Inclusion Media has been depicted in glowing terms in press reports this week for his quixotic pursuit of the assets of The Weinstein Company, even though the Broadway vet didn’t tender a bid until one day after the expiration of a deadline imposed by the Bankruptcy Court — and after TWC declared stalking horse bidder Lantern Capital the winner.
Kagan first said he would make a bid of $315M, and a day later upped it to $325M, and pledged to pay $30M to alleged victims of Harvey Weinstein’s alleged sexual assaults. Those close to the deal-making process said Kagan has spent more time boasting to press and victim advocates then proving he’s really got the money and wherewithal to pull this off. According to the naysayers, Kagan hasn’t put a red cent on the table, and failed to meet five criteria given him before the deadline by The Weinstein Company’s deal brokers. He still has yet to meet those criteria, they said.
The first was to come up with a purchase price higher than Lantern (Kagan’s second bid, tendered two days after the auction deadline, hit that mark but there is no clear backing behind it). The second criterion was to to show financial commitments, including equity funding. Third was to complete due diligence, and those insiders said that Kagan had the same access as everyone else to the books, though not as much time as Lantern. Fourth was to put in place a purchase agreement, and fifth was to provide a refundable 5% deposit, which would have amounted to $15 million in cash. Because none of that was put in place, TWC’s board declared Lantern the victor. Despite a bid for TV assets from Sonar, Lantern’s was the highest — and only — bid for the overall company received at deadline last week.
These insiders suspect that Kagan is being given a free ride by the press in being depicted as a white knight, but it has created uncertainty, and the longer this continues, the larger the possibility that Lantern — which has demonstrated complete proof of funding — could exit. They would be owed a $15 million kill fee and that there could be major litigation from the secured creditors, the major banks that have collateral in TWC assets.
Said an insider: “Is his $30 million pledge to victims basically the insurance policy that is in place to cover a host of costs, which is illegal, or is he actually promising that much money to victims to go along with the insurance policy which is not his to give? None of us know and many of us fear that he’s getting his 15 minutes of fame at the expense of a bankrupt company and using the victims group’s desire for justice for headlines when he has yet to show anyone proof that he’s real.”
The issue will be decided by Tuesday, and it certainly seems like it is high time for Kagan to put up or shut up.
Kagan has told Deadline that his $325 million offer, “when combined with the stock allocation we provided to victims, in addition, it is now abundantly clear that Inclusion Media’s bid is the highest and best bid.”
TWC filed documents to cancel an expected Friday auction, because the expected bids from Miramax, Lionsgate, MGM and Relativity never materialized. But it could still be a memorable day in the future fortunes of a once vibrant company built and destroyed by Harvey Weinstein. As the bankruptcy judge, the remaining board members, Lantern, Kagan and a creditors committee battle to see who ultimately gets to start a new company with the TWC assets.