VOTING AGREEMENTVoting Agreement • July 1st, 2016 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production • New York
This VOTING AGREEMENT, dated as of June 30, 2016 (this “Agreement”), is made and entered into by and among Starz, a Delaware corporation (the “Company”), Lions Gate Entertainment Corp., a corporation organized and existing under the laws of British Columbia (“Parent”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (the “Discovery Stockholder”), and Discovery Communications, Inc., a Delaware corporation (“Discovery Parent”).
STOCK EXCHANGE AGREEMENTStock Exchange Agreement • July 1st, 2016 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production • Delaware
This STOCK EXCHANGE AGREEMENT, dated as of June 30, 2016, and effective as of any Specified Termination Event (defined below) (this “Agreement”), is made by and among Lions Gate Entertainment Corp., a corporation organized and existing under the laws of British Columbia (“Lionsgate”), Orion Arm Acquisition Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Lionsgate (“Purchaser”), and the stockholders listed on Schedule 1 (each a “Stockholder,” and collectively the “Stockholders”).
VOTING AGREEMENTVoting Agreement • July 1st, 2016 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production • Delaware
This VOTING AGREEMENT, dated as of June 30, 2016 (this “Agreement”), is made and entered into by and among Lions Gate Entertainment Corp., a corporation organized and existing under the laws of British Columbia (“Parent”), Starz, a Delaware corporation (the “Company”), each of the stockholders of the Company that are listed on Schedule A hereto (each, a “Individual Stockholder” and, collectively, the “Individual Stockholders”), and LG Leopard Canada LP, an Ontario limited partnership and indirect wholly owned Subsidiary of Parent (the “Parent Purchaser”, and together with the Individual Stockholders, the “Stockholders”).
AGREEMENT AND PLAN OF MERGER by and among LIONS GATE ENTERTAINMENT CORP., ORION ARM ACQUISITION INC., and STARZ Dated as of June 30, 2016Merger Agreement • July 1st, 2016 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 30, 2016 by and among Lions Gate Entertainment Corp., a corporation organized and existing under the corporate laws of British Columbia (“Parent”), Orion Arm Acquisition Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Merger Sub”), and Starz, a Delaware corporation (the “Company”).
