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Springer springs for stock

ProSiebenSat 1 deal remains subject to approval

BERLIN — German publishing giant Axel Springer has picked up 63.1% of free-to-air TV broadcasting group ProSiebenSat 1, paving the way for a merger of the two companies.

In a mandatory legal filing released Tuesday, Springer said it had obtained all of the voting shares and 26.18% of the nonvoting preference shares, fulfilling the offer’s requirements.

Springer announced in August its intention to take over Germany’s biggest TV group from a consortium headed by Haim Saban and to make a public offer for the remaining shares in a $4.9 billion deal.

Under the terms of the offer, expiring Friday, Springer, which already owned 12% of the share capital, acquired Saban’s 50.5%, giving the publisher 62.5%.

While Springer is looking to take the 37.5% of preference shares in free float, it has managed to secure only 1.15%, suggesting some minority shareholders may be holding out for a higher price.

However, Springer’s takeover plan would automatically transform shares remaining in free float into nonvoting preference shares in the new merged company.

Last month ProSiebenSat 1’s management complained that the price it was offering for the preference stock, approximately $16.96 per share, was too low, although it acknowledged the offer met statutory requirements.

Deal remains subject to approval by Germany’s antitrust watchdog, which is expected to rule in December.

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