Constellation Agency owns The P Factory, an innovative marketing solutions provider and Platform Med
SINGAPORE - Media OutReach - 19 October 2018 - Spackman Entertainment Group Limited ("Spackman Entertainment Group" or the "Company" and together with its subsidiaries, the "Group"), one of Korea's leading entertainment production groups founded by financier Charles Spackman, wishes to announce that the Company has entered into a sale and purchase agreement with four independent third parties (the "Vendors") to acquire the entire issued and paid-up share capital of the Greenlight Content Limited (the "Target Company" or "Greenlight Content") (the "Proposed Acquisition").
The Target Company owns 100% equity interest in Greenlight Content Co., Ltd. which is incorporated in the Republic of Korea. Greenlight Content is headed by Mr. John Ko ("Mr. Ko"), one of the Vendors and the Chief Executive Officer of Greenlight Content Co., Ltd. He is a 20-year veteran in the media and technology industry. Mr. Ko's current and previous clients include Sidus Pictures, a film production and distribution company based in Korea, and Mongjakso Co. Ltd., a Korean producer of TV dramas.
Greenlight Content is primarily involved in the business of investing into dramas and movies, as well as providing consulting services for the production of Korean content. It is also one of the main investors of the Group's first co-produced drama, TERIUS BEHIND ME, a romantic comedy mystery story starring top Korean actor So Ji Sub of the Group's associated company, Spackman Media Group Limited ("Spackman Media Group"). TERIUS BEHIND ME led viewership ratings on the day of its premiere, 27 September 2018, in Korea. According to Nielsen Korea, the hit TV drama scored high premiere viewership ratings of 7.5%, 8.7%, 7.2% and 7.4% for the first four episodes released on the day of its premiere.
The total purchase consideration for the Proposed Acquisition shall be 150,000,000 newly issued ordinary shares of the Company at S$0.046 per share, which was arrived at following arm's length negotiations on a willing buyer, willing seller basis, as well as reviewing the average of the Group's past one month's volume weighted average price of approximately US$0.043, and taking into account, inter alia, Greenlight Content's unaudited net profit of US$938,916 (approximately S$1.3 million) for the period from 1 January 2018 to 30 September 2018 and the unaudited net asset and net tangible asset value of US$1.3 million (approximately S$1.9 million1) and US$1.0 million (approximately S$1.4 million1) as at 30 September 2018.
The Group views that the Proposed Acquisition is in line with the Group's strategy of expanding its business scope to the production of TV dramas as well as participating into high quality content projects. The Proposed Acquisition shall enable the Group to accelerate its access into these top-tier projects and reinforce the Group's foothold in the Korean drama sector which the Group has already launched entry into, starting with its first co-produced drama. In addition, Greenlight Content's unique strength as a consultant can allow the Group to better coordinate potential pairing of new content projects with the talent management platform of Spackman Media Group.
The Group believes that Greenlight Content is well-positioned to raise the utilization rate of Spackman Media Group as the Group continues to leverage on its talent management platform to participate into and actively fill roles in top quality entertainment content projects.
About Spackman Entertainment Group Limited
Spackman Entertainment Group Limited ("SEGL" or the "Company"), and together with its subsidiaries, (the "Group"), one of Korea's leading entertainment production groups founded by investment veteran, Mr. Charles Spackman, is primarily engaged in the independent development, production, presentation, and financing of theatrical motion pictures in Korea. In order to diversify our revenue streams, in the second half of 2018, we will to expand our business portfolio to include the production of Korean television dramas. In addition to our content business, we also make investments into entertainment companies and film funds that can financially and strategically complement our existing core operations. SEGL is listed on the Catalist of the Singapore Exchange Securities Trading Limited under the ticker 40E.
