ProSiebenSat.1 Media

ProSiebenSat.1 Media SE

Type	Societas Europaea
Traded as	FWB: PSM
Industry	Mass media
Founded	October 2, 2000
Headquarters	Unterföhring, Germany
Key people	Thomas Ebeling (CEO and chairman of the executive board), Johannes Huth (Chairman of the supervisory board)
Products	Broadcasting, Free-to-air and subscription television, television production, radio broadcasting, cable, web content, magazine publication
Revenue	€3.000 billion (2010)[1]
Operating income	€669.5 million (2010)[1]
Profit	€312.7 million (2010)[1]
Total assets	€6.316 billion (end 2010)[1]
Total equity	€1.026 billion (end 2010)[1]
Number of employees	4,750 (FTE, end 2010)[1]
Website	www.prosiebensat1.com

ProSiebenSat.1 Media SE (officially abbreviated as P7S1, and until July 7, 2015, ProSiebenSat.1 Media AG) is a German mass media company. It operates commercial television, premium pay channels, radio stations and related print businesses. It was formed on October 2, 2000 by merger of German TV broadcasters ProSieben Media AG (founded on New Year's Day of 1989) and Sat.1 SatellitenFernsehen GmbH (also founded on New Year's Day of 1984, as PKS (Programmgesellschaft für Kabel- und Satellitenrundfunk)). Through takeover of SBS Broadcasting Group on June 27, 2007 it now has operations in 13 European countries.

History

Whole view of company building

Detail view

Entrance

Signboard of ProSiebenSat.1 TV Germany

ProSiebenSat.1 TV Germany, Detail view

After the KirchMedia GmbH & Co. KGaA became majority shareholder of the ProSieben Media AG at the end of the year 1999, the ProSieben Media AG and the Sat.1 GmbH, which belongs also to the Kirch group published their merger plans at 28 June 2000. In this way the biggest TV channel group (SAT.1, ProSieben, kabel eins and N24) will be created. Since 2 October 2000 the ProSieben Media AG took the interests of the Sat.1 GmbH by the KirchMedia GmbH & Co. KgaA, since 13 October of the same year the stocks of the ProSieben Media AG are renamed to ProSiebenSat.1 Media AG at the Frankfurt Stock Exchange. Urs Rohner, the Chairman of ProSieben became Chairman of the ProSiebenSat1 Media AG.^[2] As part of the integration of Sat.1 the ProSieben Television GmbH was also found.

Ruin of the Kirch group and takeover by Haim Saban

In 2002 there was nearly a merger with the KirchMedia GmbH, but it failed at the end of insolvency of Kirch group. After that, the stock of ProSiebenSat.1 crashed. In 2003 the AG got P7S1 Holding as new major shareholder, which is a 25-percent subsidiary of the Saban Capital Group by Haim Saban and more investors who got 88 percent of the votes. Saban took the TV channel group over for 500 million Euros. The 12 percent of the rest belonged to Axel Springer AG. Free shareholders got only non-voting preference shares.

After the takeover by P7S1 Holding there were restructuring measures and a reorganisation of the TV channels. Also some TV shows were cancelled.

The AG reached with their TV channels at the age group of 14 to 49 years a Market share of more than 30 percent and an earning of 1.8 million Euros in 2002 as well as a profit of 21 million Euros and over three thousand employees.

After the previous chairman Urs Rohner left the company up to 30 April 2004 "at his own request", the Belgian Guillaume de Posch followed him.

In 2005 the Axel Springer Verlag published the purchase price of three billion Euros to buy the ProSiebenSat.1 Media AG complete, but this purchase was withholded by the Federal Cartel Office and the Commission on Concentration in the Media,^[3] so that Springer announced finally to refuse the takeover at 31 January 2006.

The Italian Media group Mediaset of the former Italian Prime Minister Silvio Berlusconi showed it's interests of the ProSiebenSat.1 Media AG at 6 November 2006.

After that, the Mediaset wanted a 50.5 percent participation of the German Media Partners (GMP) by Haim Saban.

Takeover by Permira and KKR

The participation of GMP by Haim Saban was taken over by the Private equity company Permira and Kohlberg Kravis Roberts & Co for about three billion Euro on December 14, 2006.^[4] Together with the SBS Broadcasting Group from Luxemburg, which contains 19 private TV channels, 20 Pay-TV channels and radio stations, a European media group should be formed.^[5]

50.5 percent of the stock have got 88 percent of the voting rights. The rest - 49.5 percent - of the stock are listed on the stock exchange and in free float.

