1017-00003 · Aurelius Global Media Group · Factual Investigation

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MEMORANDUM

PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT PREPARED IN ANTICIPATION OF LITIGATION

CALDERWOOD & HARKNESS LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067

This memorandum constitutes attorney work product prepared in anticipation of litigation and is protected from disclosure by the attorney work-product doctrine. This memorandum also contains confidential attorney-client communications and is protected by the attorney-client privilege. Do not circulate, copy, or distribute this memorandum without the prior written consent of Calderwood & Harkness LLP.

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I. Executive Summary

This memorandum presents a comprehensive chain-of-title analysis for the 217 audiovisual works that form the basis of the anticipated copyright infringement action to be brought by Aurelius Global Media Group PLC ("AGMG") and its wholly-owned Delaware subsidiary, Aurelius Media Americas, Inc. ("AMA"), against StreamNow Holdings, Inc. ("StreamNow"), Meridian Digital Distributors, LLC ("MDD"), and Franklin Ogilvie (collectively, "Defendants"). The 217 works at issue comprise 142 feature films and 75 television series encompassing 1,038 individual episodes.

Based on a comprehensive review of copyright registration records — cross-referenced with the Lexington IP Services, Inc. registration search completed on January 22, 2026, and conducted under the supervision of Marissa Chung, Director of Copyright Research — as well as work-for-hire agreements, assignment and acquisition records, and corporate transaction documents, we confirm that AGMG and/or AMA hold all relevant U.S. copyrights in each of the 217 works. The chain of title for every work has been traced from the point of creation or first fixation through to present-day ownership by AGMG or AMA, and no gaps in the chain of title have been identified for any of the 217 titles.

Of the 217 works, 189 have valid, timely U.S. copyright registrations — that is, registrations filed within three months of first publication or prior to the commencement of infringement — making them eligible for statutory damages and attorneys' fees under 17 U.S.C. §§ 504(c) and 505. The remaining 28 works have registrations that post-date the commencement of infringement, having been registered between May 2024 and October 2025. These 28 titles remain eligible for actual damages and infringer's profits under 17 U.S.C. § 504(b), and their registrations satisfy the jurisdictional prerequisite for suit under 17 U.S.C. § 411(a).

Critically, the analysis confirms that AGMG never granted any license, sublicense, distribution agreement, or other authorization of any kind to MDD, Franklin Ogilvie, or StreamNow with respect to any of the 217 titles or any other Aurelius-owned content. The purported Content Distribution Agreement between MDD and StreamNow dated March 15, 2024 is void as to Aurelius content, as MDD had no rights to convey.

The analysis supports Aurelius's standing to assert copyright infringement claims in the U.S. District Court for the Central District of California and supports proceeding with the pre-suit demand and, if necessary, the filing of a complaint.

II. Scope and Methodology

A. Scope of Review

This analysis covers all 217 audiovisual titles identified in the Copyright Registration Summary Report prepared by the undersigned based on search results obtained from Lexington IP Services, Inc. The 217 titles are broken down as follows: 142 feature films and 75 television series comprising a total of 1,038 individual episodes. The complete list of titles, together with their U.S. Copyright Office registration numbers, registration dates, registrant names, and timely/late classification, is set forth in Exhibit A, which is attached hereto and incorporated by reference.

Certain key franchises and catalogs within the 217 titles were examined in particular detail due to their commercial significance and prominence in the anticipated litigation:

• "Meridian" Franchise: Six feature films constituting one of Aurelius's most commercially valuable film franchises, with a combined global box office of approximately $1.43 billion.

• "Iron Compass" Series: Four seasons comprising 48 episodes. This series is the highest-rated Aurelius original television production, averaging 9.2 million UK viewers per episode during its initial broadcast run.

• "Thornfield" Period Drama Catalog: Twelve titles forming a critically acclaimed collection that has been honored with seven British Academy of Film and Television Arts ("BAFTA") awards.

Each of these franchises has been subjected to a heightened level of review given their commercial value and the corresponding magnitude of potential damages in the anticipated action.

B. Documents and Sources Reviewed

In conducting this chain-of-title analysis, we reviewed the following categories of documents and records:

1. U.S. Copyright Office Records. U.S. Copyright Office registration certificates and recordation documents for all 217 titles, as compiled and delivered by Lexington IP Services, Inc. (search completed January 22, 2026). These records include Certificates of Registration (Form PA), supplementary registrations, and all recorded assignments, transfers, and other documents pertaining to the 217 titles.

2. Corporate Formation and Governance Documents. Aurelius corporate records, including articles of incorporation and memoranda of association for AGMG, certificates of formation and bylaws for AMA and other subsidiaries, and corporate restructuring documents reflecting changes in the Aurelius corporate family over time.

3. Work-for-Hire and Employment Agreements. Work-for-hire agreements, employment agreements, and contributor agreements for original productions, including agreements with directors, writers, composers, and other key creative contributors.

4. Acquisition and Assignment Agreements. Acquisition agreements, assignment agreements, and purchase agreements for titles acquired from third-party producers, distributors, or predecessor entities. These include both individual title acquisitions and catalog-level acquisitions.

5. Corporate Transaction Documents. Corporate transaction documents reflecting mergers, acquisitions, and intra-group asset transfers within the Aurelius corporate family, including share purchase agreements, asset purchase agreements, merger instruments, bills of sale, and assignment instruments, together with all schedules of intellectual property transferred.

6. Internal Aurelius Records. Internal Aurelius content management system records and licensing databases, provided by and reviewed in consultation with Lena Kowalski, Head of Digital Rights Enforcement, and Raj Anantharam, SVP, Content Licensing & Distribution. These records include digital rights management logs, licensing deal records, and content distribution tracking data.

7. AMA-Specific Records. Records maintained by Aurelius Media Americas, Inc. relating to U.S.-specific copyright registrations and assignments, including correspondence with the U.S. Copyright Office and internal registration tracking databases.

8. Auditor Records. Auditor records reviewed as necessary from Whitmore & Pryce LLP, Aurelius's independent auditors (25 Old Broad Street, London EC2N 1HQ), to confirm asset classifications and valuations of acquired intellectual property catalogs reflected on Aurelius's balance sheet.

C. Methodology

For each of the 217 titles, we traced ownership from the point of creation and first fixation through to present-day ownership by AGMG or AMA. The analysis followed a consistent methodology applied uniformly across all titles:

Step 1 — Identification of Origin. We first identified the circumstances under which each work was created, including the producing entity, the country and date of first fixation, and the nature of the engagement of key creative contributors.

Step 2 — Classification by Ownership Pathway. We categorized each title into one of three ownership pathways:

(1) Category 1 — Original Productions (Work-for-Hire). Works produced by AGMG or its subsidiaries (including AMA) under the work-for-hire doctrine, in which copyright ownership vested in the employer/commissioning party at the time of creation.

(2) Category 2 — Titles Acquired Through Corporate Transactions. Works acquired by AGMG through acquisitions of predecessor production companies and catalog libraries, where title passed by operation of asset purchase agreements, share purchase agreements, or merger instruments.

(3) Category 3 — Titles Acquired from Third-Party Producers/Distributors. Works acquired individually or in packages from independent third-party producers or distributors through copyright assignment agreements.

Step 3 — Chain-of-Title Tracing. For each title, we traced every link in the chain of title from the original copyright owner to the present-day holder (AGMG or AMA), verifying each transfer with supporting documentation.

Step 4 — Verification Against Copyright Office Records. We verified the chain-of-title analysis against U.S. Copyright Office registration and recordation records, confirming that the registered copyright claimant is consistent with our ownership conclusions.

Step 5 — Cross-Reference with Lexington IP Services Report. We cross-referenced each title against the Lexington IP Services report to confirm its registration status (timely vs. late) and to identify any discrepancies between our analysis and the search results. No discrepancies were identified.

A summary table of the ownership pathway classification for each title is set forth in Exhibit B.

III. Corporate Background — Aurelius Global Media Group PLC

An understanding of the Aurelius corporate structure is essential to the chain-of-title analysis, as the copyright holdings at issue are distributed between AGMG as the ultimate parent and AMA as its U.S. operating subsidiary. This section provides the relevant corporate background for each entity and identifies the predecessor and affiliated entities relevant to the analysis.

A. Aurelius Global Media Group PLC

Full Legal Name: Aurelius Global Media Group PLC

Entity Type: Public limited company incorporated in England and Wales

Companies House Registration No.: 08724561

Registered and Principal Office: 45 Clarewood Place, London W1K 6TH, United Kingdom

Stock Exchange Listing: Listed on the London Stock Exchange, AIM Market (Ticker: AGLM). American Depositary Receipts ("ADRs") are traded over-the-counter in the United States under the symbol AGLMY.

Financial Overview: AGMG reported revenues of approximately £1.87 billion (approximately $2.36 billion at an exchange rate of £1 = $1.26) for fiscal year 2025, reflecting the company's position as a significant international media conglomerate with diversified revenue streams across theatrical distribution, television broadcasting, home entertainment, and digital licensing.

Senior Leadership: AGMG is led by Sir Alistair Pemberton, Chief Executive Officer, and its legal affairs are overseen by Fiona Hartwell, General Counsel. Day-to-day management of copyright enforcement and content licensing matters is handled by Lena Kowalski, Head of Digital Rights Enforcement, and Raj Anantharam, SVP, Content Licensing & Distribution, both of whom report to Ms. Hartwell.

Content Library: AGMG's total content library comprises over 4,200 film and television titles spanning multiple genres and decades. The 217 titles at issue in this matter represent a commercially significant subset of the overall library, encompassing many of Aurelius's highest-grossing and most critically acclaimed properties.

Role in Chain of Title: AGMG serves as the ultimate parent entity and copyright owner for the majority of the 217 works at issue, either directly (where copyrights are registered in AGMG's name) or through its wholly-owned subsidiary AMA. In either case, AGMG is the ultimate beneficial owner of all relevant copyrights. AGMG has historically produced the majority of its film and television content through its UK-based production division, with U.S. productions handled by AMA.

B. Aurelius Media Americas, Inc.

Full Legal Name: Aurelius Media Americas, Inc.

Entity Type: Corporation organized and existing under the laws of the State of Delaware

Ownership: Wholly-owned subsidiary of AGMG (100% of outstanding shares held by AGMG)

Principal Office: 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067

Functional Role: AMA serves as the U.S. operational arm for the production, distribution, and licensing of Aurelius content throughout the Americas. AMA's responsibilities include managing U.S. theatrical and home entertainment distribution, negotiating and administering U.S.-territory licensing agreements, overseeing U.S.-based productions, and maintaining U.S. copyright registrations for Aurelius content.

Copyright Holdings: AMA holds U.S. copyright registrations for a significant subset of the 217 titles at issue, particularly those titles that were produced in the United States or for which U.S. copyright registration was obtained through AMA as the registering entity. All U.S. copyrights held by AMA are ultimately beneficially owned by AGMG as the 100% parent company. Both AGMG and AMA will be named as co-plaintiffs in the anticipated action to ensure that all registered copyright owners are joined as parties.

