Sony and Jackson Estate reach agreement for Sony to acquire remaining half of Sony/ATV Music Publish

Ms. BlueGangsta

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NEW YORK, March 14, 2016 /PRNewswire/ -- Sony Corporation ("Sony") and the Estate of Michael Jackson ("the Estate") announced today that Sony Corporation of America ("SCA"), Sony's wholly owned subsidiary, signed a binding memorandum of understanding ("MOU") with the Estate to obtain full ownership of Sony/ATV Music Publishing LLC ("Sony/ATV") by acquiring the 50% interest in Sony/ATV held by the Estate.


The MOU calls for total payments of 750 million U.S. dollars, which includes a lump sum payment by SCA of approximately 733 million U.S. dollars as well as distributions previously committed to by Sony/ATV to be paid to the Estate. The payment also reflects certain contractual and accounting adjustments related to the Sony/ATV joint venture and other commercial opportunities involving Sony and the Estate.


The sale is the culmination of a process that began in September 2015 when Sony exercised a right that has existed since the joint venture was formed by Michael Jackson and Sony in 1995. This right allows for one partner to purchase the other partner's interest pursuant to a procedure outlined in the Sony/ATV operating agreement.


The parties expect to execute a definitive agreement by March 31, 2016. The closing of the transaction is subject to certain closing conditions, including regulatory approvals. Sony expects that this transaction will have no material impact on its consolidated results forecast for the fiscal year ending March 31, 2016, and its impact on Sony's consolidated financial results for the fiscal year endingMarch 31, 2017 is currently being evaluated.


"The entertainment businesses have long been a core part of Sony and are a key driver of our future growth," said Kazuo Hirai, President and CEO of Sony Corporation. "This agreement further demonstrates Sony's commitment to the entertainment businesses and our firm belief that these businesses will continue to contribute to our success for years to come."


The Estate noted that the transaction will not affect its continuing substantial interests in other music assets, including all of Michael Jackson's master recordings as well as Mijac Music, the publishing company that owns all of the songs written by Michael Jackson as well as songs by some of his favorite songwriters and artists that were acquired by Michael during his life. In addition, the Estate will also retain its ownership interest in EMI Music Publishing.


"This transaction further allows us to continue our efforts of maximizing the value of Michael's Estate for the benefit of his children," said John Branca and John McClain, Co-Executors of the Estate. "It also further validates Michael's foresight and genius in investing in music publishing. His ATV catalogue, purchased in 1985 for a net acquisition cost of $41.5 million, was the cornerstone of the joint venture and, as evidenced by the value of this transaction, is considered one of the smartest investments in music history."


"When Sony first partnered with Michael Jackson 21 years ago to create Sony/ATV Music Publishing, we knew that this company had the ability to reach great heights," said Michael Lynton, CEO of Sony Entertainment, Inc. "This acquisition will enable Sony to more quickly adapt to changes in the music publishing business, while at the same time continuing to be an unparalleled leader in the industry and a treasured home for artists and writers. We want to express our gratitude to the Estate of Michael Jackson and to the Jackson family for their years of partnership. All of us at Sony look forward to continuing to work with the Estate to further Michael Jackson's legacy in many different ways."


About Sony Corporation


Sony Corporation is a leading manufacturer of audio, video, game, communications, key device and information technology products for the consumer and professional markets. With its music, pictures, computer entertainment and online businesses, Sony is uniquely positioned to be the leading electronics and entertainment company in the world. Sony recorded consolidated annual sales of approximately $68 billion for the fiscal year ended March 31, 2015. Sony Global Web Site: http://www.sony.net/


