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Videocon D2H to merge with Dish TV; serve 28 million subscribers

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MUMBAI: The Board of Directors of Dish TV and Videocon d2h Limited today approved a scheme of arrangement for the amalgamation of Vd2h into Dish TV and the execution of definitive agreements in relation to such amalgamation.

Following the closing of the proposed transaction, the merged entity will be renamed as Dish TV Videocon Limited. Pursuant to the Scheme, Dish TV Videocon shall issue 857.791 million shares as consideration for the scheme and the Vd2h shareholders shall be allotted 2.021 new shares of Dish TV Videocon for every one share held in Vd2h (subject to certain adjustments as set out in the Scheme), which would result in Dish TV shareholders owning 1,066.861 million existing shares or 55.4% of Dish TV Videocon, and Vd2h shareholders owning 857.791 million new shares or 44.6% of Dish TV Videocon.

The fully diluted share count of Dish TV at 1,066,863,665 shares, which will lead to 857,785,766 shares of Dish TV Videocon being issued to Vd2h shareholders. Exchange ratio rounded off to two decimal places. One Vd2h ADS represents four equity shares of Vd2h.

Dish TV EBITDA are reported EBITDA figures, while Vd2h EBITDA are reported adjusted EBITDA figures; EBITDA is not a standardized term, hence direct comparison between companies using the same term may not be possible. Other companies may calculate EBITDA differently from Dish TV and Vd2h, limiting their usefulness as comparative measures

Dish TV Videocon will be led by Jawahar Lal Goel as the chairman and managing director, combining the strength of senior and operating management teams while offering further career growth opportunities for employees of the two merging companies. The Vd2h principals shall have the right to nominate two directors on the Dish TV Videocon Board, one of whom shall be the vice chairman and the other a deputy managing director.

The proposed transaction is expected to create a leading cable and satellite distribution platform in India. Dish TV Videocon would serve 27.6 million net subscribers in India, as of September 30, 2016, on a pro-forma basis, out of a total of 175 million TV households in India highlighting significant room for growth. The combined entity would have revenue of Rs. 59,158 million and EBITDA2 of Rs. 18,262 million on a pro-forma basis for the fiscal year ended 31 March 2016 positioning it as a leading media company in India. The proposed transaction is expected to provide better synergies and growth opportunities and enable Dish TV Videocon to provide differentiated and superior service to all customers through deeper after-sales, distribution and technology capabilities, and also become a more effective partner for TV content providers in India.

Goel said: “This transaction, that brings together two powerhouse brands of the cable & satellite Industry in India, will provide us with a gateway to harness growth opportunities in an ultra-competitive multi player environment. This combine will enhance value for all stakeholders – consumers, government, employees and shareholders. Dish TV has been a pioneering and path breaking company which has taken the pain and responsibility of establishing many new processes, like the electronic & digital payments system that were the business need of the initial years and went on to become the industry norm of a dynamic and throbbing Industry. Now we take the next leap in our very exciting and exhilarating journey.”

Vd2h executive chairman Saurabh Dhoot said: “Today, we are very excited about this strategic combination to create a solid platform with decisive and proven leadership at the front would lead Dish TV Videocon to create value for all stakeholders, our customers, employees, and our shareholders.”

At the close of the proposed transaction, the current promoters of Dish TV shall continue as promoters of Dish TV Videocon. The Dish TV principals are also in discussion with the Vd2h principals to purchase some of the Vd2h principals’ shares in Dish TV Videocon post the amalgamation, details of which are likely to be finalised soon.

Upon closing of the proposed transaction, Dish TV Videocon shall continue to be listed on the National Stock Exchange of India and the BSE Limited in India and on the Luxembourg Stock Exchange in the form of GDRs. In the Scheme, holders of Vd2h ADRs will receive their new shares in the form of GDRs, unless they elect to receive and hold new shares directly.

The proposed transaction remains subject to approvals, including from the Securities and Exchange Board of India, the stock exchanges, shareholders and creditors of both companies, the Competition Commission of India, the High Court of Bombay and the Ministry of Information and Broadcasting. The proposed transaction is expected to close in the second half of 2017.