Staffing Note: Franklin Ogilvie, one of the anticipated defendants, was formerly employed by AMA as a mid-level licensing manager. His employment with AMA is discussed in greater detail in Section VII below.

C. Predecessor and Affiliated Entities

Over its corporate history, AGMG has grown its content library through a series of corporate acquisitions and mergers involving predecessor production companies and catalog libraries. The titles acquired through these transactions are classified as Category 2 titles in our analysis and are discussed in detail in Section IV.B below.

The predecessor entities of particular relevance to this analysis include:

(i) Albion Film Holdings Ltd. A UK-based production company acquired by AGMG in 2009 through a share purchase agreement. The Albion acquisition brought approximately 340 film and television titles into the Aurelius library, a subset of which are among the 217 titles at issue. All Albion intellectual property was transferred to AGMG pursuant to an intra-group assignment instrument dated December 15, 2009, and the relevant U.S. copyrights were the subject of recorded assignments at the U.S. Copyright Office.

(ii) Pinnacle Studios International, Inc. A Delaware corporation and independent production company acquired by AGMG through an asset purchase agreement effective March 1, 2014. The Pinnacle acquisition included approximately 85 film titles, of which a subset is among the 217 titles at issue. All intellectual property assets were assigned to AMA under the terms of the asset purchase agreement, and the relevant assignments were recorded with the U.S. Copyright Office.

(iii) Crowngate Television Productions Ltd. A UK-based television production company acquired by AGMG in 2017 through a merger under English law. The Crowngate merger brought approximately 120 television series into the Aurelius library, including certain titles within the 217 at issue. All intellectual property vested in AGMG by operation of the merger, and supplementary registrations were filed with the U.S. Copyright Office to reflect the change in ownership.

All predecessor entity titles were properly assigned to AGMG or AMA through documented asset purchase agreements, share purchase agreements, and/or merger instruments, with corresponding recordation at the U.S. Copyright Office where applicable. No breaks in the chain of title have been identified in connection with any predecessor entity acquisition. The key assignment and transfer instruments are indexed in Exhibit C, and relevant corporate transaction documents are indexed in Exhibit D.

IV. Ownership Pathways — Analysis by Category

This section presents our analysis of the chain of title for the 217 works, organized by the three ownership pathway categories described in Section II.C above.

A. Category 1: Original Productions (Work-for-Hire)

Category 1 constitutes the largest category of the 217 titles. These are works produced by AGMG or AMA as "works made for hire" under 17 U.S.C. § 101, in which copyright ownership vested in the employing or commissioning entity at the time of creation. Under the work-for-hire doctrine, the employer or other person for whom the work was prepared is considered the author of the work for copyright purposes, and the employer owns all of the rights comprised in the copyright unless the parties have expressly agreed otherwise in a written instrument signed by them. See 17 U.S.C. § 201(b); Community for Creative Non-Violence v. Reid, 490 U.S. 730 (1989).

1. Basis of Ownership

For each Category 1 title, copyright ownership vests in AGMG or AMA as the employer or commissioning party under one or both of the following bases:

(a) Employee Works. Where key creative contributors — including directors, writers, editors, and composers — were employees of AGMG or AMA at the time they created their contributions, those contributions are works made for hire under the first prong of the statutory definition (works prepared by employees within the scope of their employment). See 17 U.S.C. § 101 (definition of "work made for hire," clause (1)).

(b) Specially Ordered or Commissioned Works. Where key creative contributors were engaged as independent contractors, their contributions qualify as works made for hire under the second prong of the statutory definition because (i) the contributions were specially ordered or commissioned for use as part of a motion picture or other audiovisual work — one of the nine enumerated categories in 17 U.S.C. § 101 (clause (2)) — and (ii) the parties expressly agreed in a signed written instrument that the work shall be considered a work made for hire.

2. Supporting Documentation

The following categories of documentation support the work-for-hire analysis for Category 1 titles:

• Employment Agreements. Written employment agreements with key creative contributors confirming their status as employees of AGMG or AMA and containing express work-for-hire provisions vesting copyright ownership in the employer.

• Work-for-Hire Clauses in Production Contracts. Production agreements, deal memos, and engagement letters with independent contractors containing express work-for-hire clauses, consistent with the requirements of 17 U.S.C. § 101.

• Contributor Agreements. Separate contributor agreements or "certificate of authorship" forms executed by creative contributors confirming that their contributions are works made for hire and, in the alternative, assigning all right, title, and interest in their contributions to AGMG or AMA.

• Guild and Union Agreements. Collective bargaining agreements with applicable guilds and unions — including the Writers' Guild of Great Britain ("WGGB"), the Directors UK, and, for U.S. productions, the Writers Guild of America ("WGA"), the Directors Guild of America ("DGA"), and the Screen Actors Guild–American Federation of Television and Radio Artists ("SAG-AFTRA") — confirming employer ownership of copyright, subject only to residual compensation obligations.

3. Key Franchises

The following key franchises are among the Category 1 original productions:

"Meridian" Franchise (6 Feature Films). All six films in the "Meridian" franchise were produced by AGMG through its UK production division. The films were directed by three directors, all of whom were engaged under written work-for-hire agreements. The screenplays were written by writers engaged under similar agreements. U.S. copyrights for all six films are registered in AGMG's name, with registration dates within three months of each film's first publication. The combined global box office for the franchise is approximately $1.43 billion. No co-production or third-party ownership interests exist with respect to any of the six films.

"Iron Compass" Series (4 Seasons, 48 Episodes). All 48 episodes of the "Iron Compass" series were produced by AGMG as an original television production. The series is the highest-rated Aurelius original, averaging 9.2 million UK viewers per episode during its initial broadcast run across all four seasons. U.S. copyright registrations for all 48 episodes were timely filed in AGMG's name. Work-for-hire agreements with all key talent — including the series showrunner, episode directors, and episode writers — have been confirmed and are on file.

"Thornfield" Period Drama Catalog (12 Titles). All twelve titles in the "Thornfield" catalog were produced by AGMG. The catalog has been honored with seven BAFTA awards across various categories. U.S. copyright registrations for all twelve titles are timely and registered in AGMG's name. The chain of title for each title has been confirmed, with no gaps or competing claims.

4. Co-Productions. A subset of Category 1 titles were co-produced by AGMG with third-party production companies. In each case, assignment agreements transferring all co-producer interests to AGMG have been verified and are on file. The co-production agreements uniformly provided that AGMG would own all worldwide intellectual property rights in the completed work, with the co-producer receiving only a share of net profits or a distribution fee. No residual third-party ownership claims remain with respect to any co-produced title among the 217 works.

5. Work-for-Hire Integrity

We have confirmed that all key creative contributors for Category 1 titles — including directors, writers, and composers — were engaged under written work-for-hire agreements or, where applicable, their contributions fall squarely within the statutory categories of 17 U.S.C. § 101 for specially ordered or commissioned works. In every instance, the agreements contain both a primary work-for-hire designation and an alternative assignment-of-rights clause, providing a belt-and-suspenders approach to vesting ownership in AGMG or AMA. No contributor has asserted any claim of individual copyright ownership in any of the 217 titles, and no contributor agreement is missing or incomplete.

B. Category 2: Titles Acquired Through Corporate Transactions

A substantial subset of the 217 titles was acquired by AGMG through acquisitions of predecessor production companies and catalog libraries. These acquisitions are described in Section III.C above. For each such acquisition, we have traced the chain of title as follows:

1. Tracing Methodology

Each corporate transaction chain was traced through the following documentation:

(a) Transaction Agreements. Asset purchase agreements, share purchase agreements, or merger instruments governing the acquisition of the predecessor entity or its assets by AGMG.

(b) intellectual Property Schedules. Schedules of intellectual property transferred as part of each transaction, listing specific titles and associated copyrights. These schedules were attached as exhibits to the transaction agreements and were incorporated by reference into the operative assignment provisions.

(c) Assignment Instruments. Separate assignment instruments, executed concurrently with or shortly after the closing of each transaction, transferring all right, title, and interest in the specified copyrights from the predecessor entity (or its shareholders) to AGMG or AMA. These assignments were recorded with the U.S. Copyright Office pursuant to 17 U.S.C. § 205, providing constructive notice to subsequent purchasers and establishing priority in the chain of title.

(d) Representations and Warranties. Representations and warranties by the selling party regarding clear title to the transferred copyrights, the absence of encumbrances, liens, or security interests, and the absence of prior grants inconsistent with full and exclusive ownership.

2. Verification. For each Category 2 title, we verified the complete chain of title from the original creator or producer through the predecessor entity and onward to AGMG or AMA. In every case, the chain is documented by written instruments, and the relevant assignments have been recorded with the U.S. Copyright Office. No breaks, gaps, or ambiguities have been identified in any acquisition chain. Where a predecessor entity had itself acquired titles from earlier owners, we traced those earlier links in the chain as well, confirming an unbroken chain from creation to present-day ownership.

3. Specific Transactions

The three principal corporate transactions through which Category 2 titles were acquired — the Albion Film Holdings Ltd. acquisition (2009), the Pinnacle Studios International, Inc. acquisition (2014), and the Crowngate Television Productions Ltd. merger (2017) — are summarized in Section III.C above. Relevant corporate transaction documents are indexed in Exhibit D.

C. Category 3: Titles Acquired from Third-Party Producers/Distributors

A smaller subset of the 217 titles was acquired individually or in packages from independent third-party producers or distributors through copyright assignment agreements. These acquisitions represent situations in which AGMG purchased specific titles or catalog packages from sellers who were not absorbed into the Aurelius corporate family.

1. Documentation. Each Category 3 acquisition is documented by the following:

(a) Copyright Assignment Agreements. Written copyright assignment agreements, signed by both the assignor and the assignee, transferring all right, title, and interest in the specified copyrights to AGMG or AMA. In most cases, these assignment agreements have been recorded with the U.S. Copyright Office pursuant to 17 U.S.C. § 205.

(b) Due Diligence Files. Due diligence files compiled at the time of each acquisition, confirming the seller's ownership of the copyrights at the time of transfer. These files include chain-of-title reports, copyright search results, and representations by the seller.

(c) Chain-of-Title Opinions or Certificates. In many cases, chain-of-title opinions or certificates were obtained from the seller's counsel at the time of acquisition, confirming the seller's clear title to the transferred copyrights and the absence of encumbrances or competing claims.

2. Scope of Rights Transferred

All Category 3 assignments are exclusive and worldwide in scope, encompassing all media now known or hereafter devised, including but not limited to theatrical exhibition, television broadcasting, home entertainment, digital streaming, electronic sell-through, and free ad-supported streaming television ("FAST") channels. The assignments transfer the full bundle of exclusive rights under copyright, including the rights of reproduction, distribution, public performance, public display, and the right to prepare derivative works. No reversionary interests were retained by any seller.

3. Termination Rights Analysis

We have analyzed whether any termination rights under 17 U.S.C. §§ 203 or 304 are currently exercisable with respect to any Category 3 title. Section 203 permits authors (or their heirs) to terminate grants of copyright executed on or after January 1, 1978, during a five-year window beginning at the end of 35 years from the date of execution of the grant. Section 304 permits termination of grants of copyright executed before January 1, 1978, subject to different timing rules. Our analysis confirms that no termination notices have been served with respect to any of the 217 titles, and no termination windows are currently open for the relevant works. This analysis is discussed further in Section IX.B below.

