Film exhibition majors PVR and INOX Leisure on Sunday announced merger.
Accordingly, the Board of PVR and the Board of INOX Leisure at their respective meetings approved an all stock amalgamation of INOX with PVR.
"The amalgamation is subject to approval of the shareholders of PVR and INOX respectively, stock exchanges, SEBI and such other regulatory approvals as may be required," a joint statement said.
"Upon obtaining all approvals, when the merger becomes effective, INOX will merge with PVR."
As per the statement, shareholders of INOX will receive shares of PVR in exchange of shares of the former at the approved exchange ratio.
"Post the merger, the promoters of INOX will become co-promoters in the merged entity along with the existing promoters of PVR."
"Upon effectiveness of the scheme, the Board of Directors of the merged company would be re-constituted with total board strength of 10 members and both the promoter families having equal representation on the Board with 2 board seats each."
According to the statement, Ajay Bijli would be appointed as the Managing Director and Sanjeev Kumar would be appointed as the Executive Director.
"Pavan Kumar Jain would be appointed as the Non- Executive Chairman of the Board. Siddharth Jain would be appointed as Non-Executive Non-Independent Director in the combined entity."
"The combined entity will be named as PVR INOX Limited with branding of existing screens to continue as PVR and INOX respectively. New cinemas opened post the merger will be branded as PVR INOX."
Besides, post the merger, PVR promoters will have 10.62 per cent stake while INOX promoters will have 16.66 per cent stake in the combined entity.
"The partnership of these two brands will put consumer at the centre of its vision and deliver an unparalleled movie going experience to them," said Ajay Bijli, Chairman and Managing Director of PVR.
"The film exhibition sector has been one of the worst impacted sectors on account of the pandemic and creating scale to achieve efficiencies is critical for the long term survival of the business and fight the onslaught of digital OTT platforms."
In addition, the combined entity will become the largest film exhibition company in India operating 1,546 screens across 341 properties across 109 cities.
"The combination would augur well for the growth of the Indian cinema exhibition industry, besides ensuring tremendous value creation for all stakeholders, including customers, real estate developers, content producers, technology service providers, the state exchequer and above all, the employees."
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