About Sony/ATV Music Publishing


Sony/ATV Music Publishing, established in 1995 as a joint venture between Sony and Michael Jackson, is the world's leading music publisher. Together with EMI Music Publishing, Sony/ATV owns or administers more than 3 million copyrights including those from such iconic music catalogs like Leiber & Stoller, Mijac Music, Motown and Famous Music. Sony/ATV also controls many of the best known songs ever written like "New York, New York", "Hallelujah", "All You Need Is Love", "You've Got a Friend", "Moon River", "Jailhouse Rock", "The Mission Impossible Theme", "Ain't No Mountain High Enough", "Over the Rainbow", "Stand By Me", "I Heard It Through The Grapevine" and "Singin' in the Rain." In addition, Sony/ATV represents the copyrights of such legendary artists as The Beatles, Leonard Cohen, Bob Dylan, Marvin Gaye, Michael Jackson, Carole King, Kraftwerk, Joni Mitchell, Willie Nelson, Roy Orbison, Queen, The Rolling Stones, Richie Sambora, Sting, The Supremes, Wyclef Jean, Hank Williams and Stevie Wonder, among others. Its ever-growing list of chart-topping artists, writers and producers includes Akon, Avicii, Calvin Harris, Jessie J, Alicia Keys, Lady Gaga, P!nk, RedOne, Shakira, Ed Sheeran, Sam Smith, Stargate, Taylor Swift, Kanye West and Pharrell Williams.


About the Estate


Following in the Michael's footsteps, the Estate of Michael Jackson continues to produce artistically exceptional and enormously successful ventures. "Michael Jackson's This is It" became the highest grossing music documentary of all time. A history making touring show produced in partnership with Cirque du Soleil, Michael Jackson THE IMMORTAL World Tour, played 4 continents, 157 cities, was seen by 3.7 million fans and became the #8 top grossing tour of all time. The second venture between the Estate and Cirque du Soleil, the critically acclaimed Michael Jackson ONE, a permanent show at Mandalay Bay Las Vegas, gave Cirque its biggest opening ever in Las Vegas and continues to be one of the top shows in the city. In 2014, The Estate astounded the world with the technical wizardry of a 'virtual Michael Jackson' performance during the Billboard Music Awards, which gave the show its biggest ratings in years and became the topic of conversation worldwide. That same year, Xscape, the second posthumous release of previously unreleased music by Michael Jackson, was released and became one of the top selling albums of 2014. Late last year,Thriller became the first album in RIAA Gold & Platinum Program history to be certified 30X multi-Platinum for U.S. sales, continuing The King of Pop's reign as the biggest selling artist of all time with worldwide sales of over 100 million for Thriller and 1 billion overall. Earlier this year, the Estate released the documentary MICHAEL JACKSON's Journey From Motown To Off The Wall, directed by Spike Lee. The documentary made its world premiere at the Sundance Film Festival on January 24, 2016, and its subsequent broadcast on SHOWTIME® became the channel's highest rated music documentary of all time and its second highest rated documentary ever.


SOURCE Sony Corporation
 

ivy

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Re: Sony buys what MJ owns of their music for 750 million.

Statement

SONY CORP. OF AMERICA ("SCA") has signed a binding memorandum of understanding ("MOU") to obtain full ownership of SONY/ATV MUSIC PUBLISHING LLC ("SONY/ATV") by acquiring the 50% interest in SONY/ATV held by the Estate of MICHAEL JACKSON. SCA will pay the Estate $750 million, which includes a lump sum payment by SCA of approximately $733 million as well as distributions previously committed to by SONY/ATV to be paid to the Estate.

The sale is the culmination of a process that began in SEPTEMBER 2015 when SONY exercised a right that has existed since the joint venture was formed by MICHAEL JACKSON and SONY in 1995. This right allows for one partner to purchase the other partner's interest pursuant to a procedure outlined in the SONY/ATV operating agreement.

The parties expect to execute a definitive agreement by MARCH 31th, 2016. Sony expects that this transaction will have no material impact on its consolidated results forecast for the fiscal year ending MARCH 31st, and its impact on SONY's consolidated financial results for the fiscal year ending MARCH 31st, 2017 is currently being evaluated.