4. Competing Claims

No competing ownership claims have been identified for any Category 3 title. In every case, the seller's representations and warranties as to clear title have been verified against U.S. Copyright Office records, and no conflicting assignments, licenses, or encumbrances appear in the public record.

V. Copyright Registration Status — Cross-Reference with Lexington IP Services Report

A. Overview

As noted in Section II.B above, Lexington IP Services, Inc. conducted a comprehensive search of U.S. Copyright Office records on behalf of Aurelius in connection with this matter. The search was completed on January 22, 2026, and was conducted under the supervision of Marissa Chung, Director of Copyright Research, at Lexington IP Services, Inc. (1625 I Street NW, Suite 400, Washington, DC 20006). The search covered all 217 titles and confirmed the registration status for each title.

The results of the Lexington IP Services search have been cross-referenced with our independent review of U.S. Copyright Office records and with the chain-of-title analysis presented in this memorandum. No discrepancies were identified between the Lexington IP Services search results and our independent analysis.

The registration status of the 217 titles is summarized below and is set forth in detail in Exhibit A.

B. Timely Registrations (189 Titles)

Of the 217 titles, 189 have valid, timely U.S. copyright registrations. For purposes of this analysis, "timely" means that the registration was effective either (a) within three months of the work's first publication, or (b) prior to the commencement of infringement, which we have identified as beginning on or about April 1, 2024, based on our investigation of the dates on which the 217 titles first appeared on the StreamNow platform and its FAST channel sublicensees.

Under 17 U.S.C. § 412, a copyright owner may recover statutory damages under Section 504(c) and attorneys' fees under Section 505 only if the work was registered before the infringement commenced, or, in the case of a published work, within three months after the first publication of the work. Because all 189 timely-registered titles satisfy this requirement, Aurelius is eligible to seek statutory damages — which range from $750 to $30,000 per work infringed, or up to $150,000 per work in cases of willful infringement — and recovery of attorneys' fees for each of these titles. See 17 U.S.C. §§ 504(c)(1)–(2), 505.

All 189 timely registrations are in the name of AGMG or AMA as the copyright claimant, consistent with the ownership analysis presented herein. Notably, all titles in the "Meridian" franchise, the "Iron Compass" series, and the "Thornfield" period drama catalog are among the 189 timely-registered titles.

C. Late Registrations (28 Titles)

The remaining 28 titles have U.S. copyright registrations that post-date the commencement of infringement. The registration dates for these 28 titles range from May 2024 through October 2025. These registrations were obtained after Aurelius became aware of the unauthorized exploitation of its content on the StreamNow platform and its FAST channel sublicensees and initiated remedial registration efforts.

Because these 28 registrations post-date the commencement of infringement, Aurelius is not eligible to recover statutory damages or attorneys' fees for these titles under 17 U.S.C. § 412. However, these titles remain eligible for recovery of actual damages suffered by the copyright owner and any additional profits of the infringer attributable to the infringement under 17 U.S.C. § 504(b). Given the scale and duration of the unauthorized exploitation, actual damages and infringer's profits for these 28 titles are expected to be substantial.

It is important to note that registration is a prerequisite to filing suit for infringement of a U.S. copyright under 17 U.S.C. § 411(a), but the timing of registration relative to the infringement affects only the availability of certain remedies, not the right to sue. See Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019). All 28 titles now have effective registrations, satisfying the jurisdictional prerequisite for suit.

All 28 late registrations are in the name of AGMG or AMA as the copyright claimant, consistent with the ownership analysis presented herein.

D. Registrant Consistency

We have confirmed that all 217 registrations list either AGMG or AMA as the copyright claimant. Where a predecessor entity was the original registrant — as is the case for certain Category 2 titles acquired through corporate transactions — supplementary registrations have been filed or recorded assignments have been recorded with the U.S. Copyright Office to reflect the transfer of ownership from the predecessor entity to AGMG or AMA. In all such cases, the public record at the Copyright Office is consistent with, and accurately reflects, the current ownership of the copyrights by AGMG or AMA.

No discrepancies between the registered copyright claimant and the current beneficial owner have been identified for any of the 217 titles. The registrant information is fully consistent with the ownership pathway analysis presented in Section IV above and summarized in Exhibit B.

VI. Analysis of Specific Key Franchises

Given their commercial significance and the magnitude of damages likely attributable to their unauthorized exploitation, we present here a more detailed analysis of three key franchises within the 217 titles.

A. "Meridian" Franchise (6 Feature Films)

The "Meridian" franchise comprises six feature films produced by AGMG through its UK production division between 2010 and 2023. The franchise represents one of Aurelius's most commercially valuable intellectual properties, with a combined global box office of approximately $1.43 billion.

Production and Ownership. All six films were produced by AGMG as works made for hire. The directors, screenwriters, and composers for all six films were engaged under written work-for-hire agreements containing both primary work-for-hire designations and alternative assignment-of-rights clauses. AGMG is the sole copyright owner of each film, and no co-production or third-party ownership interests exist.

Registration Status. U.S. copyright registrations for all six films were timely filed in AGMG's name, within three months of each film's first publication. All six titles are therefore eligible for statutory damages and attorneys' fees.

Chain of Title. The chain of title for each of the six "Meridian" films is clean and direct: each film was created by AGMG as a work made for hire, with copyright vesting in AGMG at the time of creation. There are no intervening transfers, no encumbrances, no liens, and no competing claims. This is the simplest and most straightforward chain-of-title structure among the 217 titles.

B. "Iron Compass" Series (4 Seasons, 48 Episodes)

The "Iron Compass" series is a drama series comprising four seasons and 48 episodes, produced by AGMG as an original television production. The series averaged 9.2 million UK viewers per episode across its initial broadcast run, making it the highest-rated Aurelius original series.

Production and Ownership. All 48 episodes were produced by AGMG. The series showrunner, episode directors, episode writers, and composers were engaged under written work-for-hire agreements. AGMG is the sole copyright owner of each episode.

Registration Status. U.S. copyright registrations for all 48 episodes were timely filed in AGMG's name. All 48 episodes are eligible for statutory damages and attorneys' fees.

Chain of Title. As with the "Meridian" franchise, the chain of title for the "Iron Compass" series is straightforward: each episode was created by AGMG as a work made for hire, with no intervening transfers. No outstanding residual rights or reversionary interests have been identified. Work-for-hire agreements with all key talent have been confirmed and are maintained in AGMG's production files.

C. "Thornfield" Period Drama Catalog (12 Titles)

The "Thornfield" catalog consists of twelve period drama titles produced by AGMG, collectively honored with seven BAFTA awards. The catalog represents some of Aurelius's most critically acclaimed content and continues to generate significant licensing revenue.

Production and Ownership. All twelve titles were produced by AGMG as original productions. Key creative contributors were engaged under written work-for-hire agreements. AGMG is the sole copyright owner of each title.

Registration Status. U.S. copyright registrations for all twelve titles were timely filed in AGMG's name. All twelve titles are eligible for statutory damages and attorneys' fees.

Chain of Title. The chain of title for each of the twelve "Thornfield" titles has been confirmed as complete and unbroken. No gaps, competing claims, or encumbrances exist.

VII. Absence of Grants to Meridian Digital Distributors, LLC or StreamNow Holdings, Inc.

A critical element of the anticipated infringement action is establishing that neither MDD, StreamNow, nor any of their sublicensees had authorization from Aurelius to reproduce, distribute, or publicly perform any of the 217 titles. This section presents our analysis on that point.

A. No License or Authorization to MDD

Aurelius's records — including its content management systems, licensing databases, and all records reviewed by Lena Kowalski (Head of Digital Rights Enforcement) and Raj Anantharam (SVP, Content Licensing & Distribution) — confirm that AGMG never granted Meridian Digital Distributors, LLC (California Secretary of State File No. 202115729430), Franklin Ogilvie, or any entity controlled by or affiliated with Franklin Ogilvie, any license, sublicense, distribution agreement, or other authorization of any kind with respect to any of the 217 titles or any other Aurelius-owned content.

MDD is not and has never been an authorized distributor, licensee, sublicensee, or agent of Aurelius or any Aurelius entity. MDD does not appear in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with MDD or on MDD's behalf.

Franklin Ogilvie's Former Employment. Franklin Ogilvie was formerly employed by Aurelius Media Americas, Inc. as a mid-level licensing manager in AMA's Los Angeles office. His employment with AMA ended on June 30, 2021. Upon his departure, Mr. Ogilvie executed a separation agreement dated June 30, 2021, which included the following relevant provisions:

(i) Non-Compete Covenant. Mr. Ogilvie agreed to refrain from engaging in any business that competes with the business of AGMG or any of its subsidiaries for a period of twelve months following his departure.

(ii) Non-Solicitation Covenant. Mr. Ogilvie agreed to refrain from soliciting any clients, customers, licensees, or business partners of AGMG or any of its subsidiaries for a period of twelve months following his departure.

(iii) intellectual Property Restrictions. Mr. Ogilvie expressly acknowledged that he had no ownership interest in any AGMG intellectual property and agreed to an explicit prohibition on the use, reproduction, distribution, or exploitation of any Aurelius intellectual property, including but not limited to copyrighted content, trademarks, and confidential business information, following his departure. This prohibition was not time-limited and survives in perpetuity.

During his employment, Mr. Ogilvie served as a mid-level licensing manager within AMA's content licensing division. His role did not include the authority to grant distribution rights, execute licensing agreements, or otherwise bind AGMG or AMA with respect to the exploitation of Aurelius content. Any authority he possessed to participate in licensing transactions was exercised solely under the supervision and approval of senior management and terminated upon his departure from AMA on June 30, 2021.

An excerpt of the Ogilvie separation agreement pertaining to intellectual property restrictions is attached as Exhibit E.

B. No License or Authorization to StreamNow

AGMG has never executed any license agreement, distribution agreement, content supply agreement, or other authorization of any kind with StreamNow Holdings, Inc. (Delaware Secretary of State File No. 7291843; headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010). StreamNow does not appear in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with StreamNow or on StreamNow's behalf.

Furthermore, AGMG has never authorized any intermediary, agent, distributor, or sublicensor to license, sublicense, or distribute Aurelius content to StreamNow. There is no chain of authorization — direct or indirect — connecting AGMG to StreamNow with respect to any of the 217 titles or any other Aurelius-owned content.

The purported Content Distribution Agreement between MDD and StreamNow, dated March 15, 2024 (the "Purported CDA"), which we have obtained and reviewed in the course of this investigation, purports to grant StreamNow the right to distribute certain audiovisual content — including titles from the Aurelius library — through StreamNow's platform and through StreamNow's FAST channel sublicensees. However, because MDD had no rights in any Aurelius content, MDD could not and did not convey any such rights to StreamNow. The legal maxim nemo dat quod non habet — one cannot give what one does not have — applies. The Purported CDA is void and of no force or effect insofar as it purports to convey any rights in Aurelius content. See, e.g., Effects Associates, Inc. v. Cohen, 908 F.2d 555, 556 (9th Cir. 1990) (transfer of copyright ownership requires a writing signed by the owner of the rights conveyed); 17 U.S.C. § 204(a).