SEGL's Zip Cinema Co., Ltd. ("Zip Cinema") is one of the most recognised film production labels in Korea and has originated and produced some of Korea's most commercially successful theatrical films, consecutively producing 8 profitable movies since 2009 representing an industry leading track record. Recent theatrical releases of Zip Cinema's motion pictures include some of Korea's highest grossing and award-winning films such as MASTER (2016), THE PRIESTS (2015), COLD EYES(2013), and ALL ABOUT MY WIFE (2012). For more information on Zip Cinema, do visit http://zipcine.com
SEGL also owns Novus Mediacorp Co., Ltd. ("Novus Mediacorp"), an investor, presenter, and/or ancillary distributor for a total of 76 films (53 Korean and 23 foreign) including THE OUTLAWS and SECRETLY, GREATLY, which was one of the biggest box office hits of 2013 starring Kim Soo-hyun of MY LOVE FROM THE STARS fame, as well as FRIEND 2: THE GREAT LEGACY. In 2012, Novus Mediacorp was also the post-theatrical rights distributor of ALL ABOUT MY WIFE, a top-grossing romantic comedy produced by Zip Cinema. In 2018, THE OUTLAWS, co-presented by Novus Mediacorp broke the all-time highest Video On Demand ("VOD") sales records in Korea. Novus Mediacorp is currently in the process of seeking a listing on the Singapore Stock Exchange. For more information on Novus Mediacorp, do visit http://novusmediacorp.com
Our films are theatrically distributed and released in Korea and overseas markets, as well as for subsequent post-theatrical worldwide release in other forms of media, including cable TV, broadcast TV, IPTV, video-on-demand, and home video/DVD, etc. We release all of our motion pictures into wide-theatrical exhibition initially in Korea, and then in overseas and ancillary markets.
We also operate a café-lounge called Upper West, in the Gangnam district of Seoul and own a professional photography studio, noon pictures Co., Ltd.
The Company holds an effective shareholding interest of 43.88% in Spackman Media Group Limited ("SMGL"). SMGL, a company incorporated in Hong Kong, together with its subsidiaries, is collectively one of the largest entertainment talent agencies in Korea in terms of the number of artists under management, including some of the top names in the Korean entertainment industry. SMGL operates its talent management business through renowned agencies such as MS Team Entertainment Co., Ltd., UAA & Co Inc., Fiftyone K Inc., SBD Entertainment Inc., and Kook Entertainment Co., Ltd.
Through these full-service talent agencies in Korea, SMGL represents and guides the professional careers of a leading roster of award-winning actors/actresses in the practice areas of motion pictures, television, commercial endorsements, and branded entertainment. SMGL leverages its unparalleled portfolio of artists as a platform to develop, produce, finance and own the highest quality of entertainment content projects, including theatrical motion pictures, variety shows, and TV dramas. This platform also creates and derives opportunities for SMGL to make strategic investments in development stage businesses that can collaborate with SMGL artists. SMGL is an associated company of the Company.
The Group owns a 100% equity interest in Frame Pictures Co., Ltd. ("Frame Pictures"). Frame Pictures is a leader in the movie/drama equipment leasing business in Korea. Established in 2014, Frame Pictures has worked with over 25 top directors and provided the camera and lighting equipment for some of Korea's most notable drama and movie projects including the upcoming Korean film GIRL COPS (2018) featuring rising star Wi Ha-jun of SMGL and THE GREATEST DIVORCE (2018) starring Bae Doona of SMGL.
In 2018, Frame Pictures has also won contracts to supply equipment to THE BEAUTY INSIDE (2018), HUNDRED MILLION STARS FROM THE SKY (2018), LOVELY HORRIBLY (2018), THE GUEST (2018), historical Korean movie MALMOI, SUITS (2018) featuring Park Hyung-sik of SMGL, MISTRESS (2018), LIFE (2018), LIVE (2018) starring Lee Kwang-soo of RUNNING MAN, MY MISTER (2018) and Netflix's first Korean original production LOVE ALARM (2018). Frame Pictures and Novus Mediacorp are currently seeking to list on the Singapore Stock Exchange.
The Company owns a 100% equity interest in Take Pictures Pte. Ltd. ("Take Pictures") which owns a strong lineup of 10 film projects including the co-production with Zip Cinema for THE PRIESTS 2.
The Company owns a 100% equity interest in Constellation Agency Pte. Ltd. ("Constellation Agency"). Constellation Agency, which owns The P Factory Co., Ltd. ("The P Factory") and Platform Media Group Co., Ltd. ("PMG"), is primarily involved in the business of overseas agency for Korean artists venturing into the overseas market. The P Factory is an innovative marketing solutions provider specializing in event and branded content production. PMG is a talent management agency which represents and manages the careers of major artists in film, television, commercial endorsements, and branded entertainment.
On 7 May 2018, the Company announced that it would spin-off Novus Mediacorp and Frame Pictures into a combined entity to seek listing on the Catalist Board of the Singapore Exchange Securities Trading Limited to exploit the growing post-theatrical and camera equipment leasing markets.
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