Equity firms Kohlberg Kravis Roberts and Permira said Friday they will submit a voluntary public takeover offer to minority shareholders of ProSiebenSat 1, after winning a e3 billion ($4 billion) bid for Germany’s biggest broadcaster the day before.
ProSiebenSat 1 confirmed that Lavena Holding, KKR and Permira’s shareholding joint venture, plans to merge ProSiebenSat 1 and SBS Broadcasting to create a pan-European TV group.
The group would be the second biggest broadcaster in Europe behind Bertelsmann’s RTL Group. ProSiebenSat 1, which controls five free TV webs, including Pro7 and Sat 1, and two pay TV channels, has annual revenue of around $2.64 billion, while SBS, with 19 free TV and 20 pay TV outlets in the Benelux, Scandinavia and Eastern Europe, grosses about $1.32 billion a year.
“We’re delighted at the strategic prospects that ProSiebenSat 1 could gain through its new principal shareholders: SBS is the leading integrated pan-European broadcasting group,” said ProSiebenSat 1 CEO Guillaume de Posch. “As the hub of a new European TV group, we would be able to expand our successful corporate strategy on an international scale.”
The deal gives Lavena the 50.5% of ProSiebenSat 1’s share capital held by media tycoon Haim Saban and his investment partners. Stake consists of 88% of the voting shares and 13% of non-voting shares.
Lavena will pay $37.65 per common share and $29.37 per non-voting, or preference, share, putting the group’s value at nearly $7.5 billion.
In its public takeover tender, Lavena’s offer price per preference share (only non-voting ProSiebenSat 1 shares are publicly traded) will be based on ProSiebenSat 1’s average share price during the three months before the announcement of the deal.
The acquisition is subject to antitrust and media regulatory approval.