India's leading multiplex players PVR and Inox on Sunday announced their merger after meetings of their board of the directors. The respective boards of the two companies approved an all-stock merger of Inox with PVR.
The combined entity will be named PVR Inox Limited, with the branding of existing screens to continue as PVR and Inox. New cinema halls which will open post the merger will be branded as PVR Inox.
The merger though is subject to the approval of the shareholders of both the entities.
It was also decided that PVR Chairman Ajay Bijli will be the Managing Director of the combined entity and Sanjeev Kumar would be appointed as the Executive Director.
Chairman of INOX Group Pavan Kumar Jain will be appointed as the Non-Executive Chairman of the Board. Siddharth Jain will be appointed as Non-Executive Non-Independent Director in the combined entity, said the two firms in separate exchange filings.
As per the agreement, Inox will merge with PVR in a share swap ratio of 3 shares of PVR for every 10 shares of Inox.
"The amalgamation is subject to the approval of the shareholders of PVR and INOX, respectively, stock exchanges, SEBI and such other regulatory approvals as may be required. Post the merger, the promoters of INOX will become co-promoters in the merged entity along with the existing promoters of PVR," the filing said.
PVR Promoters will have a 10.62 per cent stake, while Inox promoters will have 16.66 per cent stake in the combined entity, it added.
When the merger comes into effect, the board of the merged company would be reconstituted with total board strength of 10 members and both the promoter families having equal representation on the board with two seats each.
The merger will unlock significant complementarity and growth potential and offers compelling revenue and cost synergies, the statement added.
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