In the summer of 2007, ProSiebenSat.1 took 100 percent ownership in SBS for 3.3 billion Euro^[6] and became in this way to the second biggest television broadcaster in Europe with yearly revenues of 3.1 billion Euro. On 16 July 2007 the concern announced the reduction of 180 jobs (100 of which in Berlin and 80 in Munich) until 2009. On the same day two boulevard shows at Sat.1 were cancelled. Subsequently further news shows were also to be cancelled or downsized.^[7]

On December 10, 2007 the Axel Springer AG announced a complete pull-out from ProSiebenSat.1 and the sale of their holding consisting of 12% of common stock and preferred stock to KKR and Permira for 500 million Euro.^[8] This transaction was concluded on January 16, 2008. Therefore, the Lavena Holding 5 which was jointly controlled by KKR and Permira got 5% of the common stock as well as 25% of the non-preferred stock.^[9]

Upon the takeover of SBS by ProSiebenSat1 in Summer 2007 KKR and Permira offered an option to the other owner, Telegraaf Media Groep (TMG), for 12% of the common stock if they renounce their right of preemption.^[10] In June 2008 TMG announced going into the company without their right of preemtion.^[11] This deal concluded in August of the same year.^[12]

At the end of 2008,^[13] Guillaume de Posch left the company at his own request. On March 1, 2009, Thomas Ebeling became the manager of the concern.

In October 2009, the TV channel group had debts totaling more than 3.4 billion Euro and they only paid the taxes for the loan.^[14] The group saved especially on program expenditures.^[15]

On January 12, 2011, Permira and KKR announced the sale of 8 million non-voting shares. That made up 3.7 percent of the capital stock. After finishing the bookbuilding process (according to their own disclosures) they are going to have 53 percent of the capital stock.

On April 20, 2011 ProSiebenSat.1 wanted to sell their TV channels in Belgium and the Netherlands for 1.225 billion Euro to an international media group led by the Finnish concern Sanoma. The sale concluded on July 29, 2011.^[16]

On December 14, 2012, the ProSiebenSat.1 Media AG announced the sale of the whole portfolio in Scandinavia to the American Discovery Communications Inc.. Not included in the deal were the production companies, which are grouped as the Red Arrow Entertainment Group. With the proceeds they wanted to pay off 500 million Euro in debt as well as increase the dividend to about 5.60 Euro per share (total of 1.2 billion Euro). Besides, the ProSiebenSat.1 Media AG wanted to reorganize their stock plan, so that all shares bought on the stock market could be traded.^[17]

In the middle of February 2013, the capital investors Permira and KKR started to sell all preferred shares in Lavena Holding 1, which amounts to 18 percent. The stock packet was sold at the Frankfurt Stock Exchange for close to 485 million Euro (24.60 Euro per share). This way, all preferred shares or half of the capital stock are now in free float.^[18]

On 9 April 2013, the announced sale of the Scandinavian company from December 2012 was closed with a value of 1.325 billion Euro.^[19]

Exit of KKR and Permira

At the Annual general meeting at 23 July 2013 the Shareholder of the ProSiebenSat.1 Media AG decided to combine the preferred stocks and the from KKR and Permira common stocks. In this way only the entitled votes can be traded at Frankfurt Stock Exchange. KKR und Permira got only a minority by 44% of the common stocks, because the authorized capital contains 50% common stocks and 50% preferred stocks. The capital investors also decided with the Telegraaf Media Groep to sell their interest in tranches at the stock exchange.^[20][21]

At 19 August 2013 the ProSiebenSat.1 Media AG finished its stock exchange launch, so that future common stocks will be listed in MDAX and the exchange council doubles.^[22]

At 4 and 6 September Lavenda Holding and Telegraaf Media Groep sold 17 percent of their stocks to institutional investors. Therefore, the stocks packet of KKR and Permira decreases to 33 percent and the Telegraaf Media Groep sold their stocks package and isn't stockholder anymore.^[23]

In the end of 2013 ProSiebenSat.1 announced the sell of the rest of the Easteurope trades. The Hungarian TV channels will be sold in a Management-Buy-Out. In Romania all TV and radio channels, except for Prima TV, which should be acquired by the rumanian businessman Cristian Burci and accepted by Greek Antenna Group. The takeovers were done in the first quarter oft 2014. ProSiebenSat.1 acquired Gretzer Partners on Jan 2014 to expand global media footprint.^[24]

At 17 January 2014 KKR and Permira sold their last interests so they aren't stockholder anymore.^[19]

Divisions

German language free-to-air and pay-TV channels

Former channels

sonnenklar.TV was sold off to BigXtra in September 2005. The pan-Nordic C More Entertainment pay-TV operation (15 linear TV channels) was sold off to TV4 in January, 2009. 9Live was a commercial German participation TV channel launched on 1 September 2001 and lasted until 9 August 2011.

Games

It owns the rights to distribute Alaplaya, GunZ 2^[25] and PlanetSide 2^[26]

References

External links

• Official website