C. No Authorization to FAST Channel Sublicensees

AGMG has never authorized the distribution of its content to or through any of the four FAST channel operators that have been identified as StreamNow sublicensees:

(i) Brindoval Channel Networks, Inc. — Dallas, Texas

(ii) BrightLoop Media, LLC — Miami, Florida

(iii) Velvet Stream Partners, LP — Toronto, Ontario, Canada

(iv) Pacific Lantern Digital Pty Ltd — Sydney, New South Wales, Australia

None of these entities appears in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with any of these entities. To the extent these entities received Aurelius content through StreamNow or MDD, they did so without any authorization from AGMG, and their exploitation of such content constitutes unauthorized infringement of Aurelius's exclusive copyrights.

VIII. Standing Analysis

Under 17 U.S.C. § 501(b), "[t]he legal or beneficial owner of an exclusive right under a copyright is entitled to institute an action for any infringement of that particular right committed while he or she is the owner of it." AGMG and AMA, as the registered copyright owners (or assignees with recorded assignments) of all 217 titles at issue, have standing to bring suit for infringement of the exclusive rights of reproduction, distribution, and public performance under 17 U.S.C. § 106(1), (3), and (4).

The standing analysis rests on three pillars:

First, ownership. As demonstrated in Sections III and IV of this memorandum, AGMG and/or AMA hold all relevant U.S. copyrights in each of the 217 titles. Ownership has been established through work-for-hire relationships, corporate acquisitions, and third-party assignments, all of which are fully documented and verified against U.S. Copyright Office records. No competing ownership claims, outstanding exclusive licenses, security interests, or other encumbrances that would divest AGMG or AMA of standing have been identified.

Second, registration. Under 17 U.S.C. § 411(a), "no civil action for infringement of the copyright in any United States work shall be instituted until preregistration or registration of the copyright claim has been made in accordance with this title." All 217 titles have been registered with the U.S. Copyright Office — 189 with timely registrations and 28 with registrations that post-date the infringement — thereby satisfying this jurisdictional prerequisite for all titles. See Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019) (holding that "registration" under § 411(a) means that the Copyright Office has acted on a copyright application, either by registering or refusing to register the copyright).

Third, exclusive rights. The unauthorized activities at issue — specifically, the reproduction, distribution, and public performance (including digital streaming) of the 217 titles through the StreamNow platform and FAST channel sublicensees — implicate the exclusive rights conferred on copyright owners by 17 U.S.C. § 106, paragraphs (1), (3), and (4). AGMG and AMA, as the holders of these exclusive rights, are the proper parties to assert claims for infringement thereof.

Accordingly, AGMG and AMA have standing to institute an action for copyright infringement in the U.S. District Court for the Central District of California with respect to all 217 titles.

IX. Potential Chain-of-Title Challenges and Defensive Analysis

While we conclude that the chain of title for all 217 titles is complete and defensible, prudent pre-litigation analysis requires us to anticipate potential challenges that defendants may raise. This section identifies the most likely categories of challenge and assesses their merit.

A. Work-for-Hire Challenges

Potential Defense. Defendants may argue that certain works do not qualify as "works made for hire" under 17 U.S.C. § 101, asserting that key creative contributors were independent contractors who did not sign work-for-hire agreements and whose contributions do not fall within the statutory categories of specially ordered or commissioned works.

Assessment. Our review of the production records and contributor agreements for all Category 1 titles confirms that every key creative contributor — including directors, writers, and composers — was engaged under a written work-for-hire agreement containing an express work-for-hire designation. In the alternative, each agreement includes a full assignment-of-rights clause, such that even if a court were to find that the work-for-hire designation was ineffective, the assignment clause would independently vest ownership in AGMG or AMA. Furthermore, audiovisual works are among the nine categories of works that can be works made for hire when specially ordered or commissioned, provided the parties have expressly agreed in a signed written instrument. See 17 U.S.C. § 101. All of the contributor agreements at issue satisfy these requirements.

Risk Level: Minimal. The documentation is robust, and the belt-and-suspenders approach (work-for-hire designation plus alternative assignment) provides a strong basis for ownership.

B. Termination Rights

Potential Defense. Defendants may argue that certain authors have exercised or are entitled to exercise termination rights under 17 U.S.C. § 203 (for grants executed on or after January 1, 1978) or § 304 (for grants executed before January 1, 1978), thereby divesting AGMG of ownership.

Assessment. We have conducted a comprehensive analysis of the termination rights provisions applicable to each of the 217 titles. Our analysis confirms:

(i) No termination notices have been served by any original author (or heir) with respect to any of the 217 titles. A search of the U.S. Copyright Office records and AGMG's internal records reveals no recorded termination notices and no correspondence from any author or author's representative asserting termination rights.

(ii) No termination windows are currently open for the relevant works. The Section 203 termination window does not open until 35 years after the date of execution of the grant. The earliest grants at issue date from 2002, meaning the earliest Section 203 termination window would not open until 2037. For works made for hire, the termination provisions of Section 203 are inapplicable entirely. See 17 U.S.C. § 203(a) ("The provisions of this section do not apply to . . . a work made for hire."). Since the vast majority of the 217 titles are works made for hire, Section 203 termination is not a viable defense for those titles.

(iii) Section 304 termination applies only to grants covering the extended renewal term of copyrights secured before January 1, 1978. None of the 217 titles at issue has a copyright secured before that date. Section 304 termination is therefore inapplicable to the 217 titles.

Risk Level: Negligible. No termination rights are currently exercisable, and the work-for-hire status of the majority of the titles immunizes them from Section 203 termination.

C. Predecessor Entity Assignments

Potential Defense. Defendants may challenge the adequacy of the assignment documentation from predecessor entities, arguing that the written assignments were not properly executed, were too vague to identify the works transferred, or were not properly recorded with the U.S. Copyright Office.

Assessment. All assignments from predecessor entities to AGMG or AMA have been reviewed and are in writing, signed by authorized representatives of the assignor, and in most cases recorded with the U.S. Copyright Office in accordance with 17 U.S.C. § 205. The assignments identify the transferred works by title and, in most cases, by Copyright Office registration number. The assignment instruments are accompanied by detailed schedules of intellectual property listing each title and associated copyright. Representations and warranties from the assignors as to their ownership of the transferred copyrights further support the integrity of the chain.

Under 17 U.S.C. § 204(a), a transfer of copyright ownership is not valid unless an instrument of conveyance, or a note or memorandum of the transfer, is in writing and signed by the owner of the rights conveyed. All assignments at issue satisfy this requirement. Recording under 17 U.S.C. § 205 provides constructive notice of the facts stated in the recorded document and establishes priorities between conflicting transfers. The recorded assignments establish AGMG's and AMA's priority as the current copyright owners.

Risk Level: Minimal. The documentation is comprehensive and compliant with statutory requirements.

D. Foreign-Origin Works

Potential Defense. Defendants may argue that because many Aurelius titles were first published outside the United States (principally in the United Kingdom), they are not entitled to U.S. copyright protection, or that the U.S. copyright registrations are deficient.

Assessment. The United Kingdom is a signatory to the Berne Convention for the Protection of Literary and Artistic Works, and works first published in the UK are protected under U.S. copyright law on the same basis as works first published in the United States. See 17 U.S.C. § 104(b)(2) (extending copyright protection to works first published in a treaty party nation). The United States and the United Kingdom are also parties to the Universal Copyright Convention and are members of the World Trade Organization, providing additional bases for protection under 17 U.S.C. § 104.

U.S. copyright registrations have been obtained for all 217 titles, regardless of their country of first publication. For foreign-origin works, registration is a prerequisite to filing suit in the United States for works that are "United States works" (i.e., works first published in the United States), but Section 411(a) does not require registration as a prerequisite to suit for works that are not "United States works." See 17 U.S.C. § 411(a). Nevertheless, AGMG has registered all 217 titles, including foreign-origin titles, thereby mooting any potential jurisdictional argument and preserving the ability to seek statutory damages and attorneys' fees for the timely-registered titles.

Risk Level: Negligible. The foreign-origin status of many Aurelius titles does not impair their U.S. copyright protection or the enforceability of their U.S. registrations.

X. Conclusions and Recommendations

Based on the comprehensive chain-of-title analysis set forth in this memorandum, we reach the following conclusions and recommendations:

