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22 September, 2021

The new "ZEE 4.0" Shareholder Activism in Zee Entertainment, and its merger with Sony India.

 

ZEE 4.0


Shareholder Activism in Zee Entertainment, and its merger with Sony India.

 

Zee 4.0, shareholder activism in ZEE entertainment and its merger with SONY


 

Article published as on Wednesday, 22nd  September, 2021 at 2:00 p.m. 

 



    On 14th September Zee entertainment rose 40% from approximately 187 to 260.

    What was the reason for such a spectacular price rise?

    The answer is Shareholder Activism!

     

    Shareholder activism by institutional investor Invesco (it’s an investment management company)


    A bit of a background story…

     

    Zee group had huge exposure to infrastructure space and after the 2018 IL&FS crisis, the group faced problems with the debt payment.

     

    To pay off the debts the promoters of Zee group started selling their assets.

    And in this process, they also had to sell a majority of their stake in Zee entertainment.

    (Their share is now down to 3.99% from 43.07% at the end of 2017)

     

    Invesco Fund is one such buyer that purchased the shares offered by the promoters. ]

    Their Buying price was around Rs 400 and happened around August of 2019.

    Their current share in Zee entertainment is 7.74%

    And another Fund that has joined hands with Invesco is OFI global Fund China with 10.14%

     

    Thus totaling 17.88% of the total share.

     

    Here is the circular uploaded on the BSE website of 13th September around 10 o’clock at late night.

    (Circular link to click here)

     

    Merger with Sony?

    Today morning at around 7:47 a.m the circular uploaded on BSE stated that the board has agreed to a ‘non –binding term sheet’ for merger with Sony Pictures Network India Ltd.

    Here few details of the term sheet are provided. (Link here)

     

    Merger with Sony is said to be positive and the stock price indeed reacted in that manner.

     

    Merger with Sony is said to be positive and the stock price indeed reacted in that manner.

    Management has been taking about ZEE 4.0 perhaps this was an indication of a change, an upgrade, and finally here it is, “ZEE 4.0


    Reason for removal of Directors?

    The reason for the removal request of few directors including Punit Goenka is rumored to be poor corporate governance, poor financial performance in FY20 and FY21, and also depressed share price.

     

     

    Personal comments on this event:

    Invesco, questioned the management and proposed their removal because they had bought the shares at Rs 400 2 years ago and now when the price is around 170-180 any shareholder would naturally question, why the share price is at such low levels?

     

    Since they have 7.74% shares, it is in their best interest that the company performs well, so that share price could also increase.

     

    If we had any other institutional investor such as any insurance company or mutual fund AMC, probably they wouldn’t have questioned the management in such a manner. They would have instead look for an opportune time and took an exit, or would have simply stayed invested. 

     

    SEBI stewardship code is very helpful which makes it compulsory for Mutual funds to vote on company resolution.

    And for this reason, we have recently seen shareholders opposing many resolutions in recent time, 

     

    Proxy advisors such as IiAS, SES and InGovern also have a role to play in advising Shareholders on how to vote on resolutions.

     

     

    What is the future now?

    Such Activities are positive because questioning management and firing them for poor performance makes them accountable. If they cannot perform then someone else who can do the Job better shall be hired.

     

    And this creates Long term shareholder value.

    In a manner, this event is positive even for the promoters.

     

    If the company is managed well, with strong corporate governance, the share price will rise. 

    And when share price would rise they would also benefit as promoters still own a 3.99% stake in the company.

     

    Key events for Zee Entertainment are 

    (1) Shareholders vote on the merger with Sony India

    (2) Call of an EGM for the Removal of Punit Goenka.

     

    Overall, such activities and events might sometimes even lead to lower share price,

    (As we saw in the case of Infosys when its CEO- Vishal Sikka resigned in 2017

    And since then price of Infosys has grown more than 3 times)

     

    Good governance is always appreciated and rewarded in the long term.

     

    Update as on 7th-October-2021   

    In the recent days, instead of calling an EGM and voting democratically, the board of Zee has still not called an EGM. And publishing articles targeting ‘Invesco’

     

    Here is the headline of the article published by Zeebiz of Zee business

     

    #DeshKaZee: Invesco a puppet in Chinas conspiracy against ZEEL-Sony mega-merger?

    Link of the article here

     

    Based on the above events, Zee entertainment after all doesn’t seem shareholder friendly company. Also the merger with Sony has not yet been approved by the shareholders, it’s even possible that the merger doesn’t happens after all. These are some risks the investor of Zee entertainment has to consider.


     Another article on Zee news. (Link here)

    Here Subhash Chandra talks about how Invesco wants to take over the company.

    Invesco is not a company, neither is its interest in running the company.

    Invesco is like a mutual fund company, all it wants is better governance and better performance so that it can earn a return on its investment in Zee entertainment.

     

    I remember when Essel group was in trouble and Zee Entertainment shares were tumbling down, all news channels except Zee business were covering this.

    I thought maybe it’s because of their policy that they talk or publish about any news regarding their own company.

     

    But after reading these Articles against Invesco and supporting the promoters of Zee.

    It seems promoters are misusing their media business. Also, these articles seem undoubtedly biased articles.

    This again reflects poorly on the side of the management and the promoters.




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