Morgan Stanley is acting as the exclusive financial advisor to Dish TV, and YES Securities (India) Limited is acting as the lead financial advisor to Vd2h. The other advisors involved are — EY, SR Batliboi & Co. LLP, Luthra & Luthra Law Offices for Dish TV, and KPMG, Shardul Amarchand Mangaldas & Co., and Edelweiss Capital for Vd2h. Shearman & Sterling is acting as international legal advisor to both Dish TV and Vd2h in respect of the, US federal securities law and related aspects of the proposed transaction.

The new shares of Dish TV Videocon to be issued pursuant to the Scheme have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. New shares of Dish TV Videocon to be issued pursuant to the Scheme will be issued pursuant to the exemption from registration provided by Section 3(a)(10) under the Securities Act.

Neither the SEC nor any U.S. state securities commission has approved or disapproved of the new shares of Dish TV Videocon to be issued pursuant to the Scheme, or determined if this announcement is accurate or complete. Any representation to the contrary is a criminal offence in the United States.

Dish TV and Vd2h are incorporated under the laws of India. In addition, most their respective officers and directors reside outside the United States, and some or all of their assets are or may be located in jurisdictions outside the United States.

DTH

Tata Play deepens Odia push with ad-free ‘Odia Manoranjan’ platform

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MUMBAI: Tata Play is doubling down on regional loyalty. India’s leading DTH player has launched Tata Play Odia Manoranjan, a new value-added service that corrals Odia entertainment into a single, ad-free destination, available on television and the Tata Play mobile app.

Powered by Sidharth TV, one of Odisha’s most popular Odia-language GECs, the platform serves up a hefty catalogue: over 180 movies, 100+ Jatras, around 20 television shows and a library of more than 12,000 songs spanning devotional, folk, film and non-film genres. From vintage favourites to contemporary titles, the mix is pitched squarely at Odia-speaking households, with particular pull in tier-3 and tier-4 markets.

Subscribers get 24×7, full-screen SD viewing without ad breaks on channel number 1755, with live TV and VOD access across screens. The price point is deliberately sharp: Rs 2 a day.

Pallavi Puri, chief commercial and content officer at Tata Play, framed the move as a bet on language and culture. “India’s strongest viewing loyalties are rooted in language and lived culture. Tata Play Odia Manoranjan brings together the many expressions of Odia entertainment—from films and Jatras to devotional programming and music—into one clearly defined destination. With this launch, Tata Play further elevates its regional content offering by giving Odia audiences a single, definitive home for their stories and traditions.”

For Sidharth TV Network, the partnership is about reach without compromise. Sitaram Agrawalla, owner and chairman, said: “For decades, Odia families have trusted our entertainment platforms for stories that feel like home, and for moments that bring us together. Tata Play Odia Manoranjan builds on this trust by placing a diverse range of Odia films, theatre, devotional music and shows into a single, accessible space. This collaboration isn’t just about wider distribution—it’s about honouring the preferences of Odia viewers with a seamless, ad-free viewing experience that reflects their language, culture and the way they choose to engage with content.”

The new service slots into Tata Play’s expanding portfolio of entertainment and infotainment platform services across genres including entertainment, kids, learning, regional and devotion, catering to all age groups.

In short: one language, one screen, zero ads—and a clear signal that regional is where the real viewing power lies.

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Binge strikes play as Tata Play adds Times Play to its OTT universe

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MUMBAI: If streaming had galaxies, Tata Play Binge just opened a wormhole. In its latest move to become India’s most sprawling entertainment universe, the platform has now folded Times Play, Times Network’s digital-first OTT service, into its all-in-one subscription bouquet bringing Hollywood hits, snackable shorts, live news, lifestyle, entertainment, Pickleball and 11 live TV channels under a single roof.

The new addition means subscribers no longer need to hop between apps in Olympic-level finger gymnastics, Binge now pulls Times Network’s entire digital catalogue into one screen, one login, one bill. And in the era of attention overload, that’s practically a public service.

Times Play brings with it a distinctive blend of premium Hollywood cinema, web series, short-format videos, and Times Network’s formidable news muscle. Viewers can flip seamlessly between Romedy Now, Movies Now, MNX, MN+, Zoom, Times Now, Times Now Navbharat, ET Now, ET Now Swadesh, and even Pickleball Now, mirroring the growing Indian appetite for niche sporting entertainment.

