One Equity To Join TV Guide Network

One Equity Partners, the buyout arm of JPMorgan Chase, will pay $123 million for a 49% stake in TV Guide Network and TVGuide.com. Lions Gate Entertainment Corp. purchased TV Guide Network for $250 million in February after One Equity saw its agreement to purchase the company broken by its seller. Private investor Allen Shapiro will serve as Chairman of the joint venture.

Press release:

Lionsgate (NYSE: LGF) , the leading next generation studio, announced today that One Equity Partners (OEP), the global private equity investment arm of JPMorgan Chase, will become a 49% equity partner in Lionsgate’s TV Guide Network and TVGuide.com. One Equity Partners will pay approximately $123 million in cash for a 49% stake in the network and the TVGuide.com online business. OEP retains the option of buying another 1% of TV Guide Network and TVGuide.com under certain circumstances. Allen Shapiro, a leading media investor, has also joined the partnership and will play an important role in the channel’s growth as Chairman of the joint venture, partnering with Lionsgate Co-Chairman and Chief Executive Officer Jon Feltheimer to lead the channel’s Executive Committee, supported by Lionsgate’s television management team.

Lionsgate acquired TV Guide Network, which reaches approximately 83 million homes and is one of the 30 most widely-distributed cable networks, and leading online navigation site TVGuide.com on February 28, 2009 for approximately $250 million.

“We are delighted to welcome both One Equity Partners and Allen Shapiro as partners in TV Guide Network and TVGuide.com,” said Feltheimer. “Given their longstanding interest in the channel and the alignment of our interests, they are the ideal partners. OEP is a distinguished and well-capitalized firm that shares our vision of building a dynamic entertainment channel driven by Lionsgate-branded content that will prove to be a major force within our industry.”

“I believe that TV Guide Network and TVGuide.com are unique assets which are difficult to replicate and create enormous opportunities for sustained future growth,” said Shapiro.

“We are pleased to partner with Lionsgate and Allen Shapiro on these two unique properties within the media landscape,” said One Equity Partners Managing Director Greg O’Hara. “The marriage of Lionsgate’s tremendous content creation and marketing prowess, our financial resources and expertise and Allen Shapiro’s media investment track record form the kind of winning combination that we have sought from day one.”

“We’re pleased to add the tremendous resources of OEP and Allen Shapiro to our channel,” said Ryan O’Hara, President of TV Guide Network and TVGuide.com. “They will bring great value to our TV Guide Network and TVGuide.com brands.”

The acquisition of TV Guide Network continues Lionsgate’s strategy of leveraging its content leadership into new channel distribution platforms that include the branded horror channel FEARnet, operated with partners Sony and Comcast, and the new premium entertainment channel EPIX, which is scheduled to launch in October with partners Viacom and MGM. The acquisition of TVGuide.com, a leading online navigation site which has grown from five to 19 million monthly unique visitors in the past three years, continues to expand Lionsgate’s online businesses, which include a 42 percent investment in leading young men’s site Break Media and an innovative partnership with YouTube for a dedicated Lionsgate channel of filmed entertainment content.

ABOUT LIONSGATE

Lionsgate is the leading next generation studio with a strong and diversified presence in the production and distribution of motion pictures, television programming, home entertainment, family entertainment, video-on-demand and digitally delivered content. The Company is leveraging its content leadership and marketing expertise to create a multiplatform global industry leader in entertainment through the recent acquisition of TV Guide Network, one of the 25 most widely distributed cable networks, the recent acquisition of TVGuide.com, a premier content and navigation portal, partnerships that include the FEARnet branded VOD and Internet horror channel with Sony and Comcast, the expected fall 2009 launch of EPIX, a new premium entertainment channel with partners Viacom and MGM, investment in the leading young men’s digital distribution platform Break Media, ownership of the premier independent television syndication company Debmar-Mercury and an alliance with independent filmed entertainment production and distribution company Roadside Attractions.

The Company is a market share leader at the North American theatrical box office for calendar 2009 due to recent theatrical box office successes such as TYLER PERRY’S MADEA GOES TO JAIL, the second highest-grossing film in Lionsgate history, MY BLOODY VALENTINE 3D and THE HAUNTING IN CONNECTICUT. Other recent successes include SAW V, RELIGULOUS, FORBIDDEN KINGDOM, RAMBO and THE BANK JOB. Lionsgate has forged a strong position in television with the production of such critically-acclaimed series as “Mad Men,” “Weeds” and “Crash,” the distribution of Tyler Perry’s “House of Payne,” “Family Feud” and “South Park,” and upcoming shows including Tyler Perry’s “Meet The Browns” and “The Wendy Williams Show.” In addition, the Company’s home entertainment business, propelled by such recent DVD successes as TRANSPORTER 3, SAW V and TYLER PERRY’S THE FAMILY THAT PREYS, is the industry leader in box office-to-DVD conversion rate and has market share of nearly 8%. Lionsgate handles a prestigious and prolific library of approximately 12,000 motion picture and television titles that is an important source of recurring revenue and serves as the foundation for the growth of the Company’s core businesses. The Lionsgate brand remains synonymous with original, daring, quality entertainment in markets around the world.

ABOUT ALLEN SHAPIRO

Allen Shapiro was most recently President of Mosaic Media Group and CEO of dick clark productions. As President, Mr. Shapiro expanded Mosaic from an entertainment service business into an asset management company by investing in and controlling strategic media assets. Mr. Shapiro facilitated the leveraged buyout of dick clark productions (dcp) and became CEO of dcp in 2004. While at dcp, Shapiro served as Executive Producer of “So You Think You Can Dance,” The Golden Globes, American Music Awards, Academy of Country Music Awards, and New Years Rockin’ Eve. dcp was successfully sold in June 2007. Mr. Shapiro arranged Mosaic’s acquisition of Hamstein Music (ZZ Top) and the Daksel & Seldak (Aerosmith) catalog to form Mosaic Music Publishing. Mosaic Music Publishing was sold successfully in 2005. Prior to joining Mosaic, Shapiro served as President / CEO of The IndieProd Company, where he arranged the sale of the Company to Carolco Pictures Inc. While at IndieProd, Shapiro also produced numerous films and television shows. In 1983, Shapiro joined, and subsequently became a partner at the law firm Gipson Hoffman & Pancione. Shapiro also headed the music practice of the prestigious Kaplan, Livingston, Goodwin, Berkowitz and Selvin firm and specialized in music and entertainment law in private practice. Shapiro’s professional career began in his hometown of Chicago, IL in the Office of the General Counsel at Playboy Enterprises, Inc.

ABOUT ONE EQUITY PARTNERS

Established in 2001, One Equity Partners manages $8 billion of investments and commitments for J.P. Morgan Chase & Co. in direct private equity transactions. One Equity Partners has invested in over 30 companies in a variety of industries including defense, chemicals, healthcare, technology and manufacturing. One Equity Partners’ investment professionals are located across North America, Europe and Asia, with offices in New York, Chicago, Menlo Park, Frankfurt and Hong Kong. Visit http://www.oneequity.com/ for more information.