Money Axel Springer: Merger with ProSiebenSat.1 is not a conceivable scenario - major shareholder KKR takes over free float

19:00  26 november  2020
19:00  26 november  2020 Source:   finanzen.net

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Axel Springer 's grandchildren, Axel Sven and Ariane who own a further 9.8%, are not party to the KKR deal and The remaining 44.8% is in free float and is worth 3 billion euros at the tender price. Springer is not in any active merger talks now but is on the lookout for opportunities, Doepfner said.

Springer Family, KKR Eye Taking Bild Tabloid Publisher Private. KKR may launch a tender offer to buy out the minority shareholders in Axel Springer , which owns the He suffered a setback in 2015 when he was forced to abandon a planned merger with German broadcaster ProSiebenSat 1 Media

The media group Axel Springer currently considers a merger with the broadcasting chain ProSiebenSat.1 to be ruled out.

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"A merger with the ProSiebenSat.1 Group is neither intended nor a conceivable scenario," said Springer board member Stephanie Caspar on Thursday at the virtual general meeting of shareholders. "Axel Springer had no contact with ProSiebenSat.1 regarding this scenario in 2019/2020 either." But Caspar also emphasized: "We are not aware of KKR's plans in this regard." The US financial investor is the largest owner of Springer with 47.6 percent and also holds shares in ProSieben. This has recently caused speculation in the industry and among analysts that KKR could strengthen the cooperation between its two holdings.

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Resolution: Major shareholder KKR takes over free float at Axel Springer

The free float of the media group Axel Springer will be dissolved. The US financial investor Kohlberg Kravis Roberts (KKR), as a major shareholder, is taking over the shares of around 0.9 percent that are still in free float. At the digital general meeting of the media group on Thursday, a corresponding proposal for a resolution was adopted with the required majority. Springer withdrew from the stock exchange that year. The company wants to grow faster with the strategic cooperation with KKR, which was concluded in 2019.

The investor had gradually secured around 47.6 percent of the shares. Now the free float is added. KKR wants to pay 60.24 euros per share for this.

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In addition, major shareholder Friede Springer and CEO Mathias Döpfner will each hold around 22 percent. It was recently announced that Friede Springer is donating a large part of her shares in the Döpfner company, and he is also buying another part of her shares. The grandchildren of the publisher's founder, Ariane Melanie Springer and Axel Sven Springer, also hold 6 percent of the group with around 16,000 employees.

In the summer it became known that KKR is aiming for a so-called squeeze-out. Shareholders who hold the smaller free float can be pushed out by the major shareholder in return for appropriate cash compensation.

Springer boss Döpfner listed advantages in the general meeting. The exclusion of minority shareholders makes it possible "to implement the company's growth strategy decided by the management board and the supervisory board." For example, there is no risk that restructuring or capital measures to be entered in the commercial register "can be delayed by unsubstantiated lawsuits by minority shareholders". Döpfner added: Resolutions of the general meeting could be brought about "faster and easier". One could react quickly and flexibly to changes in economic framework conditions.

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Taking Springer private will free the group from short-term market scrutiny — and potentially clear the path for ambitious deals By releasing the profit warning and KKR deal at the same time, Springer made a not-too-subtle argument to shareholders to accept the offer or face the consequences.

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The protective association of capital investors, which represents the interests of small shareholders, criticized the approach to free float. Shareholders would be treated unequally, it was said after the decision. The spokesman for the association for the Berlin region, Michael Kunert, who says he owns some Springer shares himself, thinks it is possible that there could be actions for avoidance.

The Springer Group, which is known for its journalistic brands "Bild" and "Welt", aims to become the world market leader in digital journalism and digital classifieds. Classified ads include real estate and job portals, for example. The price comparison portal Idealo is also part of the Springer portfolio. The majority of the sales of the group headquartered in Berlin is generated digitally.

For the decision on the free float it was necessary for KKR to act as the main shareholder, as the group announced in October. That is why the investor had, through his holding company Traviata B.V. on the basis of securities loans, including with companies controlled by major shareholder Friede Springer and CEO Mathias Döpfner, temporarily acquired ownership of a further 51.5 percent. After the squeeze-out takes effect, the shares are to be transferred back.

Berlin (Reuters) / BERLIN (dpa-AFX)

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