"The entertainment businesses have long been a core part of SONY and are a key driver of our future growth," SONY CORP. Pres./CEO KAZUO HIRAI. "This agreement further demonstrates SONY's commitment to the entertainment businesses and our firm belief that these businesses will continue to contribute to our success for years to come."

The Estate noted that the transaction will not affect its continuing substantial interests in other music assets, including all of MICHAEL JACKSON's master recordings as well as MIJAC MUSIC, the publishing company that owns all of the songs written by MICHAEL JACKSON as well as songs by some of his favorite songwriters and artists that were acquired by MICHAEL during his life. In addition, the Estate will also retain its ownership interest in EMI MUSIC PUBLISHING.

"This transaction further allows us to continue our efforts of maximizing the value of Michael's Estate for the benefit of his children," said JOHN BRANCA and JOHN MCCLAIN, Co-Executors of the Estate. "It also further validates MICHAEL's foresight and genius in investing in music publishing. His ATV catalogue, purchased in 1985 for a net acquisition cost of $41.5 million, was the cornerstone of the joint venture and, as evidenced by the value of this transaction, is considered one of the smartest investments in music history."

"When Sony first partnered with MICHAEL JACKSON 21 years ago to create SONY/ATV MUSIC PUBLISHING, we knew that this company had the ability to reach great heights," SONY ENTERTAINMENT CEO MICHAEL LYNTON said. "This acquisition will enable Sony to more quickly adapt to changes in the music publishing business, while at the same time continuing to be an unparalleled leader in the industry and a treasured home for artists and writers. We want to express our gratitude to the Estate of MICHAEL JACKSON and to the JACKSON family for their years of partnership. All of us at SONY look forward to continuing to work with the Estate to further MICHAEL JACKSON's legacy in many different ways."
 

8701girl

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Re: Sony buys what MJ owns of their music for 750 million.

I AM DONE WITH THE MJ ESTATE! !!!! :angry:
 

barbee0715

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Re: Sony buys what MJ owns of their music for 750 million.

Well, hell.
I'm glad they have MIJAC and EMI separate. I thought they were merged with Sony/ATV for some reason.

On another note, 42 million dollar investment just sold for 750 million-that's quite the profit.

Very proud of Michael and that acquisition. Then and now.
 

jaydom7

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Re: Sony buys what MJ owns of their music for 750 million.

May they all rot in hell.. They murdered MJ for that damn catalog and they know it. I just ask that God will handle them all one day.
 

8701girl

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Re: Sony buys what MJ owns of their music for 750 million.

Well they should bloody care!!!!

This is michael's legacy we talking about!
He worked hard for it and DID NOT WANT IT SOLD! !!
 

michaelsson

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Re: Sony buys what MJ owns of their music for 750 million.

i have no words lol
 

jaydom7

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Re: Sony buys what MJ owns of their music for 750 million.

Well, hell.
I'm glad they have MIJAC and EMI separate. I thought they were merged with Sony/ATV for some reason.

On another note, 42 million dollar investment just sold for 750 million-that's quite the profit.


I think Mijac alone is worth 300 million.. Michael's songs are played more today than the other ones in that ATV catalog.
 

jaydom7

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Re: Sony buys what MJ owns of their music for 750 million.

Well they should bloody care!!!!

This is michael's legacy we talking about!
He worked hard for it and DID NOT WANT IT SOLD! !!


And Branca's lying ass for years was saying it's not for sale, and we won't sell it. He even claimed to be interested in buying Sony's half. That was all talk and bs I guess..
 

ivy

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Re: Sony buys what MJ owns of their music for 750 million.

Some of you need better reading skills

" SONY exercised a right that has existed since the joint venture was formed by MICHAEL JACKSON and SONY in 1995. This right allows for one partner to purchase the other partner's interest pursuant to a procedure outlined in the SONY/ATV operating agreement."

