BUSINESS COMBINATION AGREEMENT by and among SABAN CAPITAL ACQUISITION CORP., PANAVISION ACQUISITION SUB, INC., SIM ACQUISITION SUB, INC., PANAVISION INC., SIM VIDEO INTERNATIONAL INC., THE SHAREHOLDERS OF SIM VIDEO INTERNATIONAL INC. PARTY HERETO,...Business Combination Agreement • September 14th, 2018 • Saban Capital Acquisition Corp. • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT, dated as of September 13, 2018 (this “Agreement”), is made and entered into by and among SABAN CAPITAL ACQUISITION CORP., a Cayman Islands exempted company limited by shares (which shall domesticate as a Delaware corporation prior to the Closing (as defined below)) (“Acquiror”), PANAVISION ACQUISITION SUB, INC., a Delaware corporation and a direct wholly owned subsidiary of Acquiror (“Panavision Acquisition Sub”), SIM ACQUISITION SUB, INC., an Ontario corporation and a direct wholly owned subsidiary of Acquiror (“SIM Acquisition Sub”), PANAVISION INC., a Delaware corporation (“Panavision”), SIM VIDEO INTERNATIONAL INC., an Ontario corporation (“SIM” and, together with Panavision, the “Companies”), each of the shareholders of SIM set forth in Schedule I (collectively, the “Dragging SIM Holders”), solely in its capacity as the initial Panavision Holder Representative (as defined below), CERBERUS PV REPRESENTATIVE, LLC, a Delaware limited liability com
