Sanoma acquires Benelux TV operations from ProSiebenSat.1 with prominent partners
Sanoma has agreed to acquire the SBS free-to-air TV assets in the Netherlands and Belgium from ProSiebenSat.1 together with a strong consortium of local partners. For the Dutch transaction, Sanoma has entered into a partnership with Talpa Media. For the Belgian acquisition, Sanoma has partnered with Corelio and Wouter Vandenhaute & Erik Watté. The enterprise value of the transaction totals EUR 1,225 million. The acquisition of the Dutch activities is subject to the approval of the Netherlands Competition Authority (NMa). The entire transaction is estimated to be finalised during the summer.
The Dutch activities of SBS will be acquired together with Talpa Media, the holding company of the TV entrepreneur John de Mol. Sanoma will have 67% and Talpa Media 33% of the shares in the joint company. In Belgium, Sanoma will team with the media group Corelio and Wouter Vandenhaute & Erik Watté, the founders of Woestijnvis, a leading TV production company in Flanders. Each partner will hold a 33.3% share of the company.
The net sales of the acquired companies totalled EUR 404 million in 2010 (pro forma, unaudited) and their operating profit was about EUR 110 million. Sanoma's share of the new operations will be reported in the Sanoma Media division. For the Netherlands, Sanoma will consolidate 100% of SBS. The current Dutch SBS management will report to a new established Supervisory Board, four members of which are appointed by Sanoma and two by Talpa Media. The Belgian SBS activities will be part of De Vijver, which will be headed by Wouter Vandenhaute. The partners will establish an Executive Board with three members from each company.
"Sanoma has the ambition to build strong media positions in its core markets. With this significant TV acquisition, Sanoma will become a leading media player in the Netherlands and considerably stronger in Belgium. Our strong brands and content know-how from our magazines and our high-class digital operations combined with the SBS TV activities and the creative programming expertise from our partners are perfect building blocks in a transforming media landscape, and allow us to offer new services and solutions across media," says President and CEO of the Sanoma Group Harri-Pekka Kaukonen. "We believe that by combining our media assets in a new way in the future, we will create a true next generation media offering."
"I am delighted that we partner with successful TV production companies both in the Netherlands and Belgium. Through Talpa Media and Wouter Vandenhaute & Erik Watté we will have access to premium content. Their know-how in creating internationally successful concepts as well as the best-in-class local productions will enable us to develop the acquired TV channels further," Kaukonen adds.
"Our magazine, online and mobile portfolio combined with TV activities enable Sanoma Media to provide consumers in the Netherlands and Belgium access to inspiring and enjoyable information and entertainment where, when and how they want," says Eija Ailasmaa, President of Sanoma Media. "With our new offering, we will be in the forefront of reshaping the media market."
"A major part of people's media usage continues to be spent with TV. For advertisers, it offers the most efficient way to quickly reach a large number of consumers. In addition, TV offers an excellent way to reach targeted audiences, increasingly also online," says President of Sanoma Entertainment Anu Nissinen.
"We are very pleased to complete the sale of these assets to strong and experienced media entrepreneurs. We wish Sanoma and its partners every success," says CEO of ProSiebenSat.1 Thomas Ebeling.
For more information please visit: http://www.sanoma.com
Legal advisers to the Sanoma:
Partner Gregory Crookes commented:
"The transaction represents a highly successful example of deals being executed in the very active media sector. We are very pleased to have been trusted advisor to Sanoma in this transaction. I believe Clifford Chance is one of the few law firms whose corporate practice has the breadth and depth to be able to advise in these complex matters, leading the negotiations for the consortia in The Netherlands and Belgium to such a successful conclusion."