SCHEDULE 13D/A: MHR Entities Increase Stake in Starz Entertainment, Dr. Rachesky's Beneficial Ownership Reaches 17.2%

MHR Fund Management and its affiliates, including Dr. Mark H. Rachesky, have increased their beneficial ownership in Starz Entertainment Corp. to 17.2% through a recent share purchase from Discovery Lightning Investments Ltd.

Summary

• This document is Amendment No. 32 to the Schedule 13D filing for Starz Entertainment Corp., formerly known as Lions Gate Entertainment Corp.
• The filing updates the beneficial ownership of MHR Fund Management LLC and its affiliated entities, including Dr. Mark H. Rachesky.
• As of May 6, 2025, there are 16,721,810 Common Shares of Starz Entertainment Corp. outstanding.
• Dr. Mark H. Rachesky is deemed the beneficial owner of 2,879,319 Common Shares, representing approximately 17.2% of the total outstanding shares.
• MHR Fund Management LLC and MHR Holdings LLC are deemed beneficial owners of 2,863,232 Common Shares, representing approximately 17.1%.
• On June 2, 2025, Master Account and Capital Partners (100) entered into an agreement to purchase an additional 353,334 Common Shares for an aggregate cash consideration of US$5,000,000.00 from entities affiliated with Discovery Lightning Investments Ltd.
• The source of funds for this purchase is the working capital of Master Account and Capital Partners (100).
• Dr. Rachesky's beneficial ownership includes 118 restricted share units scheduled to vest on September 13, 2025, and 1,358 restricted share units scheduled to vest on November 29, 2025, in addition to 14,611 Common Shares held directly.

Sentiment

Score: 6

Explanation: The filing is largely neutral as it's a regulatory disclosure of ownership. However, the increased stake by a major investor could be seen as a moderately positive signal of confidence in the company.

Positives

• The increased stake by a significant institutional investor (MHR Fund Management and affiliates) may signal confidence in the company's future prospects.
• The purchase of additional shares demonstrates continued investment by a long-term shareholder.

Future Outlook

The document does not provide explicit forward-looking statements or guidance regarding the company's future performance or strategic direction, beyond the vesting schedule for restricted share units.

Industry Context

This filing indicates a continued significant stake by MHR Fund Management in Starz Entertainment Corp., a company operating in the media and entertainment industry. The acquisition of additional shares from Discovery Lightning Investments Ltd. suggests a potential shift in ownership structure within the industry, though the document does not provide broader industry trend analysis.

Comparison to Industry Standards

• This document is a Schedule 13D filing detailing beneficial ownership and a specific share purchase, and as such, it does not contain information suitable for comparison to global industry benchmarks, comparable companies, projects, or results.

Related Party Transactions

• Master Account and Capital Partners (100) entered into a Purchase Agreement with certain entities affiliated with Discovery Lightning Investments Ltd. to acquire 353,334 Common Shares for US$5,000,000.00.

Stakeholder Impact

• Shareholders: The increased stake by MHR Fund Management and Dr. Rachesky could be viewed positively, indicating strong investor confidence and potentially a more active shareholder base.

Next Steps

• Vesting of 118 restricted share units for Dr. Rachesky on September 13, 2025.
• Vesting of 1,358 restricted share units for Dr. Rachesky on November 29, 2025.

Key Dates

Recommendation

Keywords

Starz Entertainment Corp., Lions Gate Entertainment Corp., SEC Filing, Schedule 13D, Beneficial Ownership, MHR Fund Management, Mark H. Rachesky, Share Purchase, Institutional Investor, Common Shares, Discovery Lightning Investments