Form 4: Liberty Global Completes Share Exchange in Lionsgate Deal, Adjusts Ownership
SEC Form 4
Liberty Global reports the exchange of its Lions Gate Entertainment Corp shares for shares in New Lionsgate and Starz Entertainment Corp following the completion of the arrangement agreement.
Summary
- Liberty Global Ltd. and Liberty Global Ventures Limited jointly filed a Form 4 regarding changes in beneficial ownership of Lions Gate Entertainment Corp. shares.
- On May 6, 2025, Liberty Global's Class A and Class B voting shares in Lions Gate Entertainment Corp. were exchanged for New Lionsgate and Starz Entertainment Corp. common shares.
- The exchange was part of the transactions outlined in the Arrangement Agreement dated January 29, 2025, and amended on March 12, 2025.
- The reporting persons held 4,049,972 Class A Voting Shares and 2,500,000 Class B Voting Shares, all held through a wholly owned subsidiary.
- Following the transaction, the reporting persons no longer directly hold these shares.
- The report clarifies that due to SEC technical limitations, the issuer name in Box 2 refers to Lions Gate Entertainment Corp., while a separate Form 3 was filed for Starz.
- The reporting persons may be considered part of a 'group' holding over 10% of common shares, but they disclaim beneficial ownership of shares held by other members of this potential group.
Sentiment
Score: 6
Explanation: The document is a standard regulatory filing detailing a pre-planned transaction. Sentiment is neutral as it reflects completion of an expected event.
Industry Context
This announcement reflects ongoing consolidation and restructuring within the media and entertainment industry, as companies like Lions Gate Entertainment Corp. adjust their holdings and spin-offs to optimize their business portfolios.
Stakeholder Impact
- Shareholders of Lions Gate Entertainment Corp. are impacted by the share exchange, receiving shares in New Lionsgate and Starz Entertainment Corp.
Key Dates
| Date | Description |
|---|---|
| 2025-01-29 | Date of the Arrangement Agreement between the Issuer, Lionsgate Studios Corp., LG Sirius Holdings ULC and Lionsgate Studios Holding Corp. |
| 2025-03-12 | Date the Arrangement Agreement was amended. |
| 2025-03-14 | Date of the Issuer's Joint Proxy Statement/Prospectus included in the Registration Statement on Form S-4. |
| 2025-05-06 | Date of the share exchange transaction. |
| 2025-05-07 | Date a Form 3 report was filed with the Commission on May 7, 2025 for Starz under the ticker symbol STRZ. |
| 2025-05-08 | Date of signature for the Form 4 filing. |
Keywords
Share Exchange, Liberty Global, Lions Gate Entertainment, Starz Entertainment, Beneficial Ownership, Form 4, Arrangement Agreement
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