We knew that it was Sony that started the buy/sell process. It doesn't sound like there was much choice here.

There is a huge difference between Estate selling and Sony forcing a purchase.

He even claimed to be interested in buying Sony's half. That was all talk and bs I guess..

MJ's share went for $750 Million. Assuming Sony's share worth the same, it was clear that Estate didn't have that amount money. Perhaps he tried to find investors but didn't succeed. It's should be no surprise that Sony had more money than Estate.
 

jaydom7

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Re: Sony buys what MJ owns of their music for 750 million.

Some of you need better reading skills

" SONY exercised a right that has existed since the joint venture was formed by MICHAEL JACKSON and SONY in 1995. This right allows for one partner to purchase the other partner's interest pursuant to a procedure outlined in the SONY/ATV operating agreement."

We knew that it was Sony that started the buy/sell process. It doesn't sound like there was much choice here. There is a huge difference between Estate selling and Sony forcing a purchase.

why was Branca saying he was interested in buying Sony out just last year?
 

etoile 37

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Re: Sony buys what MJ owns of their music for 750 million.

On another note, 42 million dollar investment just sold for 750 million-that's quite the profit.

And the executors of the Estate will receive a 10% cut of the 750 million?
 

ivy

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Re: Sony buys what MJ owns of their music for 750 million.

why was Branca saying he was interested in buying Sony out just last year?

why wouldn't he? perhaps he tried to raise $750 Million to buy Sony's share but didn't succeed. Money doesn't grow on trees.
 

Ms. BlueGangsta

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Re: Sony buys what MJ owns of their music for 750 million.

So, what music is in the MIJAC catalogue the MJ still owns?
from what I know there's some very valuable music in there, but I have no idea by what artist exactly.
 

etoile 37

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Re: Sony buys what MJ owns of their music for 750 million.

Some of you need better reading skills

" SONY exercised a right that has existed since the joint venture was formed by MICHAEL JACKSON and SONY in 1995. This right allows for one partner to purchase the other partner's interest pursuant to a procedure outlined in the SONY/ATV operating agreement."

We knew that it was Sony that started the buy/sell process. It doesn't sound like there was much choice here.

There is a huge difference between Estate selling and Sony forcing a purchase.

There's something I don't understand... If they can just force the Estate to sell the catalogue, then why couldn't they force Michael? Why was Michael going around saying they would kill him for his catalogue? And why would Michael have even entered a partnership where they could just force him to sell his share whenever they wanted?
 

SarahJ

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Re: Sony buys what MJ owns of their music for 750 million.

I'm also wondering what happens to the Beatles catalogue. I was gobsmacked (although perhaps I shouldn't have been since Sony initiated it) when I first read this but I hope more details will emerge so we can have a better understanding what this all means.
Right now I'm not sure what to think.
 

8701girl

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Re: Sony buys what MJ owns of their music for 750 million.

That cuz mike knew the truth!
 

Ms. BlueGangsta

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Re: Sony buys what MJ owns of their music for 750 million.

I got this from a 2012 billboard article.
So I guess these are some of the artist in MJ's personal catalog that he still owns the music of.

"....In addition to Michael Jackson's own songs, Mijac includes the Sly and the Family Stone catalog and songs by Philadelphia soul legends Kenneth Gamble and Leon Huff, as well as songs made famous by artists such as Ray Charles, Elvis Presley and Aretha Franklin."
 

ivy

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STATEMENT FROM THE ESTATE OF MICHAEL JACKSON:

As you may recall, last October Sony triggered the “buy-sell” clause in the partnership agreement which provides for one partner to buy out the share of the other at the highest possible price. As has now been announced, the Estate and Sony have signed a memorandum of understanding for Sony to purchase the Estate’s interest in Sony/ATV. A copy of the official press release is also being sent to you. In the intervening months, we explored several options that would have positioned the Estate as the buyer, rather than Sony, and we had substantial interest from potential partners to work with us in doing so. Ultimately, however, Sony’s offer was in the best interest of Michael’s children and we made the difficult decision to accept that offer. The arrangements will further secure the financial future of Michael’s heirs. The amount that Sony is paying, $750 million, is a substantial premium on the Estate’s interest in the company after taking into account the debt of the company, the Purchase Option and other adjustments required under the partnership agreement. It is also a huge testament to Michael’s business acumen that his original investment appreciated so substantially over the last 30 years.

