MHR Fund Management amends Lions Gate stake

TL;DR

MHR Fund Management just updated their Lions Gate stake filing. Watch this space.

AI Summary

MHR Fund Management LLC, along with its affiliates Mark H. Rachesky, M.D., MHR Holdings LLC, MHR Institutional Advisors III LLC, and MHR Institutional Partners III LP, has filed an amendment to their Schedule 13D concerning Lions Gate Entertainment Corp. The filing, dated May 14, 2024, indicates a change in their beneficial ownership of the company's securities.

Why It Matters

This filing signals a potential shift in the ownership structure or strategy of Lions Gate Entertainment, which could impact its future operations and stock performance.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can precede significant corporate actions or shifts in control, introducing uncertainty.

Key Players & Entities

• MHR Fund Management LLC (company) — Filer
• Mark H. Rachesky, M.D. (person) — Group Member
• MHR Holdings LLC (company) — Group Member
• MHR Institutional Advisors III LLC (company) — Group Member
• MHR Institutional Partners III LP (company) — Group Member
• Lions Gate Entertainment Corp (company) — Subject Company

FAQ

Filing Documents

• d823082dsc13da.htm (SC 13D/A) — 105KB
• 0001193125-24-138334.txt ( ) — 107KB

SIGNATURES

SIGNATURES 11 Table of Contents Page 8 of 11 Pages This statement on Schedule 13D (this Statement ) amends and supplements, as Amendment No. 29, the Schedule 13D filed on March 18, 2009 (the Original Schedule 13D ), which was amended on July 13, 2009 by Amendment No. 1 to the Original Schedule 13D ( Amendment No. 1 ), on September 17, 2009 by Amendment No. 2 to the Original Schedule 13D ( Amendment No. 2 ), on October 26, 2009 by Amendment No. 3 to the Original Schedule 13D ( Amendment No. 3 ), on July 21, 2010 by Amendment No. 4 to the Original Schedule 13D ( Amendment No. 4 ), on July 30, 2010 by Amendment No. 5 to the Original Schedule 13D ( Amendment No. 5 ), on January 10, 2011 by Amendment No. 6 to the Original Schedule 13D ( Amendment No. 6 ), on September 1, 2011 by Amendment No. 7 to the Original Schedule 13D ( Amendment No. 7 ), on September 8, 2011 by Amendment No. 8 to the Original Schedule 13D ( Amendment No. 8 ), on September 15, 2011 by Amendment No. 9 to the Original Schedule 13D ( Amendment No. 9 ), on October 17, 2011 by Amendment No. 10 to the Original Schedule 13D ( Amendment No. 10 ), on January 19, 2012 by Amendment No. 11 to the Original Schedule 13D ( Amendment No. 11 ), on February 6, 2012 by Amendment No. 12 to the Original Schedule 13D ( Amendment No. 12 ), on May 14, 2012 by Amendment No. 13 to the Original Schedule 13D ( Amendment No. 13 ), on January 10, 2013 by Amendment No. 14 to the Original Schedule 13D ( Amendment No. 14 ), on June 3, 2013 by Amendment No. 15 to the Original Schedule 13D ( Amendment No. 15 ), on January 30, 2015 by Amendment No. 16 to the Original Schedule 13D ( Amendment No. 16 ), on April 9, 2015 by Amendment No. 17 to the Original Schedule 13D ( Amendment No. 17 ), on April 30, 2015 by Amendment No. 18 to the Original Schedule 13D ( Amendment No. 18 ), on September 4, 2015 by Amendment No. 19 to the Original Schedule 13D ( Amendment No. 19 ), on November 13, 2015 by Amendment No. 20 to the Original Sched

