Simpson Thacher represented J.P. Morgan Securities LLC as the sole underwriter in connection with a registered secondary offering of common shares of Lions Gate Entertainment Corp. (“Lions Gate”).
The registered offering relates to an aggregate of 5,000,000 common shares of Lions Gate, of which 3,398,500 common shares (the “underwritten common shares”) were borrowed by Bank of America N.A. (or its affiliates) and sold through J.P. Morgan Securities LLC in an underwritten offering. This underwritten offering closed on November 18, 2015 and resulted in gross proceeds to Bank of America, N.A. of approximately $132 million. This underwritten offering of common shares of Lions Gate established Bank of America, N.A.’s initial hedge position of the variable prepaid share forward and collar transactions (the “hedging transactions”) between Bank of America, N.A. and Liberty Global Incorporated Limited, a wholly owned subsidiary of Liberty Global plc, and Discovery Lightning Investments Ltd., a wholly owned subsidiary of Discovery Communications, respectively. The hedging transactions relate to 5,000,000 common shares of Lions Gate in the aggregate. Following the underwritten offering, an additional 1,601,500 common shares of Lions Gate are expected to be sold by Bank of America, N.A. or its affiliates or agents from time to time on a registered basis at variable prices and in transactions that are not part of the underwritten offering.
Lions Gate is a premier next-generation global content leader with a strong and diversified presence in motion picture production and distribution, television programming and syndication, home entertainment, digital distribution, channel platforms and international distribution and sales. Its common shares are listed on the NYSE under the symbol “LGF.”
The Simpson Thacher team included Bill Brentani, Joyce Xu, Ryan Coombs and Andrew Simon-Rooke (Capital Markets); Linda Barrett and Leah Segall (Executive Compensation and Employee Benefits); Marcela Robledo (Intellectual Property); Alexis Coll-Very and Brandon Martin (Regulatory); and Judy Yan (Tax).