MEMORANDUM
PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT PREPARED IN ANTICIPATION OF LITIGATION
CALDERWOOD & HARKNESS LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067
This memorandum constitutes attorney work product prepared in anticipation of litigation and is protected from disclosure by the attorney work-product doctrine. This memorandum also contains confidential attorney-client communications and is protected by the attorney-client privilege. Do not circulate, copy, or distribute this memorandum without the prior written consent of Calderwood & Harkness LLP.
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I. Executive Summary
This memorandum presents a comprehensive chain-of-title analysis for the 217 audiovisual works that form the basis of the anticipated copyright infringement action to be brought by Aurelius Global Media Group PLC ("AGMG") and its wholly-owned Delaware subsidiary, Aurelius Media Americas, Inc. ("AMA"), against StreamNow Holdings, Inc. ("StreamNow"), Meridian Digital Distributors, LLC ("MDD"), and Franklin Ogilvie (collectively, "Defendants"). The 217 works at issue comprise 142 feature films and 75 television series encompassing 1,038 individual episodes.
Based on a comprehensive review of copyright registration records — cross-referenced with the Lexington IP Services, Inc. registration search completed on January 22, 2026, and conducted under the supervision of Marissa Chung, Director of Copyright Research — as well as work-for-hire agreements, assignment and acquisition records, and corporate transaction documents, we confirm that AGMG and/or AMA hold all relevant U.S. copyrights in each of the 217 works. The chain of title for every work has been traced from the point of creation or first fixation through to present-day ownership by AGMG or AMA, and no gaps in the chain of title have been identified for any of the 217 titles.
Of the 217 works, 189 have valid, timely U.S. copyright registrations — that is, registrations filed within three months of first publication or prior to the commencement of infringement — making them eligible for statutory damages and attorneys' fees under 17 U.S.C. §§ 504(c) and 505. The remaining 28 works have registrations that post-date the commencement of infringement, having been registered between May 2024 and October 2025. These 28 titles remain eligible for actual damages and infringer's profits under 17 U.S.C. § 504(b), and their registrations satisfy the jurisdictional prerequisite for suit under 17 U.S.C. § 411(a).
Critically, the analysis confirms that AGMG never granted any license, sublicense, distribution agreement, or other authorization of any kind to MDD, Franklin Ogilvie, or StreamNow with respect to any of the 217 titles or any other Aurelius-owned content. The purported Content Distribution Agreement between MDD and StreamNow dated March 15, 2024 is void as to Aurelius content, as MDD had no rights to convey.
The analysis supports Aurelius's standing to assert copyright infringement claims in the U.S. District Court for the Central District of California and supports proceeding with the pre-suit demand and, if necessary, the filing of a complaint.
II. Scope and Methodology
A. Scope of Review
This analysis covers all 217 audiovisual titles identified in the Copyright Registration Summary Report prepared by the undersigned based on search results obtained from Lexington IP Services, Inc. The 217 titles are broken down as follows: 142 feature films and 75 television series comprising a total of 1,038 individual episodes. The complete list of titles, together with their U.S. Copyright Office registration numbers, registration dates, registrant names, and timely/late classification, is set forth in Exhibit A, which is attached hereto and incorporated by reference.
Certain key franchises and catalogs within the 217 titles were examined in particular detail due to their commercial significance and prominence in the anticipated litigation:
•  "Meridian" Franchise: Six feature films constituting one of Aurelius's most commercially valuable film franchises, with a combined global box office of approximately $1.43 billion.
•  "Iron Compass" Series: Four seasons comprising 48 episodes. This series is the highest-rated Aurelius original television production, averaging 9.2 million UK viewers per episode during its initial broadcast run.
•  "Thornfield" Period Drama Catalog: Twelve titles forming a critically acclaimed collection that has been honored with seven British Academy of Film and Television Arts ("BAFTA") awards.
Each of these franchises has been subjected to a heightened level of review given their commercial value and the corresponding magnitude of potential damages in the anticipated action.
B. Documents and Sources Reviewed
In conducting this chain-of-title analysis, we reviewed the following categories of documents and records:
1.  U.S. Copyright Office Records. U.S. Copyright Office registration certificates and recordation documents for all 217 titles, as compiled and delivered by Lexington IP Services, Inc. (search completed January 22, 2026). These records include Certificates of Registration (Form PA), supplementary registrations, and all recorded assignments, transfers, and other documents pertaining to the 217 titles.
2.  Corporate Formation and Governance Documents. Aurelius corporate records, including articles of incorporation and memoranda of association for AGMG, certificates of formation and bylaws for AMA and other subsidiaries, and corporate restructuring documents reflecting changes in the Aurelius corporate family over time.
3.  Work-for-Hire and Employment Agreements. Work-for-hire agreements, employment agreements, and contributor agreements for original productions, including agreements with directors, writers, composers, and other key creative contributors.
4.  Acquisition and Assignment Agreements. Acquisition agreements, assignment agreements, and purchase agreements for titles acquired from third-party producers, distributors, or predecessor entities. These include both individual title acquisitions and catalog-level acquisitions.
5.  Corporate Transaction Documents. Corporate transaction documents reflecting mergers, acquisitions, and intra-group asset transfers within the Aurelius corporate family, including share purchase agreements, asset purchase agreements, merger instruments, bills of sale, and assignment instruments, together with all schedules of intellectual property transferred.
6.  Internal Aurelius Records. Internal Aurelius content management system records and licensing databases, provided by and reviewed in consultation with Lena Kowalski, Head of Digital Rights Enforcement, and Raj Anantharam, SVP, Content Licensing & Distribution. These records include digital rights management logs, licensing deal records, and content distribution tracking data.
7.  AMA-Specific Records. Records maintained by Aurelius Media Americas, Inc. relating to U.S.-specific copyright registrations and assignments, including correspondence with the U.S. Copyright Office and internal registration tracking databases.
8.  Auditor Records. Auditor records reviewed as necessary from Whitmore & Pryce LLP, Aurelius's independent auditors (25 Old Broad Street, London EC2N 1HQ), to confirm asset classifications and valuations of acquired intellectual property catalogs reflected on Aurelius's balance sheet.
C. Methodology
For each of the 217 titles, we traced ownership from the point of creation and first fixation through to present-day ownership by AGMG or AMA. The analysis followed a consistent methodology applied uniformly across all titles:
Step 1 — Identification of Origin. We first identified the circumstances under which each work was created, including the producing entity, the country and date of first fixation, and the nature of the engagement of key creative contributors.
Step 2 — Classification by Ownership Pathway. We categorized each title into one of three ownership pathways:
(1) Category 1 — Original Productions (Work-for-Hire). Works produced by AGMG or its subsidiaries (including AMA) under the work-for-hire doctrine, in which copyright ownership vested in the employer/commissioning party at the time of creation.
(2) Category 2 — Titles Acquired Through Corporate Transactions. Works acquired by AGMG through acquisitions of predecessor production companies and catalog libraries, where title passed by operation of asset purchase agreements, share purchase agreements, or merger instruments.
(3) Category 3 — Titles Acquired from Third-Party Producers/Distributors. Works acquired individually or in packages from independent third-party producers or distributors through copyright assignment agreements.
Step 3 — Chain-of-Title Tracing. For each title, we traced every link in the chain of title from the original copyright owner to the present-day holder (AGMG or AMA), verifying each transfer with supporting documentation.
Step 4 — Verification Against Copyright Office Records. We verified the chain-of-title analysis against U.S. Copyright Office registration and recordation records, confirming that the registered copyright claimant is consistent with our ownership conclusions.
Step 5 — Cross-Reference with Lexington IP Services Report. We cross-referenced each title against the Lexington IP Services report to confirm its registration status (timely vs. late) and to identify any discrepancies between our analysis and the search results. No discrepancies were identified.
A summary table of the ownership pathway classification for each title is set forth in Exhibit B.
III. Corporate Background — Aurelius Global Media Group PLC
An understanding of the Aurelius corporate structure is essential to the chain-of-title analysis, as the copyright holdings at issue are distributed between AGMG as the ultimate parent and AMA as its U.S. operating subsidiary. This section provides the relevant corporate background for each entity and identifies the predecessor and affiliated entities relevant to the analysis.
A. Aurelius Global Media Group PLC
Full Legal Name: Aurelius Global Media Group PLC
Entity Type: Public limited company incorporated in England and Wales
Companies House Registration No.: 08724561
Registered and Principal Office: 45 Clarewood Place, London W1K 6TH, United Kingdom
Stock Exchange Listing: Listed on the London Stock Exchange, AIM Market (Ticker: AGLM). American Depositary Receipts ("ADRs") are traded over-the-counter in the United States under the symbol AGLMY.
Financial Overview: AGMG reported revenues of approximately £1.87 billion (approximately $2.36 billion at an exchange rate of £1 = $1.26) for fiscal year 2025, reflecting the company's position as a significant international media conglomerate with diversified revenue streams across theatrical distribution, television broadcasting, home entertainment, and digital licensing.
Senior Leadership: AGMG is led by Sir Alistair Pemberton, Chief Executive Officer, and its legal affairs are overseen by Fiona Hartwell, General Counsel. Day-to-day management of copyright enforcement and content licensing matters is handled by Lena Kowalski, Head of Digital Rights Enforcement, and Raj Anantharam, SVP, Content Licensing & Distribution, both of whom report to Ms. Hartwell.
Content Library: AGMG's total content library comprises over 4,200 film and television titles spanning multiple genres and decades. The 217 titles at issue in this matter represent a commercially significant subset of the overall library, encompassing many of Aurelius's highest-grossing and most critically acclaimed properties.
Role in Chain of Title: AGMG serves as the ultimate parent entity and copyright owner for the majority of the 217 works at issue, either directly (where copyrights are registered in AGMG's name) or through its wholly-owned subsidiary AMA. In either case, AGMG is the ultimate beneficial owner of all relevant copyrights. AGMG has historically produced the majority of its film and television content through its UK-based production division, with U.S. productions handled by AMA.
B. Aurelius Media Americas, Inc.
Full Legal Name: Aurelius Media Americas, Inc.
Entity Type: Corporation organized and existing under the laws of the State of Delaware
Ownership: Wholly-owned subsidiary of AGMG (100% of outstanding shares held by AGMG)
Principal Office: 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067
Functional Role: AMA serves as the U.S. operational arm for the production, distribution, and licensing of Aurelius content throughout the Americas. AMA's responsibilities include managing U.S. theatrical and home entertainment distribution, negotiating and administering U.S.-territory licensing agreements, overseeing U.S.-based productions, and maintaining U.S. copyright registrations for Aurelius content.
Copyright Holdings: AMA holds U.S. copyright registrations for a significant subset of the 217 titles at issue, particularly those titles that were produced in the United States or for which U.S. copyright registration was obtained through AMA as the registering entity. All U.S. copyrights held by AMA are ultimately beneficially owned by AGMG as the 100% parent company. Both AGMG and AMA will be named as co-plaintiffs in the anticipated action to ensure that all registered copyright owners are joined as parties.
Staffing Note: Franklin Ogilvie, one of the anticipated defendants, was formerly employed by AMA as a mid-level licensing manager. His employment with AMA is discussed in greater detail in Section VII below.
C. Predecessor and Affiliated Entities
Over its corporate history, AGMG has grown its content library through a series of corporate acquisitions and mergers involving predecessor production companies and catalog libraries. The titles acquired through these transactions are classified as Category 2 titles in our analysis and are discussed in detail in Section IV.B below.
The predecessor entities of particular relevance to this analysis include:
(i) Albion Film Holdings Ltd. A UK-based production company acquired by AGMG in 2009 through a share purchase agreement. The Albion acquisition brought approximately 340 film and television titles into the Aurelius library, a subset of which are among the 217 titles at issue. All Albion intellectual property was transferred to AGMG pursuant to an intra-group assignment instrument dated December 15, 2009, and the relevant U.S. copyrights were the subject of recorded assignments at the U.S. Copyright Office.
