Sidley represented a sponsor consortium comprised of global asset manager DWS Group (as sponsor and investment advisor to an investor consortium) and specialist investor in and manager of media music rights Cutting Edge Group (CEG) (as lead investor and manager) in the creation of a joint venture with Warner Bros. Discovery (WBD) that constitutes one of the largest and highest valued music rights deals ever executed covering almost a century’s worth of music copyrights.
The joint venture contains over 400,000 compositions and song cues – including the Harry Potter and Lord of the Rings franchises, DC Comics movies, as well as TV shows such as Friends, Game of Thrones, The Big Bang Theory, Two and Half Men, Succession, and The White Lotus. Other iconic films and TV series represented in the portfolio include Rebel Without a Cause, The Exorcist, A Star is Born, Blade Runner, Shawshank Redemption, The West Wing, ER, Full House, Sex and The City, and Gossip Girl.
Sidley advised on all aspects of the transaction, including the asset acquisition/contribution regarding the joint venture with WBD, the debt financing relating to the asset acquisition/contribution, the formation and governance structure of the various investment vehicles, and related tax, structuring, and regulatory matters.
The Sidley team was led by partner and Entertainment, Sports and Media (ESM) co-chair Matthew Thompson, partner Luke Ashworth (ESM/Private Equity), and partner Evie Whiting (ESM/Global Finance). The team also included senior managing associate Felipe Ruiz Ricagni (ESM/Private Equity), managing associate Kate McMahon (ESM/Private Equity), senior managing associate Axel Miranda (ESM/Private Equity), senior managing associate Ashleigh Stanley (ESM/Global Finance), senior managing associate Mara Alioto (Global Finance), and associate Victoria “Tori” Spencer (ESM/Private Equity). The team was supported by, among others, partners Oliver Currall (Tax/Private Equity), Joseph Paral (Tax), Ken Daly (Antitrust and Competition/M&A), Vadim Brusser (Antitrust and Competition), and Rusty Weiss (ESM/Technology and Life Sciences Transactions), counsel Edward Sharon (Antitrust and Competition), senior managing associates Nathan E. Enfield (Tax) and Paul Kariyawasam (IP), managing associates Andrew C. Dibden (Tax), Iva S. Todorova (Regulatory), Zach Johnston (IP), associates Megan Bradley (Finance), Antoinette R. Petkov (M&A), and Blake Winter (M&A).