On the long-form front, hits like Reunion, India’s Story, True Story of Angeline Jolie, Orphan First Kill, The November Man, Barely Lethal, Southpaw, The Hurt Locker, Transporter Refueled, and The Holiday sit alongside Times Network factual and current-affairs staples including Frankly Speaking, Sawaal Public Ka, and News Ki Paathshaala.

Describing the partnership, Tata Play chief commercial and content officer Pallavi Puri, said the aim remained unchanged to make content discovery effortless and reduce the modern curse of app overload. She noted that integrating Times Play enriches Binge’s already deep catalogue with a broader mix of premium films, originals and news programming “without juggling multiple apps or subscriptions”.

Times Network echoed the sentiment, calling the collaboration a natural extension of its mission to deliver credible entertainment and journalism at scale. It emphasised Tata Play’s reach, reliability and reputation as a key driver in bringing Times Play’s digital catalogue to diverse Indian households.

With the addition of Times Play, Tata Play Binge now boasts 30 plus OTT platforms on a single interface, a list that includes Prime Video, JioHotstar, Zee5, Apple TV+, Lionsgate, SunNXT, Discovery+, BBC Player, Aha, Fancode, ShemarooMe, Hungama, ManoramaMax, Nammaflix, Tarang Plus, Travel XP, Animax, Fuse+, ShortsTV, Curiosity Stream, and DistroTV, among others.

Notably, Netflix remains available as part of combo packs for DTH subscribers, while Amazon Prime Video can be unlocked as an add-on for Binge users with a Tata Play DTH connection. And for large-screen loyalists, all 30 plus apps can be streamed via LG, Samsung and Android Smart TVs, the Tata Play Binge+ set-top box, Amazon FireTV Stick – Tata Play edition, or through TataPlayBinge.com.

The expansion comes on the heels of recent integrations, including WAVES by Prasar Bharati and BBC Player, reinforcing Tata Play Binge’s ambition to remain India’s most diverse, most unified, and most fuss-free entertainment destination.

With Times Play now in the mix, Binge isn’t just aggregating content, it’s quietly aggregating the future of how India watches.

 

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DTH

Harit Nagpal’s second literary act: why binary thinking is killing your career

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MUMBAI: Harit Nagpal isn’t interested in either/or. The chief executive of Tata Play—India’s largest content distribution platform—has spent four decades navigating cosmetics, cooking oils, colas, clothing, communication and content, and he’s learnt something valuable: the best decisions rarely come from choosing between the options you’re given. They come from inventing the one you weren’t.

His new book, Pivot: Between Two Options, Pick the Third, published by Westland Business, launched on Amazon on 24 November 2025 at Rs 499 (currently discounted 23 per cent to Rs 383). It’s a 164-page distillation of that philosophy, wrapped around the story of Neel, an ordinary middle-class boy whose life becomes a case study in counterintuitive decision-making.

The premise is deceptively simple. When you’re stuck between two choices—whether it’s picking an academic stream, staying in a comfortable job or leaping into uncertainty, handling workplace stress or navigating personal crises—conventional wisdom says weigh the pros and cons and choose. Nagpal says that’s precisely when you should stop, step back, and ask: “So?” That tiny, disruptive question, he argues, can crack open possibilities that binary thinking obscures.

This is Nagpal’s second book. His debut writing effort,  Adapt: To thrive, not just survive, established him as a corporate leader willing to put management philosophy into readable prose. And it got him the credentials of a best selling author. Both books are now available as a bundle on Amazon for Rs 739, which positions them as a one-two punch for anyone trying to navigate career and life without succumbing to false choices.

The book doesn’t promise easy answers. What it offers instead is something rarer: the questions for deeper reflection and the space to think through responses that aren’t pre-packaged. In an age of algorithmic recommendations and decision-making outsourced to apps, that might be the most counterintuitive choice of all.

Nagpal’s four-decade career suggests he’s practised what he’s preaching. Moving from consumer goods to media and technology requires exactly the kind of lateral thinking his book champions. Whether Pivot helps readers replicate that trajectory remains to be seen. But in a world increasingly hostile to nuance, a 164-page argument for third options feels quietly radical.

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