The latest twist in the ongoing tussle over ProSiebenSat.1 Media‘s future sees Czech investor PPF seeking to double its stake in the German broadcasting giant, challenging an existing takeover bid from MediaForEurope (MFE).
PPF IM – currently ProSieben’s second-largest shareholder – has made a public acquisition offer to increase its shareholding from around 15% to 29.99%, the most it can own without needing to launch a mandatory takeover bid. This is an all-cash offer of €7 a share for a currently undetermined amount of shares, which PPF noted was a 17% premium on the share price.
According to ProSieben, which announced the offer this morning, PPF has “confirmed its full support for the company’s strategy.” Both PPF and ProSieben called the offer an alternative to the lowball takeover bid leading shareholder MFE announced in March, and the Czech company noted its offer is offers 21% better value than that of its rival. The acceptance period on the MFE offer opened Friday.
ProSieben’s board, led by Group CEO Bert Habets, has been repositioning the company as a digital-first entertainment business built around European streamer Joyn. However, both PPF and leading shareholder MFE, the Berlusconi family media business that owns 30.14% of shares, have previously questioned the pace of change and urged the disposal of non-core assets in the dating and e-commerce spaces.
The two investors had previously worked in lockstep, attempting to force change last year. However, PPF CEO Jiří Šmejc recently said he had not seen the MFE offer in full and would reveal his position once that was clear. It’s apparent now that PPF doesn’t think too highly of the bid.
ProSieben said today PPF offer is not a precursor to a separate takeover bid. Instead, the company claims it will provider other shareholders with a way to cash in on short-term investments and is a “better all-cash alternative” to MFE’s offer. PPF will also seek more representation on the board in a bid to have a more hands-on management position.
“PPF has been a long-standing investor in ProSiebenSat.1 having a deep understanding of our business,” said Habets today. “The executive board is supportive of PPF’s increased commitment to ProSiebenSat.1, as evidenced by the terms of its offer, and appreciates its support for our digital transformation strategy.”
It looks like the plan to sell e-commerce platform Verivox as part an agreement unveiled in March, which saw ProSieben buy the minority stakes of U.S.-based private investor General Atlantic in dating platform ParshipMeet and digital firm NuCom Group (excluding perfume e-retailer Flaconi), has appealed to PPF. The agreement saw General Atlantic take a 2.5% stake in ProSieben, which was lower than the 10% some were expecting. ProSieben is now in process of selling Verivox to Italian company Moltiply and is planning to divest dating service ParshipMeet and other non-core digital services.
ProSieben has also continued to cut costs. Habets last week announced ProSieben would be cutting 430 roles as the tough financial outlook for European media groups continues. The company is aiming for full-year 2025 revenues of €4B ($3.4B), according to a full-year filing in March.
PPF boss Šmejc said: “We put forward a compelling all-cash offer and intend to take a much more active role in the Supervisory Board going forward. We hope that this is appealing to shareholders and stakeholders alike and paves the way for unlocking the potential of ProSiebenSat.1.”
Didier Stoessel, Chief Investment Officer of PPF Group, added: “We are a long-term investor and reliable partner to the companies we have invested in. Despite ProSiebenSat.1’s challenges and the turbulent market environment, I believe that the ProSiebenSat.1 management has the right strategy in place, which we fully support. I also believe that there is a general alignment among all stakeholders to divest non-core assets at the right valuation and execute the much-needed digital transformation of the core media segment.
“With a stronger shareholding and proportionate Supervisory Board representation, we will be in a position to more actively support the ProSiebenSat.1 management with our experience, namely in the digital revitalization of linear TV business models.”
Former Paramount and ITV Studios international chief Maria Kyriacou could play a key role in the future of ProSieben, having been put forward as a candidate to replace the outgoing Andreas Wiele as Chair of the ProSieben Supervisory Board last month.
MFE, owner of Mediaset in Italy and Spain, wants to build a European TV giant that can stand up to U.S. streaming services.
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