NCLT approves the merger of Viacom18 and Star India: Report

The merger scheme between Reliance Industries' Viacom18, Digital18, and Walt Disney's Star India has been approved by the NCLT's Mumbai bench. The tribunal has selected retired Justice Suresh Chandrakant Gupte to lead the discussions for both secured and unsecured creditors of Viacom18, as well as the unsecured creditors of Star India, as reported by ET.

If Justice Gupte is not available, Naina Krishna Murthy will take on the responsibility. B Narsimhan, who owns BN Associates, has been assigned to oversee the meetings of creditors for both companies.

The merger process consists of two steps: first, Viacom18's TV and streaming assets are transferred to Digital18, and then these assets are demerged and transferred to Star India. In exchange for the arrangement, Viacom18 will hand over JioCinema to Digital18 and receive payment of Rs 24,186 crore in the form of 24.18 billion fully paid-up shares of Rs 10 each. Viacom18 will also shift its media business to Digital18 in exchange for Rs 2,769 crore through the issuance of 2.76 billion fully paid-up shares of Rs 10 each.

Digital18 will proceed to transfer Viacom18 assets to Star India, which will distribute equitable shares to all Digital18 stakeholders. After shares are allocated to Digital18 and RIL, Star India's ownership will be distributed between Walt Disney (36.63%), Digital18 (46.11%), and RIL (16.34%).

In a distinct ruling on May 15, the NCLT Mumbai branch sanctioned the merger of Novi Digital Entertainment, which owns Disney+ Hotstar, with Star India, its parent company. The companies seeking approval must share details about their corporate and performance guarantees, contingent liabilities, ongoing IBC cases, litigation information, letters of credit, and margin money.