(ii) Pinnacle Studios International, Inc. A Delaware corporation and independent production company acquired by AGMG through an asset purchase agreement effective March 1, 2014. The Pinnacle acquisition included approximately 85 film titles, of which a subset is among the 217 titles at issue. All intellectual property assets were assigned to AMA under the terms of the asset purchase agreement, and the relevant assignments were recorded with the U.S. Copyright Office.
(iii) Crowngate Television Productions Ltd. A UK-based television production company acquired by AGMG in 2017 through a merger under English law. The Crowngate merger brought approximately 120 television series into the Aurelius library, including certain titles within the 217 at issue. All intellectual property vested in AGMG by operation of the merger, and supplementary registrations were filed with the U.S. Copyright Office to reflect the change in ownership.
All predecessor entity titles were properly assigned to AGMG or AMA through documented asset purchase agreements, share purchase agreements, and/or merger instruments, with corresponding recordation at the U.S. Copyright Office where applicable. No breaks in the chain of title have been identified in connection with any predecessor entity acquisition. The key assignment and transfer instruments are indexed in Exhibit C, and relevant corporate transaction documents are indexed in Exhibit D.
IV. Ownership Pathways — Analysis by Category
This section presents our analysis of the chain of title for the 217 works, organized by the three ownership pathway categories described in Section II.C above.
A. Category 1: Original Productions (Work-for-Hire)
Category 1 constitutes the largest category of the 217 titles. These are works produced by AGMG or AMA as "works made for hire" under 17 U.S.C. § 101, in which copyright ownership vested in the employing or commissioning entity at the time of creation. Under the work-for-hire doctrine, the employer or other person for whom the work was prepared is considered the author of the work for copyright purposes, and the employer owns all of the rights comprised in the copyright unless the parties have expressly agreed otherwise in a written instrument signed by them. See 17 U.S.C. § 201(b); Community for Creative Non-Violence v. Reid, 490 U.S. 730 (1989).
1. Basis of Ownership
For each Category 1 title, copyright ownership vests in AGMG or AMA as the employer or commissioning party under one or both of the following bases:
(a) Employee Works. Where key creative contributors — including directors, writers, editors, and composers — were employees of AGMG or AMA at the time they created their contributions, those contributions are works made for hire under the first prong of the statutory definition (works prepared by employees within the scope of their employment). See 17 U.S.C. § 101 (definition of "work made for hire," clause (1)).
(b) Specially Ordered or Commissioned Works. Where key creative contributors were engaged as independent contractors, their contributions qualify as works made for hire under the second prong of the statutory definition because (i) the contributions were specially ordered or commissioned for use as part of a motion picture or other audiovisual work — one of the nine enumerated categories in 17 U.S.C. § 101 (clause (2)) — and (ii) the parties expressly agreed in a signed written instrument that the work shall be considered a work made for hire.
2. Supporting Documentation
The following categories of documentation support the work-for-hire analysis for Category 1 titles:
•  Employment Agreements. Written employment agreements with key creative contributors confirming their status as employees of AGMG or AMA and containing express work-for-hire provisions vesting copyright ownership in the employer.
•  Work-for-Hire Clauses in Production Contracts. Production agreements, deal memos, and engagement letters with independent contractors containing express work-for-hire clauses, consistent with the requirements of 17 U.S.C. § 101.
•  Contributor Agreements. Separate contributor agreements or "certificate of authorship" forms executed by creative contributors confirming that their contributions are works made for hire and, in the alternative, assigning all right, title, and interest in their contributions to AGMG or AMA.
•  Guild and Union Agreements. Collective bargaining agreements with applicable guilds and unions — including the Writers' Guild of Great Britain ("WGGB"), the Directors UK, and, for U.S. productions, the Writers Guild of America ("WGA"), the Directors Guild of America ("DGA"), and the Screen Actors Guild–American Federation of Television and Radio Artists ("SAG-AFTRA") — confirming employer ownership of copyright, subject only to residual compensation obligations.
3. Key Franchises
The following key franchises are among the Category 1 original productions:
"Meridian" Franchise (6 Feature Films). All six films in the "Meridian" franchise were produced by AGMG through its UK production division. The films were directed by three directors, all of whom were engaged under written work-for-hire agreements. The screenplays were written by writers engaged under similar agreements. U.S. copyrights for all six films are registered in AGMG's name, with registration dates within three months of each film's first publication. The combined global box office for the franchise is approximately $1.43 billion. No co-production or third-party ownership interests exist with respect to any of the six films.
"Iron Compass" Series (4 Seasons, 48 Episodes). All 48 episodes of the "Iron Compass" series were produced by AGMG as an original television production. The series is the highest-rated Aurelius original, averaging 9.2 million UK viewers per episode during its initial broadcast run across all four seasons. U.S. copyright registrations for all 48 episodes were timely filed in AGMG's name. Work-for-hire agreements with all key talent — including the series showrunner, episode directors, and episode writers — have been confirmed and are on file.
"Thornfield" Period Drama Catalog (12 Titles). All twelve titles in the "Thornfield" catalog were produced by AGMG. The catalog has been honored with seven BAFTA awards across various categories. U.S. copyright registrations for all twelve titles are timely and registered in AGMG's name. The chain of title for each title has been confirmed, with no gaps or competing claims.
4. Co-Productions.  A subset of Category 1 titles were co-produced by AGMG with third-party production companies. In each case, assignment agreements transferring all co-producer interests to AGMG have been verified and are on file. The co-production agreements uniformly provided that AGMG would own all worldwide intellectual property rights in the completed work, with the co-producer receiving only a share of net profits or a distribution fee. No residual third-party ownership claims remain with respect to any co-produced title among the 217 works.
5. Work-for-Hire Integrity
We have confirmed that all key creative contributors for Category 1 titles — including directors, writers, and composers — were engaged under written work-for-hire agreements or, where applicable, their contributions fall squarely within the statutory categories of 17 U.S.C. § 101 for specially ordered or commissioned works. In every instance, the agreements contain both a primary work-for-hire designation and an alternative assignment-of-rights clause, providing a belt-and-suspenders approach to vesting ownership in AGMG or AMA. No contributor has asserted any claim of individual copyright ownership in any of the 217 titles, and no contributor agreement is missing or incomplete.
B. Category 2: Titles Acquired Through Corporate Transactions
A substantial subset of the 217 titles was acquired by AGMG through acquisitions of predecessor production companies and catalog libraries. These acquisitions are described in Section III.C above. For each such acquisition, we have traced the chain of title as follows:
1. Tracing Methodology
Each corporate transaction chain was traced through the following documentation:
(a) Transaction Agreements. Asset purchase agreements, share purchase agreements, or merger instruments governing the acquisition of the predecessor entity or its assets by AGMG.
(b) intellectual Property Schedules. Schedules of intellectual property transferred as part of each transaction, listing specific titles and associated copyrights. These schedules were attached as exhibits to the transaction agreements and were incorporated by reference into the operative assignment provisions.
(c) Assignment Instruments. Separate assignment instruments, executed concurrently with or shortly after the closing of each transaction, transferring all right, title, and interest in the specified copyrights from the predecessor entity (or its shareholders) to AGMG or AMA. These assignments were recorded with the U.S. Copyright Office pursuant to 17 U.S.C. § 205, providing constructive notice to subsequent purchasers and establishing priority in the chain of title.
(d) Representations and Warranties. Representations and warranties by the selling party regarding clear title to the transferred copyrights, the absence of encumbrances, liens, or security interests, and the absence of prior grants inconsistent with full and exclusive ownership.
2. Verification.  For each Category 2 title, we verified the complete chain of title from the original creator or producer through the predecessor entity and onward to AGMG or AMA. In every case, the chain is documented by written instruments, and the relevant assignments have been recorded with the U.S. Copyright Office. No breaks, gaps, or ambiguities have been identified in any acquisition chain. Where a predecessor entity had itself acquired titles from earlier owners, we traced those earlier links in the chain as well, confirming an unbroken chain from creation to present-day ownership.
3. Specific Transactions
The three principal corporate transactions through which Category 2 titles were acquired — the Albion Film Holdings Ltd. acquisition (2009), the Pinnacle Studios International, Inc. acquisition (2014), and the Crowngate Television Productions Ltd. merger (2017) — are summarized in Section III.C above. Relevant corporate transaction documents are indexed in Exhibit D.
C. Category 3: Titles Acquired from Third-Party Producers/Distributors
A smaller subset of the 217 titles was acquired individually or in packages from independent third-party producers or distributors through copyright assignment agreements. These acquisitions represent situations in which AGMG purchased specific titles or catalog packages from sellers who were not absorbed into the Aurelius corporate family.
1. Documentation.  Each Category 3 acquisition is documented by the following:
(a) Copyright Assignment Agreements. Written copyright assignment agreements, signed by both the assignor and the assignee, transferring all right, title, and interest in the specified copyrights to AGMG or AMA. In most cases, these assignment agreements have been recorded with the U.S. Copyright Office pursuant to 17 U.S.C. § 205.
(b) Due Diligence Files. Due diligence files compiled at the time of each acquisition, confirming the seller's ownership of the copyrights at the time of transfer. These files include chain-of-title reports, copyright search results, and representations by the seller.
(c) Chain-of-Title Opinions or Certificates. In many cases, chain-of-title opinions or certificates were obtained from the seller's counsel at the time of acquisition, confirming the seller's clear title to the transferred copyrights and the absence of encumbrances or competing claims.
2. Scope of Rights Transferred
All Category 3 assignments are exclusive and worldwide in scope, encompassing all media now known or hereafter devised, including but not limited to theatrical exhibition, television broadcasting, home entertainment, digital streaming, electronic sell-through, and free ad-supported streaming television ("FAST") channels. The assignments transfer the full bundle of exclusive rights under copyright, including the rights of reproduction, distribution, public performance, public display, and the right to prepare derivative works. No reversionary interests were retained by any seller.
3. Termination Rights Analysis
We have analyzed whether any termination rights under 17 U.S.C. §§ 203 or 304 are currently exercisable with respect to any Category 3 title. Section 203 permits authors (or their heirs) to terminate grants of copyright executed on or after January 1, 1978, during a five-year window beginning at the end of 35 years from the date of execution of the grant. Section 304 permits termination of grants of copyright executed before January 1, 1978, subject to different timing rules. Our analysis confirms that no termination notices have been served with respect to any of the 217 titles, and no termination windows are currently open for the relevant works. This analysis is discussed further in Section IX.B below.
4. Competing Claims
No competing ownership claims have been identified for any Category 3 title. In every case, the seller's representations and warranties as to clear title have been verified against U.S. Copyright Office records, and no conflicting assignments, licenses, or encumbrances appear in the public record.
V. Copyright Registration Status — Cross-Reference with Lexington IP Services Report
A. Overview
As noted in Section II.B above, Lexington IP Services, Inc. conducted a comprehensive search of U.S. Copyright Office records on behalf of Aurelius in connection with this matter. The search was completed on January 22, 2026, and was conducted under the supervision of Marissa Chung, Director of Copyright Research, at Lexington IP Services, Inc. (1625 I Street NW, Suite 400, Washington, DC 20006). The search covered all 217 titles and confirmed the registration status for each title.
The results of the Lexington IP Services search have been cross-referenced with our independent review of U.S. Copyright Office records and with the chain-of-title analysis presented in this memorandum. No discrepancies were identified between the Lexington IP Services search results and our independent analysis.
