(Reuters) – The supervisory board of ProSiebenSat.1 will meet afterward Sunday to debate a possible deal that would hand U.S. non-public fairness agency Common Atlantic a minority stake within the German broadcaster, two sources near the matter advised Reuters.
Common Atlantic is a co-investor in ProSieben’s web models – value comparability web site Verivox, fragrance e-retailer Flaconi, and on-line courting platform ParshipMeet Group – which the TV group is seeking to promote.
ProSieben mentioned earlier this month it was engaged on a deal to purchase the U.S. agency’s minority stakes in ParshipMeet and in NuCom Group, the holding firm housing Verivox and Flaconi, utilizing as cost a compulsory convertible bond it could difficulty or probably treasury shares.
The deal would make ProSiebenSat.1 the only real proprietor of the digital property, eradicating an impediment to the proposed gross sales of Verivox and Flaconi, which Common Atlantic has the ability to dam at the moment.
ProSieben is contemplating an possibility it has to sidestep a shareholder vote in issuing the shares wanted for the obligatory convertible bond, one of many sources mentioned.
It will probably do this by way of a ‘contingent’ capital improve, an possibility permitting the corporate to difficulty as much as 23.3 million shares, or 10% of its share capital, with solely supervisory board approval, the particular person mentioned.
ProSieben and Common Atlantic declined to remark.
The ‘contingent capital’ possibility would dilute the stakes of ProSieben’s present shareholders, together with high investor MFE-MediaForEurope, which holds almost 30% of ProSieben, slightly below the edge that below German legal guidelines triggers a compulsory bid.
MFE, managed by Italy’s Berlusconi household, has secured a 3.4 billion euro financing bundle to fund a possible takeover of ProSieben, which it may launch later this 12 months below a push to construct an ad-funded European broadcaster.
MFE would use a part of the debt bundle to refinance 2.1 billion euros in gross debt ProSieben might have to repay ought to MFE cross a 50% voting stake. A ‘change of management’ clause within the debt contracts provides ProSieben’s collectors the choice to do this.
ProSieben had a market capitalization of 1.4 billion euros at Friday’s costs.
(Reporting by Elvira Pollina in Milan; Further reporting by Christoph Steitz in Frankfurt; Enhancing by Valentina Za and Bernadette Baum)