is hereby amended to add the following

Item 4 is hereby amended to add the following: All of the Class A Voting Shares reported on this Statement were acquired for investment purposes. The Reporting Persons intend to review their holdings in the Issuer on a continuing basis and as part of this ongoing review evaluate various alternatives that are or may become available with respect to the Issuer and its securities. Except as otherwise set forth in this Statement, neither the Reporting Persons nor, to the best of their knowledge, any of the other persons identified in response to Item 2 hereof, has any plans or proposals that relate to or would result in the occurrence of any of the transactions described in subparagraphs (b) through (j) of Item 4 of Schedule 13D. (a) The Reporting Persons may from time to time and at any time (in accordance with any trading policy of the Issuer or its subsidiaries and affiliates that may then be applicable to the Reporting Persons) in their sole discretion acquire, or cause to be acquired, additional equity or debt securities or other instruments of the Issuer, its subsidiaries or affiliates, or dispose, or cause to be disposed, such equity or debt securities or instruments, in any amount that the Reporting Persons may determine in their sole discretion, through public or private transactions or otherwise. In addition to the foregoing, certain of the Reporting Persons are pursuing various alternatives with respect to the Issuers securities in order to create liquidity opportunities for limited partners of certain of such Reporting Persons. Among the alternatives being pursued, such Reporting Persons are considering forming a continuation vehicle or other special purpose vehicle that would continue to be controlled by certain of the Reporting Persons that would enable existing limited partners to achieve liquidity or continue their indirect investment in the Issuer, making an in-kind distribution to certain limited partners of certain of such Reporting Persons, or ef

to this Statement is hereby incorporated by reference

Item 6 to this Statement is hereby incorporated by reference. Item6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

is hereby amended to add the following

Item 6 is hereby amended to add the following: LG Studios Investor Rights Agreement Reference is made to that certain business combination agreement, dated as of December 22, 2023 (as amended, the Business Combination Agreement ) as further described by the Issuer on Schedule 14A, dated December 22, 2023. In connection with the closing of the transactions contemplated by the Business Combination Agreement, on May 13, 2024, Lionsgate Studios Corp., a corporation organized under the laws of British Columbia, Canada (the LG Studios ), Fund Management and certain of its affiliates, Liberty, Liberty Global, Discovery and Discovery Lightning entered into an investor rights agreement (the LG Studios Investor Rights Agreement ) that duplicates the provisions of the Investor Rights Agreement with respect to LG Studios, including board designation and preemptive rights. Under the LG Studios Investor Rights Agreement, the initial designees to the board of directors of LG Studios (the LG Studios Board ) of Fund Management are Dr. Mark H. Rachesky, Emily Fine and John D. Harkey, Jr. The initial designee to the LG Studios Board of Liberty Global is Michael T. Fries and the initial designee to the LG Studios Board of Discovery is Priya Dogra. The foregoing description of the LG Studios Investor Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Investor Rights Agreement, which is attached hereto as Exhibit 99.1 and incorporated herein by reference. Voting and Standstill Agreement Amendment In connection with the closing of the transactions contemplated by the Business Combination Agreement, on May 13, 2024, the Issuer, LG Studios, Fund Management and certain of its affiliates, Liberty, Liberty Global, Discovery and Discovery Lightning entered into an amendment to the Voting and Standstill Agreement (the Amendment to the Voting and Standstill Agreement ) to add LG Studios as a party thereto such that th

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Date: May 14, 2024 MHR INSTITUTIONAL PARTNERS III LP By: MHR Institutional Advisors III LLC, its General Partner By: /s/ Janet Yeung Name: Janet Yeung Title: Authorized Signatory MHR INSTITUTIONAL ADVISORS III LLC By: /s/ Janet Yeung Name: Janet Yeung Title: Authorized Signatory MHR FUND MANAGEMENT LLC By: /s/ Janet Yeung Name: Janet Yeung Title: Authorized Signatory MHR HOLDINGS LLC By: /s/ Janet Yeung Name: Janet Yeung Title: Authorized Signatory MARK H. RACHESKY, M.D. By: /s/ Janet Yeung, Attorney-in-Fact

View Full Filing

View this SC 13D/A filing on SEC EDGAR