The registration status of the 217 titles is summarized below and is set forth in detail in Exhibit A.
B. Timely Registrations (189 Titles)
Of the 217 titles, 189 have valid, timely U.S. copyright registrations. For purposes of this analysis, "timely" means that the registration was effective either (a) within three months of the work's first publication, or (b) prior to the commencement of infringement, which we have identified as beginning on or about April 1, 2024, based on our investigation of the dates on which the 217 titles first appeared on the StreamNow platform and its FAST channel sublicensees.
Under 17 U.S.C. § 412, a copyright owner may recover statutory damages under Section 504(c) and attorneys' fees under Section 505 only if the work was registered before the infringement commenced, or, in the case of a published work, within three months after the first publication of the work. Because all 189 timely-registered titles satisfy this requirement, Aurelius is eligible to seek statutory damages — which range from $750 to $30,000 per work infringed, or up to $150,000 per work in cases of willful infringement — and recovery of attorneys' fees for each of these titles. See 17 U.S.C. §§ 504(c)(1)–(2), 505.
All 189 timely registrations are in the name of AGMG or AMA as the copyright claimant, consistent with the ownership analysis presented herein. Notably, all titles in the "Meridian" franchise, the "Iron Compass" series, and the "Thornfield" period drama catalog are among the 189 timely-registered titles.
C. Late Registrations (28 Titles)
The remaining 28 titles have U.S. copyright registrations that post-date the commencement of infringement. The registration dates for these 28 titles range from May 2024 through October 2025. These registrations were obtained after Aurelius became aware of the unauthorized exploitation of its content on the StreamNow platform and its FAST channel sublicensees and initiated remedial registration efforts.
Because these 28 registrations post-date the commencement of infringement, Aurelius is not eligible to recover statutory damages or attorneys' fees for these titles under 17 U.S.C. § 412. However, these titles remain eligible for recovery of actual damages suffered by the copyright owner and any additional profits of the infringer attributable to the infringement under 17 U.S.C. § 504(b). Given the scale and duration of the unauthorized exploitation, actual damages and infringer's profits for these 28 titles are expected to be substantial.
It is important to note that registration is a prerequisite to filing suit for infringement of a U.S. copyright under 17 U.S.C. § 411(a), but the timing of registration relative to the infringement affects only the availability of certain remedies, not the right to sue. See Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019). All 28 titles now have effective registrations, satisfying the jurisdictional prerequisite for suit.
All 28 late registrations are in the name of AGMG or AMA as the copyright claimant, consistent with the ownership analysis presented herein.
D. Registrant Consistency
We have confirmed that all 217 registrations list either AGMG or AMA as the copyright claimant. Where a predecessor entity was the original registrant — as is the case for certain Category 2 titles acquired through corporate transactions — supplementary registrations have been filed or recorded assignments have been recorded with the U.S. Copyright Office to reflect the transfer of ownership from the predecessor entity to AGMG or AMA. In all such cases, the public record at the Copyright Office is consistent with, and accurately reflects, the current ownership of the copyrights by AGMG or AMA.
No discrepancies between the registered copyright claimant and the current beneficial owner have been identified for any of the 217 titles. The registrant information is fully consistent with the ownership pathway analysis presented in Section IV above and summarized in Exhibit B.
VI. Analysis of Specific Key Franchises
Given their commercial significance and the magnitude of damages likely attributable to their unauthorized exploitation, we present here a more detailed analysis of three key franchises within the 217 titles.
A. "Meridian" Franchise (6 Feature Films)
The "Meridian" franchise comprises six feature films produced by AGMG through its UK production division between 2010 and 2023. The franchise represents one of Aurelius's most commercially valuable intellectual properties, with a combined global box office of approximately $1.43 billion.
Production and Ownership. All six films were produced by AGMG as works made for hire. The directors, screenwriters, and composers for all six films were engaged under written work-for-hire agreements containing both primary work-for-hire designations and alternative assignment-of-rights clauses. AGMG is the sole copyright owner of each film, and no co-production or third-party ownership interests exist.
Registration Status. U.S. copyright registrations for all six films were timely filed in AGMG's name, within three months of each film's first publication. All six titles are therefore eligible for statutory damages and attorneys' fees.
Chain of Title. The chain of title for each of the six "Meridian" films is clean and direct: each film was created by AGMG as a work made for hire, with copyright vesting in AGMG at the time of creation. There are no intervening transfers, no encumbrances, no liens, and no competing claims. This is the simplest and most straightforward chain-of-title structure among the 217 titles.
B. "Iron Compass" Series (4 Seasons, 48 Episodes)
The "Iron Compass" series is a drama series comprising four seasons and 48 episodes, produced by AGMG as an original television production. The series averaged 9.2 million UK viewers per episode across its initial broadcast run, making it the highest-rated Aurelius original series.
Production and Ownership. All 48 episodes were produced by AGMG. The series showrunner, episode directors, episode writers, and composers were engaged under written work-for-hire agreements. AGMG is the sole copyright owner of each episode.
Registration Status. U.S. copyright registrations for all 48 episodes were timely filed in AGMG's name. All 48 episodes are eligible for statutory damages and attorneys' fees.
Chain of Title. As with the "Meridian" franchise, the chain of title for the "Iron Compass" series is straightforward: each episode was created by AGMG as a work made for hire, with no intervening transfers. No outstanding residual rights or reversionary interests have been identified. Work-for-hire agreements with all key talent have been confirmed and are maintained in AGMG's production files.
C. "Thornfield" Period Drama Catalog (12 Titles)
The "Thornfield" catalog consists of twelve period drama titles produced by AGMG, collectively honored with seven BAFTA awards. The catalog represents some of Aurelius's most critically acclaimed content and continues to generate significant licensing revenue.
Production and Ownership. All twelve titles were produced by AGMG as original productions. Key creative contributors were engaged under written work-for-hire agreements. AGMG is the sole copyright owner of each title.
Registration Status. U.S. copyright registrations for all twelve titles were timely filed in AGMG's name. All twelve titles are eligible for statutory damages and attorneys' fees.
Chain of Title. The chain of title for each of the twelve "Thornfield" titles has been confirmed as complete and unbroken. No gaps, competing claims, or encumbrances exist.
VII. Absence of Grants to Meridian Digital Distributors, LLC or StreamNow Holdings, Inc.
A critical element of the anticipated infringement action is establishing that neither MDD, StreamNow, nor any of their sublicensees had authorization from Aurelius to reproduce, distribute, or publicly perform any of the 217 titles. This section presents our analysis on that point.
A. No License or Authorization to MDD
Aurelius's records — including its content management systems, licensing databases, and all records reviewed by Lena Kowalski (Head of Digital Rights Enforcement) and Raj Anantharam (SVP, Content Licensing & Distribution) — confirm that AGMG never granted Meridian Digital Distributors, LLC (California Secretary of State File No. 202115729430), Franklin Ogilvie, or any entity controlled by or affiliated with Franklin Ogilvie, any license, sublicense, distribution agreement, or other authorization of any kind with respect to any of the 217 titles or any other Aurelius-owned content.
MDD is not and has never been an authorized distributor, licensee, sublicensee, or agent of Aurelius or any Aurelius entity. MDD does not appear in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with MDD or on MDD's behalf.
Franklin Ogilvie's Former Employment. Franklin Ogilvie was formerly employed by Aurelius Media Americas, Inc. as a mid-level licensing manager in AMA's Los Angeles office. His employment with AMA ended on June 30, 2021. Upon his departure, Mr. Ogilvie executed a separation agreement dated June 30, 2021, which included the following relevant provisions:
(i) Non-Compete Covenant. Mr. Ogilvie agreed to refrain from engaging in any business that competes with the business of AGMG or any of its subsidiaries for a period of twelve months following his departure.
(ii) Non-Solicitation Covenant. Mr. Ogilvie agreed to refrain from soliciting any clients, customers, licensees, or business partners of AGMG or any of its subsidiaries for a period of twelve months following his departure.
(iii) intellectual Property Restrictions. Mr. Ogilvie expressly acknowledged that he had no ownership interest in any AGMG intellectual property and agreed to an explicit prohibition on the use, reproduction, distribution, or exploitation of any Aurelius intellectual property, including but not limited to copyrighted content, trademarks, and confidential business information, following his departure. This prohibition was not time-limited and survives in perpetuity.
During his employment, Mr. Ogilvie served as a mid-level licensing manager within AMA's content licensing division. His role did not include the authority to grant distribution rights, execute licensing agreements, or otherwise bind AGMG or AMA with respect to the exploitation of Aurelius content. Any authority he possessed to participate in licensing transactions was exercised solely under the supervision and approval of senior management and terminated upon his departure from AMA on June 30, 2021.
An excerpt of the Ogilvie separation agreement pertaining to intellectual property restrictions is attached as Exhibit E.
B. No License or Authorization to StreamNow
AGMG has never executed any license agreement, distribution agreement, content supply agreement, or other authorization of any kind with StreamNow Holdings, Inc. (Delaware Secretary of State File No. 7291843; headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010). StreamNow does not appear in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with StreamNow or on StreamNow's behalf.
Furthermore, AGMG has never authorized any intermediary, agent, distributor, or sublicensor to license, sublicense, or distribute Aurelius content to StreamNow. There is no chain of authorization — direct or indirect — connecting AGMG to StreamNow with respect to any of the 217 titles or any other Aurelius-owned content.
The purported Content Distribution Agreement between MDD and StreamNow, dated March 15, 2024 (the "Purported CDA"), which we have obtained and reviewed in the course of this investigation, purports to grant StreamNow the right to distribute certain audiovisual content — including titles from the Aurelius library — through StreamNow's platform and through StreamNow's FAST channel sublicensees. However, because MDD had no rights in any Aurelius content, MDD could not and did not convey any such rights to StreamNow. The legal maxim nemo dat quod non habet — one cannot give what one does not have — applies. The Purported CDA is void and of no force or effect insofar as it purports to convey any rights in Aurelius content. See, e.g., Effects Associates, Inc. v. Cohen, 908 F.2d 555, 556 (9th Cir. 1990) (transfer of copyright ownership requires a writing signed by the owner of the rights conveyed); 17 U.S.C. § 204(a).
C. No Authorization to FAST Channel Sublicensees
AGMG has never authorized the distribution of its content to or through any of the four FAST channel operators that have been identified as StreamNow sublicensees:
(i) Brindoval Channel Networks, Inc. — Dallas, Texas
(ii) BrightLoop Media, LLC — Miami, Florida
(iii) Velvet Stream Partners, LP — Toronto, Ontario, Canada
(iv) Pacific Lantern Digital Pty Ltd — Sydney, New South Wales, Australia
None of these entities appears in any Aurelius licensing database, content management system, or distribution partner roster. No authorized Aurelius representative has ever executed any agreement with any of these entities. To the extent these entities received Aurelius content through StreamNow or MDD, they did so without any authorization from AGMG, and their exploitation of such content constitutes unauthorized infringement of Aurelius's exclusive copyrights.
VIII. Standing Analysis
Under 17 U.S.C. § 501(b), "[t]he legal or beneficial owner of an exclusive right under a copyright is entitled to institute an action for any infringement of that particular right committed while he or she is the owner of it." AGMG and AMA, as the registered copyright owners (or assignees with recorded assignments) of all 217 titles at issue, have standing to bring suit for infringement of the exclusive rights of reproduction, distribution, and public performance under 17 U.S.C. § 106(1), (3), and (4).
The standing analysis rests on three pillars:
First, ownership. As demonstrated in Sections III and IV of this memorandum, AGMG and/or AMA hold all relevant U.S. copyrights in each of the 217 titles. Ownership has been established through work-for-hire relationships, corporate acquisitions, and third-party assignments, all of which are fully documented and verified against U.S. Copyright Office records. No competing ownership claims, outstanding exclusive licenses, security interests, or other encumbrances that would divest AGMG or AMA of standing have been identified.