There are several reasons that led to our decision. We will use a portion of the proceeds to repay the loan balance on monies borrowed by Michael and secured by his interest in Sony/ATV which means that after starting with more than $500 million in debt seven years ago, the Estate is now completely debt free with substantial assets in cash and other property. The balance of the proceeds from this sale, after taxes, fees and expenses, will be held by the Estate and ultimately will be transferred to a trust for the benefit of Michael’s beneficiaries. Furthermore, the transaction allows the Estate to diversify assets which, to date, have been highly concentrated in music intellectual property.

We would like to underline that the sale has no effect whatsoever on the 100% ownership of the publishing on all of the songs that Michael wrote, which all remain part of Mijac Music, as well as those songs written by many of Michael’s favorite songwriters, that he acquired outside of Sony/ATV. These songs include "After Midnight”, "Love Train", "I Got A Woman", “When A Man Loves A Woman”, "People Get Ready", "Great Balls of Fire", "Runaround Sue", the entire Sly and the Family Stone catalog and other songs. The Estate also continues to own its 100% interest in all of Michael’s solo master recordings and short films. There is no intention of selling any of these wholly-owned assets.

While the sale of Michael’s interest in Sony/ATV is bittersweet for all of us – especially for those of us involved in helping Michael create this company back in 1995, the fact that we are even in this position in the first place further validates Michael’s foresight and genius in investing in music publishing. As we noted in the official press release, Michael’s ATV catalogue, purchased in 1985 for a net acquisition cost of $41.5 million was the cornerstone in the 1995 formation of Sony/ATV and, as evidenced by the value of this transaction, is still considered one of the smartest investments in music history.

We are aware that some fans were hoping that the Estate would be the buyer of Sony’s share in Sony/ATV, rather than the reverse. That was our goal as well when we started on this path last year, but ultimately, Sony’s offer made more sense for the reasons outlined above. We are dedicated to protecting and growing Michael’s legacy, and maximizing the value of his Estate for the benefit of his children. This sale allows us to protect the assets most dear to Michael (his own songs and those he acquired and retained outside of Sony/ATV), close out his debts, and continue to grow his legacy for future generations.
 

Justthefacts

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Re: Sony buys what MJ owns of their music for 750 million.

All I needed to read was debt free. Mijac is debt free the estate is debt free
 

Gaz

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Re: Sony buys what MJ owns of their music for 750 million.

I am going to edit the first post, as this seems more a person rant than a news posting which is what this section of the forum is supposed to be used for.
 

Ms. BlueGangsta

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Re: Sony buys what MJ owns of their music for 750 million.

I am going to edit the first post, as this seems more a person rant than a news posting which is what this section of the forum is supposed to be used for.
Thanks, when I saw it I kinda rushed to post it LOL.
 

Ms. BlueGangsta

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I'm not too mad I guess....MJ's estate still owns all of his own music that he wrote, and lot of other peoples music that he himself brought personally and added to the MIJAC catalog.
 
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SarahJ

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I'm glad their debt free, also that they can diversify the assets outside of music publishing and especially . Bittersweet is right though.
 

jaydom7

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How much is Mijac worth? and the estate has pretty much lost a lot of credibility that's for sure. They are being raked over the coals deservedly so. Social media will now see what MJ meant all those years ago when he said 'they are trying to kill him' for that catalog. He said it for years and years and no one did a damn thing to help him.
 
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