Saregama Board Approves ₹325 Crore Bhansali Productions Acquisition Deal

3 min read     Updated on 16 Dec 2025, 04:02 PM
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Overview

Saregama India Limited's board has approved a strategic ₹325 crore acquisition of Bhansali Productions Private Limited through compulsory convertible preference shares. The performance-based deal secures exclusive music rights to all future BPPL films and provides Saregama with 28-51% stake depending on operating performance over three years. The partnership combines Bhansali's creative control with Saregama's financial oversight, expected to deliver EPS accretion by FY27.

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Saregama India Limited's Board of Directors has approved the execution of transaction agreements for acquiring Bhansali Productions Private Limited (BPPL) in a strategic deal valued at ₹325.00 crores. The board meeting held on December 16, 2025, formalized the partnership structure that combines equity investment with exclusive music rights arrangements.

Board Approval and Transaction Structure

The board has approved multiple agreements that form the comprehensive acquisition framework:

Agreement Type: Purpose
Investment Agreement (IA): Subscription terms and conversion conditions
Shareholders Agreement (SHA): Rights and obligations framework
Music Rights Agreement (MRA): Exclusive music content acquisition
Ancillary Agreements: Transaction implementation support

The initial investment involves subscription of 9,960 compulsory convertible preference shares (CCPS) with a face value of ₹10.00 each, totaling ₹325.00 crores. Upon conversion of these preference shares, Saregama's shareholding in BPPL will rise to 51.00%, providing majority control of the production house.

Multi-Tranche Acquisition Timeline

The acquisition will proceed through structured phases with specific timelines and shareholding targets:

Phase: Timeline Shareholding Target
CCPS Subscription: On or before February 14, 2026 Initial investment
2028 Option: Within 60 days of Sept 2028 financials Minimum 28.00% (up to 49.90%)
2030 Option: Within 60 days of March 2030 financials Up to 51.00% majority stake

The 2028 Option ensures Saregama maintains at least 28.00% shareholding on a fully diluted basis, while the 2030 Option provides the right to acquire majority control with 51.00% shareholding through the CCPS conversion mechanism.

Strategic Partnership Framework and Music Rights

Managing Director Vikram Mehra emphasized the deal's strategic structure during the investor conference call, highlighting that the valuation is performance-based rather than historical. The partnership ensures Bhansali Productions retains complete creative control while Saregama provides governance oversight and financial discipline.

Strategic Component: Details
Music Rights Coverage: 30-40% of Hindi film music pipeline
Pricing Structure: Pre-agreed formula based on production cost
Creative Control: Retained by Bhansali Productions
Financial Oversight: Managed by Saregama

The exclusive Music Rights Agreement guarantees Saregama access to all future film music from BPPL productions through a pre-agreed pricing formula, eliminating competitive bidding scenarios. This arrangement is expected to secure approximately 30.00% of Saregama's Hindi film music content, potentially reaching 40.00%.

Bhansali Productions Profile and Performance

Bhansali Productions Private Limited, incorporated on May 8, 2003, operates in media and entertainment with focus on content creation, production and distribution. The company is promoted by Sanjay Navin Bhansali, renowned for directing acclaimed films including Bajirao Mastani, Gangubai Kathiawadi, Padmaavat, and the Netflix series Heeramandi.

Financial Metric: FY25 Performance
Revenue: ₹304.14 crores
EBITDA: ₹60.00 crores
PAT: ₹45.00 crores
Business Focus: Long-form content production

The production house maintains a robust content pipeline with over 10 feature films planned for the next three years, including major upcoming releases Love and War starring Ranbir Kapoor, Alia Bhatt and Vicky Kaushal, and Do Deewane Sheher Mein featuring Siddhant Chaturvedi and Mrunal Thakur.

Valuation Structure and Investment Benefits

The deal structure incorporates performance-linked valuation parameters, with the company's total valuation ranging between ₹650.00 crores and ₹1,590.00 crores based on operating margin performance over the next three years. This structure ensures Saregama pays for future performance rather than past achievements.

Investment Scenario: Valuation Range Saregama Stake
Lower Performance: ₹650.00 crores Higher percentage
Higher Performance: ₹1,590.00 crores 28.00% minimum
Additional Investment: September 2028 Performance-based

The investment is expected to be EPS accretive by FY27, with anticipated margin improvements across both Music and Video segments. Saregama plans to gradually wind down its in-house film production activities over the next 1-2 years, releasing ₹150.00-175.00 crores of working capital currently tied up in video business.

The transaction closing remains subject to satisfaction of customary conditions precedent and subsequent conditions as outlined in the transaction agreements. This strategic acquisition positions both companies for enhanced growth in India's expanding entertainment industry while leveraging their complementary strengths in content creation and music distribution.

Historical Stock Returns for Saregama India

1 Day5 Days1 Month6 Months1 Year5 Years
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Saregama Completes Full Acquisition of Finnet Media Through Pocket Aces

1 min read     Updated on 19 Nov 2025, 06:43 PM
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Reviewed by
Ashish TScanX News Team
Overview

Saregama India Limited's subsidiary, Pocket Aces Pictures Private Limited (PAPPL), has acquired 100% equity share capital of Finnet Media Private Limited. The acquisition involves 3,00,000 equity shares and plans for additional 2,88,235 Optionally Convertible Preference Shares after two years. This move is part of Saregama's strategy to expand in the digital content space, with plans to acquire more Original Content Producers in the next two years.

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Saregama India Limited has announced the completion of its acquisition of Finnet Media Private Limited through its material subsidiary, Pocket Aces Pictures Private Limited (PAPPL). This strategic move marks a significant step in Saregama's expansion plans in the digital content space.

Key Details of the Acquisition

Aspect Details
Acquired Company Finnet Media Private Limited
Acquiring Entity Pocket Aces Pictures Private Limited (PAPPL)
Stake Acquired 100% equity share capital
Number of Shares 3,00,000 equity shares (face value Rs.10 each)
Completion Date November 19, 2025
Additional Acquisition 2,88,235 Optionally Convertible Preference Shares (OCPS) after 2 years

Implications and Future Plans

The acquisition of Finnet Media transforms it into a wholly-owned subsidiary of PAPPL, effectively bringing it under the Saregama umbrella. This move aligns with Saregama's broader strategy to strengthen its position in the digital content production landscape.

Saregama has indicated plans to acquire additional Original Content Producers (OCPs) over the next two years. This suggests an effort by the company to expand its content creation capabilities and diversify its portfolio in the digital media space.

Corporate Disclosure

The completion of this acquisition was disclosed by Saregama India Limited in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company had previously notified the stock exchanges about the Board of Directors' approval for this acquisition on September 25, 2025.

Historical Stock Returns for Saregama India

1 Day5 Days1 Month6 Months1 Year5 Years
-4.52%-1.08%-4.50%-28.46%-38.22%+303.99%
Saregama India
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