The international law firm Greenberg Traurig LLP represented RLJ Acquisition, Inc., a special purpose acquisition corporation (SPAC) sponsored by Robert Johnson, the founder of Black Entertainment Television (BET), in a transaction that closed Wednesday, October 3, to acquire two film distribution companies: Image Entertainment, Inc. and Acorn Media Group, Inc. The combined companies will operate as “RLJ Entertainment, Inc.” It is expected that the shares of RLJ Entertainment common stock will trade on the Nasdaq Capital Market. The deal will combine two major home entertainment movie libraries. Image has the exclusive rights to 3,700 DVD titles, including the Criterion Collection, and the digital download rights for 2,200 video programs. Acorn Media has the rights to many British television programs and films.
Under the terms of the business combination, holders of Image Entertainment common stock will receive shares of RLJ Entertainment common stock. Holders of Image preferred stock will receive cash, shares of common stock, warrants and notes of RLJ Entertainment. Current Image shareholders will own about 11 percent of the combined company. The owners of Acorn Media will receive cash, shares of common stock and warrants. The business combination was announced in April. RLJ Entertainment also entered into a $70 million credit agreement with a group of lenders in connection with the closing of the business combination.
RLJ was represented by a team of lawyers at Greenberg Traurig led by shareholder Alan I. Annex in the firm’s New York office.
The team also included New York shareholders Joseph A. Herz (Corporate/M&A), Kenneth A. Gerasimovich(Corporate/M&A), Shahe Sinanian (Corporate/M&A), Steve Mastbaum (Tax ), Ivy J. Lapides (Tax); Miami shareholderMindy B. Leathe (Employee Benefits); Las Vegas shareholders Michael Joseph Bonner (Corporate/M&A), John N. Brewer (Corporate/M&A), John C. Jeppsen (Corporate/M&A); Las Vegas associate Michael S. Shalmy(Corporate/M&A); New York of counsel Daniel I. Schloss (IP) and Mary K. Marks (Antitrust); New York associatesAaron M. Diamond (Corporate/M&A), Paul B. Stephan (Corporate/M&A), Sun-Young Park (Corporate/M&A), Amanda Adams (Corporate/M&A), Jacob D. Edelman (Real Estate), Ryan G. Reiffert (Corporate/M&A) and Julia M. Rogawski(Corporate/M&A); New York paralegal Charmaine H. Perdon (Corporate/M&A) and Miami associate Michael R. Einig(Employee Benefits).