Second, registration. Under 17 U.S.C. § 411(a), "no civil action for infringement of the copyright in any United States work shall be instituted until preregistration or registration of the copyright claim has been made in accordance with this title." All 217 titles have been registered with the U.S. Copyright Office — 189 with timely registrations and 28 with registrations that post-date the infringement — thereby satisfying this jurisdictional prerequisite for all titles. See Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019) (holding that "registration" under § 411(a) means that the Copyright Office has acted on a copyright application, either by registering or refusing to register the copyright).
Third, exclusive rights. The unauthorized activities at issue — specifically, the reproduction, distribution, and public performance (including digital streaming) of the 217 titles through the StreamNow platform and FAST channel sublicensees — implicate the exclusive rights conferred on copyright owners by 17 U.S.C. § 106, paragraphs (1), (3), and (4). AGMG and AMA, as the holders of these exclusive rights, are the proper parties to assert claims for infringement thereof.
Accordingly, AGMG and AMA have standing to institute an action for copyright infringement in the U.S. District Court for the Central District of California with respect to all 217 titles.
IX. Potential Chain-of-Title Challenges and Defensive Analysis
While we conclude that the chain of title for all 217 titles is complete and defensible, prudent pre-litigation analysis requires us to anticipate potential challenges that defendants may raise. This section identifies the most likely categories of challenge and assesses their merit.
A. Work-for-Hire Challenges
Potential Defense. Defendants may argue that certain works do not qualify as "works made for hire" under 17 U.S.C. § 101, asserting that key creative contributors were independent contractors who did not sign work-for-hire agreements and whose contributions do not fall within the statutory categories of specially ordered or commissioned works.
Assessment. Our review of the production records and contributor agreements for all Category 1 titles confirms that every key creative contributor — including directors, writers, and composers — was engaged under a written work-for-hire agreement containing an express work-for-hire designation. In the alternative, each agreement includes a full assignment-of-rights clause, such that even if a court were to find that the work-for-hire designation was ineffective, the assignment clause would independently vest ownership in AGMG or AMA. Furthermore, audiovisual works are among the nine categories of works that can be works made for hire when specially ordered or commissioned, provided the parties have expressly agreed in a signed written instrument. See 17 U.S.C. § 101. All of the contributor agreements at issue satisfy these requirements.
Risk Level: Minimal. The documentation is robust, and the belt-and-suspenders approach (work-for-hire designation plus alternative assignment) provides a strong basis for ownership.
B. Termination Rights
Potential Defense. Defendants may argue that certain authors have exercised or are entitled to exercise termination rights under 17 U.S.C. § 203 (for grants executed on or after January 1, 1978) or § 304 (for grants executed before January 1, 1978), thereby divesting AGMG of ownership.
Assessment. We have conducted a comprehensive analysis of the termination rights provisions applicable to each of the 217 titles. Our analysis confirms:
(i) No termination notices have been served by any original author (or heir) with respect to any of the 217 titles. A search of the U.S. Copyright Office records and AGMG's internal records reveals no recorded termination notices and no correspondence from any author or author's representative asserting termination rights.
(ii) No termination windows are currently open for the relevant works. The Section 203 termination window does not open until 35 years after the date of execution of the grant. The earliest grants at issue date from 2002, meaning the earliest Section 203 termination window would not open until 2037. For works made for hire, the termination provisions of Section 203 are inapplicable entirely. See 17 U.S.C. § 203(a) ("The provisions of this section do not apply to . . . a work made for hire."). Since the vast majority of the 217 titles are works made for hire, Section 203 termination is not a viable defense for those titles.
(iii) Section 304 termination applies only to grants covering the extended renewal term of copyrights secured before January 1, 1978. None of the 217 titles at issue has a copyright secured before that date. Section 304 termination is therefore inapplicable to the 217 titles.
Risk Level: Negligible. No termination rights are currently exercisable, and the work-for-hire status of the majority of the titles immunizes them from Section 203 termination.
C. Predecessor Entity Assignments
Potential Defense. Defendants may challenge the adequacy of the assignment documentation from predecessor entities, arguing that the written assignments were not properly executed, were too vague to identify the works transferred, or were not properly recorded with the U.S. Copyright Office.
Assessment. All assignments from predecessor entities to AGMG or AMA have been reviewed and are in writing, signed by authorized representatives of the assignor, and in most cases recorded with the U.S. Copyright Office in accordance with 17 U.S.C. § 205. The assignments identify the transferred works by title and, in most cases, by Copyright Office registration number. The assignment instruments are accompanied by detailed schedules of intellectual property listing each title and associated copyright. Representations and warranties from the assignors as to their ownership of the transferred copyrights further support the integrity of the chain.
Under 17 U.S.C. § 204(a), a transfer of copyright ownership is not valid unless an instrument of conveyance, or a note or memorandum of the transfer, is in writing and signed by the owner of the rights conveyed. All assignments at issue satisfy this requirement. Recording under 17 U.S.C. § 205 provides constructive notice of the facts stated in the recorded document and establishes priorities between conflicting transfers. The recorded assignments establish AGMG's and AMA's priority as the current copyright owners.
Risk Level: Minimal. The documentation is comprehensive and compliant with statutory requirements.
D. Foreign-Origin Works
Potential Defense. Defendants may argue that because many Aurelius titles were first published outside the United States (principally in the United Kingdom), they are not entitled to U.S. copyright protection, or that the U.S. copyright registrations are deficient.
Assessment. The United Kingdom is a signatory to the Berne Convention for the Protection of Literary and Artistic Works, and works first published in the UK are protected under U.S. copyright law on the same basis as works first published in the United States. See 17 U.S.C. § 104(b)(2) (extending copyright protection to works first published in a treaty party nation). The United States and the United Kingdom are also parties to the Universal Copyright Convention and are members of the World Trade Organization, providing additional bases for protection under 17 U.S.C. § 104.
U.S. copyright registrations have been obtained for all 217 titles, regardless of their country of first publication. For foreign-origin works, registration is a prerequisite to filing suit in the United States for works that are "United States works" (i.e., works first published in the United States), but Section 411(a) does not require registration as a prerequisite to suit for works that are not "United States works." See 17 U.S.C. § 411(a). Nevertheless, AGMG has registered all 217 titles, including foreign-origin titles, thereby mooting any potential jurisdictional argument and preserving the ability to seek statutory damages and attorneys' fees for the timely-registered titles.
Risk Level: Negligible. The foreign-origin status of many Aurelius titles does not impair their U.S. copyright protection or the enforceability of their U.S. registrations.
X. Conclusions and Recommendations
Based on the comprehensive chain-of-title analysis set forth in this memorandum, we reach the following conclusions and recommendations:
1.  Ownership Confirmed. AGMG and/or AMA hold all relevant U.S. copyrights in each of the 217 audiovisual works at issue. The chain of title is complete and unbroken for every title, whether ownership arises through original production under the work-for-hire doctrine, acquisition through corporate transactions, or acquisition from third-party producers and distributors.
2.  No Gaps Identified. No gaps, deficiencies, ambiguities, or competing claims have been identified in the chain of title for any of the 217 works. Every link in the chain, from creation or first fixation through to present-day ownership by AGMG or AMA, is supported by documented written instruments.
3.  Standing Established. AGMG and AMA have standing to assert claims for copyright infringement under 17 U.S.C. §§ 106 and 501 in the U.S. District Court for the Central District of California. The registration prerequisite under 17 U.S.C. § 411(a) is satisfied for all 217 titles.
4.  Registration Status. Of the 217 titles, 189 have timely U.S. copyright registrations and are eligible for statutory damages under 17 U.S.C. § 504(c) and attorneys' fees under 17 U.S.C. § 505. The remaining 28 titles have registrations that post-date the commencement of infringement and are eligible for actual damages and infringer's profits under 17 U.S.C. § 504(b) only.
5.  No Authority Granted. No license, sublicense, distribution agreement, or other authorization of any kind was ever granted by AGMG, AMA, or any authorized Aurelius representative to MDD, Franklin Ogilvie, StreamNow, or any of the four FAST channel sublicensees (Brindoval Channel Networks, Inc.; BrightLoop Media, LLC; Velvet Stream Partners, LP; or Pacific Lantern Digital Pty Ltd). The purported MDD–StreamNow Content Distribution Agreement dated March 15, 2024 is void and of no force or effect as to Aurelius content, as MDD had no rights to convey.
6.  Recommendation. The chain-of-title analysis fully supports proceeding with the pre-suit demand to StreamNow, MDD, and Franklin Ogilvie and, if necessary, the filing of a complaint for copyright infringement in the U.S. District Court for the Central District of California. No additional curative measures — such as supplementary registrations, corrective assignments, or additional recordations — are required at this time. All documentation is in order, and Aurelius is well-positioned to establish its ownership and standing at the outset of litigation.
XI. Exhibits / Appendices (Referenced)
The following exhibits are referenced in this memorandum and are maintained in the matter file. They are available for review and will be updated as necessary in connection with the preparation of the complaint and supporting declarations.
Exhibit A: Complete list of all 217 titles, including the following information for each title: (i) title; (ii) type (feature film or television series, including number of episodes for television series); (iii) U.S. Copyright Office registration number(s); (iv) registration date(s); (v) registrant name (AGMG or AMA); and (vi) timely/late classification. This exhibit cross-references the Copyright Registration Summary Report prepared from Lexington IP Services, Inc. search data.
Exhibit B: Summary table identifying the ownership pathway for each of the 217 titles, classified as Category 1 (Work-for-Hire — Original Production), Category 2 (Acquired Through Corporate Transaction), or Category 3 (Acquired from Third-Party Producer/Distributor), with a brief notation of the relevant producing or transferring entity.
Exhibit C: Index of key assignment and transfer instruments, organized by date of execution, identifying the assignor, assignee, titles transferred, and U.S. Copyright Office recordation document number where applicable.
Exhibit D: Index of relevant corporate transaction documents, including asset purchase agreements, share purchase agreements, and merger instruments for the Albion Film Holdings Ltd. acquisition (2009), the Pinnacle Studios International, Inc. acquisition (2014), and the Crowngate Television Productions Ltd. merger (2017), together with schedules of intellectual property transferred and assignment instruments executed in connection with each transaction.
Exhibit E: Excerpt of the Franklin Ogilvie separation agreement dated June 30, 2021, specifically the provisions relating to intellectual property restrictions, non-compete and non-solicitation covenants, and acknowledgment of no ownership interest in Aurelius intellectual property.
This memorandum and the analysis contained herein are based on the documents and information available to us as of the date hereof. Should additional documents or information become available, this analysis may require supplementation or revision. This memorandum does not constitute legal advice to any person or entity other than the client and is intended solely for use in connection with the matter identified above.
Prepared by:
________________________________________
Omar Siddiqui Associate, intellectual Property Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Tel: (310) 555-7200 osiddiqui@calderwoodharkness.com
Date: February 25, 2026
Reviewed by:
________________________________________
Wendy Schultz Senior Associate, intellectual Property Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Tel: (310) 555-7215 wschultz@calderwoodharkness.com
Date: ________
TO: | Wendy Schultz, Senior Associate, intellectual Property
FROM: | Omar Siddiqui, Associate, intellectual Property
DATE: | February 25, 2026
RE: | Chain-of-Title Analysis — Aurelius Global Media Group PLC Ownership of 217 Audiovisual Works
MATTER: | Aurelius Global Media Group PLC v. StreamNow Holdings, Inc. — Pre-Suit Copyright Assessment
MATTER NO.: | 1017-00003
REVIEWED BY: | Wendy Schultz

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