Sony Pictures Networks India (SPNI), a wholly-owned subsidiary of Sony Group Corporation, has signed an exclusive, non-binding term sheet with respect to a proposed merger of SPNI and Zee Entertainment Enterprises Ltd., a leading Indian media and content company.

SPNI and ZEEL have entered into an agreement to combine both companies’ linear networks, digital assets, production operations and program libraries. The non-binding Term Sheet provides an exclusive negotiation period of 90 days during which the companies will conduct mutual diligence and negotiate definitive, binding agreements. The combined company would be a publicly listed company in India and be better positioned to lead the consumer transition from traditional pay TV into the digital future.
The merger would bring together two leading Indian media network businesses, benefitting consumers throughout India across content genres, from film to sports. The combined company is expected to benefit all stakeholders given strong synergies. Under the terms announced, Sony Pictures Entertainment, the parent company of SPNI, would invest growth capital so that the unit has a cash balance of approximately USD 1.575 billion at closing for use to enhance the combined company’s digital platforms across technology and content, ability to bid for broadcasting rights in the fast-growing sports landscape and pursue other growth opportunities. SPE would hold a majority stake in the combined company.
Current ZEEL Managing Director & CEO, Punit Goenka is to lead the combined company. The combined company’s board of directors would include directors nominated by Sony Group and result in them having the right to nominate the majority of the board members. The final transaction would be subject to completion of customary due diligence, negotiation and execution of definitive binding agreements, and required corporate, regulatory and third-party approvals, including ZEEL shareholder vote.