Vivendi withdraws and provides Mediaset with the merger plan with its Spanish subsidiary

There was a time when it meant talking about the possible merger between the Italian parent company and its delegation in Spain. This noise was almost nipped in the bud during the summer of 2020 after several months of judicial journey between Spain, Italy and the Netherlands. A ruling made public on June 30, 2020 made it impossible for the integration of both televisions within the period provided by Dutch law, which set October 2, 2020 as the deadline. The reason? I lived.

The French company denounced the merger, alleging that it harmed small shareholders since it only sought to give more power to the Berlusconi family with fewer votes. Despite the fact that the group shelved the merger more than a year ago, the situation is increasingly favourable, especially if one takes into account that since then Vivendi, the main opponent, has been reducing its stake in the capital from the Italian company.

The French group owns 4.61% of Mediaset Italia, a stake valued at 54.47 million euros, while in the third quarter of 2020, when the merger process was halted, its stake in the communication group amounted to 113, 51 million euros. In addition, through its trust, Simon Fiduciaria owns another 19.18%. A figure that will also be reduced in the coming years, in fact, it will be 0.

Vivendi’s idea is to sell the 19.18% it owns in Mediaset Italia in the next five years. “The agreement is positive because it allows it to continue with its project of creating a free-to-air TV giant in Europe,” the broker Equita highlighted at the time.

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The reality is that more and more experts are once again putting the possibility of a merger between the two companies on the table, especially since the transfer of the Italian company to the Netherlands was approved in June. “We believe that the next step for the Italian group will be a move to a fully consolidated Mediaset España, as previously envisioned in the plan. Although we do not expect Mediaset to offer a premium for the minority stake in the Spanish subsidiary, we believe that the synergies deriving from a combination of the two could provide a significant advantage to the shareholders of both,” the Berenberg experts explain.

Vivendi will sell its stake in Mediaset through Simon Fiduciaria

Despite the fact that the issue is back on the table, at least for analysts, from Mediaset they downplay it and assure that there is no news, although they remain convinced that said consolidation in European broadcasting will take place and that it will participate. “We will not announce anything until we have done so,” said Marco Giordani, the company’s chief financial officer, during the presentation of the results.

Once both parties manage to overcome the obstacles imposed by both Vivendi and the courts, the resulting new company is expected to generate savings of between 100 and 110 million euros in savings. These are the figures that the group had when the consolidation process began and despite the fact that more than two years have passed, analysts estimate that these figures have not changed. In fact, Berenberg experts estimate synergies of 107 million euros.

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End of disputes

at the beginning of May 2021 to end the legal disputes that had been going on for years. In this way, the French Vivendi will support the international expansion of Mediaset, which led it to vote in favor of the transfer of the Italian headquarters to the Netherlands.

It was in this same agreement when the French company promised to sell in the next five years the participation of more than 19% that it owns through Simon Fiduciaria, in addition, Fininvest will have the option to purchase the remaining unsold.

As indicated by the companies in the statement published in May and collected by Europa Press, Fininvest will buy 5% of the share capital of Mediaset, directly held by Vivendi, at 2.7 euros per Vivendi share, and the French media company will continue to be Mediaset shareholder with its residual 4.61% stake and will be free to retain or sell this stake at any time and at any price.

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