ 4,286 crore. As a result, Viacom18 is owned 70.49% by RIL, 13.54% by Network18 Media & Investments Ltd.  and 15.97% by Bodhi Tree Systems, on a fully-diluted basis. DeshGujarat