Prime Focus has announced the completion of a significant corporate restructuring transaction involving the divestment of its wholly-owned subsidiary to one of its material subsidiaries. The company informed stock exchanges about this development through a regulatory filing under LODR Regulations.

Transaction Details

Prime Focus Limited has successfully transferred its entire equity shareholding in wholly-owned subsidiary Prime Focus Studios Private Limited (PF Studio) to material subsidiary DNEG S.a.r.l., Luxembourg. The transaction structure and key parameters are outlined below:

Corporate Structure Changes

Prime Focus Studios Private Limited, which was formerly known as PF Studio Private Limited and Prime Focus Production Services Private Limited, represents a complete divestment from the parent company's direct holdings. The subsidiary is being transferred to DNEG S.a.r.l., which is described as a material subsidiary of Prime Focus Limited.

The transaction was formalized through a Share Sale and Purchase Agreement (SPA) executed between the parties on October 27, 2025. The entire shareholding held by Prime Focus Limited in PF Studio has been transferred with effect from December 15, 2025.

Regulatory Compliance

The company has fulfilled its disclosure obligations under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The announcement references an earlier disclosure dated February 10, 2025, indicating that this transaction was previously communicated to the market.

Market Communication

Prime Focus Limited has formally notified both major Indian stock exchanges about this corporate action. The regulatory filing was signed by Parina Shah, Company Secretary and Compliance Officer, ensuring proper corporate governance procedures were followed throughout the divestment process.

Prime Focus Limited , a leading media and entertainment services company, has confirmed the successful completion of its ₹5,552 crore preferential issue and strategic acquisition, responding to a BSE inquiry regarding recent news coverage. The company clarified that the transaction, originally announced in July 2025, was completed on November 19, 2025, when trading approval was granted by both BSE and NSE.

Transaction Completion Details

Key Components of the Deal

The preferential issue comprised two strategic components that have now been successfully executed:

Cash Component: ₹391 crore raised from 10 allottees Share Swap Component: ₹5,161 crore through share swap with 7 allottees

DNEG Acquisition Impact

A significant portion of the preferential issue was dedicated to acquiring a 31.05% stake in DNEG S.a.r.l, Prime Focus's material step-down subsidiary through a share swap arrangement.

BSE Clarification Response

In response to BSE's inquiry dated December 10, 2025, regarding news coverage on barandbench.com about the transaction, Prime Focus clarified that all developments had been properly disclosed to stock exchanges under Regulation 30 of SEBI Listing Regulations. The company emphasized its commitment to timely disclosure of all material information that could impact share price or volume.

Strategic Utilization

The proceeds from the completed preferential issue are being utilized for:

1. Further investment in DNEG consolidation
2. Business expansion initiatives
3. General corporate purposes

Market Position Enhancement

With the successful completion of this transaction, Prime Focus has significantly strengthened its position in the media and entertainment services industry. The increased control over DNEG operations, rising from 56.20% to 87.25% indirect holding, positions the company for enhanced operational efficiency and improved value realization for shareholders.