Next week, the shareholders of Hipgnosis Songs Fund are set to vote (a) Whether to keep the UK-listed company going in its current form (‘continuation vote’) and (b) Whether to accept a proposed $465 million sell-off of selected assets (with $440m-worth going to the Blackstone-backed Hipgnosis Songs Capital).
Earlier today (October 18) it was the turn of shareholders of Round Hill’s UK-listed fund (Round Hill Music Royalty Fund) to vote on whether they approved the firm’s proposed USD $468.8 million sale to Concord.
No less than 99% of those who voted (around 69% of the fund’s total eligible shareholders) did so in favor of the deal.
Last month, we reported that Alchemy Copyrights, LLC, trading as Concord, had agreed terms on a deal whereby it would acquire the entirety of Round Hill Music Royalty Fund (RHM) – the UK-listed fund operated by Round Hill Music – if it could secure RHM’s shareholder approval.
That approval is now in the bag.
The deal values the entire issued and to-be-issued share capital of RHM – which currently trades on the London Stock Exchange – at approximately USD $468.8 million.
In a statement issued to the market last month, the UK-listed music company said: “RHM has experienced a significant de-rating over the last year driven by the inflationary and higher interest rate environment, which has impacted most listed alternative investment companies.
“The RHM Board believes that the Acquisition is in the best interests of RHM Shareholders by providing RHM Shareholders with an opportunity to realise the value of their RHM Shares for cash at a significant premium, and a value greater than the highest price at which the RHM Shares have traded since the Company’s IPO in November 2020.
“As such, the RHM Board intends to recommend unanimously that Scheme Shareholders vote in favour of the Scheme at the Court Meeting and that RHM Shareholders vote in favour of the Resolution at the General Meeting.”
That General Meeting was held on Wednesday (October 18), and according to a new statement issued to the market by RHM, “in connection with the recommended cash offer made by Concord Bidco to acquire the entire issued and to be issued share capital of RHM, all resolutions were duly passed”.
As a result, according to today’s statement from RHM to the market, the effective date of the Concord/RHM “Scheme” will be Tuesday, October 31, 2023.
Round Hill Music Royalty Fund floated on the London Stock Exchange in November 2020.
Having largely acquired catalogs from Round Hill’s private company in New York, today the UK-listed fund owns 51 catalogs and over 150,000 songs.
Amongst the tranche of music rights owned by Round Hill’s UK-listed fund is a 29% stake in the Carlin catalog, which includes hits made famous by artists including Johnny Cash, Aretha Franklin, Ella Fitzgerald, Meatloaf, Air Supply, Bonnie Tyler, Elvis Presley, Peggy Lee and George Harrison.
“The strength of support shown by shareholders in their vote for this transaction marks a resounding endorsement of the value that we have been able to deliver on their behalf since the IPO of the Round Hill Music Royalty Fund in November 2020.”
Robert Naylor, Round Hill Music Royalty Fund
Commenting on the results of today’s vote, Robert Naylor, Chairman of Round Hill Music Royalty Fund Ltd, said: “The strength of support shown by shareholders in their vote for this transaction marks a resounding endorsement of the value that we have been able to deliver on their behalf since the IPO of the Round Hill Music Royalty Fund in November 2020.
“It reflects the quality of the management and the portfolio that the transaction has concluded so efficiently and with a counterparty of the calibre of Concord.”
Since 2015, Concord has deployed more than USD $2.0 billion of capital and completed more than 100 transactions across recorded music, music publishing and theatricals.
Its biggest acquisitions to date include its $550 million-plus acquisition of Imagem in 2017, and last year’s acquisition ~$300m acquisition of music rights from Phil Collins and members of Genesis.
A statement issued by RHM to the markets last month reads: “Concord and its management have followed the progression of RHM since IPO and believe that RHM’s assets complement Concord’s long-standing objective to acquire high quality and long-term music assets.
“Concord believes that the quality of RHM’s assets are consistent with Concord’s existing holdings, and creators connected to the rights acquired will benefit from the services of Concord’s existing creative and administrative support teams globally.”
Commenting on the acquisition last month, Bob Valentine, CEO of Concord said: “Since its IPO, RHM has built an impressive portfolio of music rights which generate revenue across a variety of income streams and have demonstrated their ability to stand the test of time.
“As one of the world’s leading music companies with a proven track record of strategic catalogue expansion, Concord has a global team of sync, licensing, marketing, copyright and royalty experts well positioned to maximise the value of this portfolio for all of the songwriters and artists within it.Music Business Worldwide
