Starz Entertainment Corp.
0.00%
0
929351
855919106
Jun 1, 2025
Jun 4, 2025, 05:23 PM
Reporting Persons (2)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Warner Bros. Discovery, Inc. | CO | 0.00% | 0 | 0 | 0 |
| Discovery Lightning Investments Ltd. | CO | 0.00% | 0 | 0 | 0 |
Disclosure Items (6)
Common Shares, no par value.
Starz Entertainment Corp.
250 Howe Street, 20th Floor, Vancouver, A1, V6C 3R8
Warner Bros. Discovery, Inc. Discovery Lightning Investments Ltd. The agreement among the Reporting Persons relating to the joint filing of this Schedule 13D is filed as Exhibit 99.1 hereto.
The principal business address of WBD is 230 Park Avenue South, New York, New York 10003. The principal business address of DLI is Chiswick Park Building 2, 566 Chiswick High Road, London, United Kingdom W4 5YB.
WBD is a global media company, and DLI holds investments in the Issuer. Information regarding the officers and directors of WBD and DLI is set forth on Annex A hereto and is incorporated herein by reference.
None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
The jurisdiction of organization for WBD is the U.S.A. The jurisdiction of organization for DLI is the United Kingdom.
Item 5 is hereby amended to read in its entirety as follows: The responses of each of the Reporting Persons with respect to Rows 11, 12, and 13 of the cover pages of this Schedule 13D that relate to the aggregate number and percentage of Common Shares (including but not limited to footnotes to such information) are incorporated herein by reference. The responses of each of the Reporting Persons with respect to Rows 7, 8, 9, and 10 of the cover pages of this Schedule 13D that relate to the number of Common Shares as to which each of the persons or entities referenced in Item 2 above has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of (including but not limited to footnotes to such information) are incorporated herein by reference. DLI and WBD beneficially own no Common Shares.
The information provided in Item 5(a) of this Schedule 13D is incorporated herein by reference.
On June 3, 2025, DLI consummated the sale of 353,334 Common Shares, at a price per Common Share of $14.1509, to the MHR Entities in a private transaction for aggregate cash consideration of $5,000,000, pursuant to and in accordance with the Purchase Agreement. Except as otherwise set forth in this Schedule 13D, including Amendment No. 6 filed on May 8, 2025, each of the Reporting Persons reports that neither it, nor to its knowledge, any other person named in Item 2 of the Schedule 13D, has effected any transactions in Common Shares during the past 60 days.
Not applicable.
Each of DLI and WBD ceased to be the beneficial owner of more than five percent of the Common Shares on June 3, 2025.
Item 6 is hereby amended by adding the following to the end thereof: The description of the Purchase Agreement in Item 4 is incorporated herein by reference.
Item 7 is hereby amended by adding the following exhibits in appropriate numerical order. 99.1.7 Joint Filing Agreement, dated as of June 4, 2025, by and between Warner Bros. Discovery, Inc. and Discovery Lightning Investments Ltd. 99.15 Annex A, dated June 4, 2025. 99.16 Purchase Agreement, dated as of June 2, 2025, by and among MHR Capital Partners Master Account LP, MHR Capital Partners (100) LP and Discovery Lightning Investments Ltd.