Mfe-MediaForEurope, formerly known as Mediaset, has officially launched a voluntary public tender offer (OPA) to increase its stake in ProSiebenSat.1, a leading player in the German entertainment sector. This announcement, made on March 27, 2025, marks a significant step for the Italian media company as it aims to solidify its presence in the European broadcasting landscape.
The CEO of Mfe, Pier Silvio Berlusconi, expressed that the primary goal of this acquisition is to create a pan-European media company, a vision he has been pursuing for several years. "We believe that yesterday's operation could be a decisive step towards creating a broadcaster, a media company, truly pan-European," Berlusconi stated in an interview broadcasted on Tg5. He emphasized that this is not merely a financial maneuver but rather a strategic industrial move aimed at making a significant impact in Germany, which he described as a hyper-competitive market dominated by web giants.
Currently, Mfe holds a 29.9% stake in ProSieben, having first invested in the company six years ago. The new tender offer is part of a broader strategy to increase their holdings beyond the 29.9% threshold, allowing for greater influence over the company’s operations. Berlusconi remarked, "We want to try to influence and imprint our strategy in Germany, which has yielded excellent results in Italy and our Spanish company, outperforming other competitors in Europe." He noted the pride he feels as an Italian entrepreneur expanding abroad, especially in a landscape where Italian businesses are often acquired by foreign entities.
In the wake of this announcement, however, market reactions have been mixed. ProSiebenSat shares dropped over 11% shortly after the news broke, reflecting investor concerns regarding the terms of the offer. Mfe plans to pay approximately 5.70 euros per share, which is below the pre-offer market value of 6.60 euros. The payment structure includes 78% in cash and 22% through the issuance of new Mfe shares. If all other shareholders accept the offer, Berlusconi's total expenditure could reach around 936 million euros, necessitating the issuance of new shares worth about 206 million euros, equating to approximately 9% of the current total capital.
Despite the initial negative market response, Berlusconi remains optimistic about the long-term implications of this move. He has been vocal about his dissatisfaction with ProSieben's management, claiming they have focused too much on non-core acquisitions while neglecting the television market. Recently, ProSieben announced plans to sell its stake in Urban Sports Club to address debt issues, which Berlusconi views as a necessary step towards improving the company's financial health.
Mediaset's financial position appears robust compared to ProSieben, with the Italian company reporting consolidated revenues of 2.95 billion euros and a net profit margin of 8.5% in 2024, while ProSieben's profit margin stood at a mere 0.23% with revenues of 3.9 billion euros. Mfe aims to increase its stake in ProSieben to between 35% and 40%, thus securing a blocking minority against any potential hostile takeover attempts.
Reflecting on the broader context, Berlusconi pointed out that this acquisition is significant not only economically but also politically, especially in light of the current complex international climate. He hopes that governments across Europe will recognize the importance of this operation. "I think that an Italian company creating the first real European media group is a positive sign not only economically but also politically," he stated.
Interestingly, this move contrasts sharply with the trend of foreign multinationals acquiring Italian assets in recent years. Berlusconi's ambition to expand Mfe into Germany, the largest economy in Europe, is a notable departure from the norm. He expressed satisfaction in reversing the trend, stating, "It is an example contrary to the numerous acquisitions of Italian assets by foreign multinationals in recent years. In this case, it is an Italian company shopping abroad, and not just anywhere, but in the German market."
Historical context adds depth to this narrative, as Berlusconi's ambitions in the international media landscape date back decades. Initial attempts to gain control over ProSieben date back to 2003 but were thwarted by political resistance from then-German Chancellor Gerhard Schröder. The Berlusconi family's aspirations have remained steadfast despite past setbacks, including a failed venture into France with the launch of La 5, which ended unsuccessfully.
As Mfe-MediaForEurope embarks on this new chapter, the media industry watches closely. The company’s commitment to maintaining a strong advertising presence on free-to-air networks while expanding its reach across Europe is a testament to its strategic vision. In a landscape where many predict the decline of traditional television, Mfe's actions signal a different narrative—one of resilience and ambition.
In conclusion, Pier Silvio Berlusconi's vision for a pan-European media powerhouse is taking shape with this latest move into Germany. As Mfe-MediaForEurope seeks to increase its influence in the European media market, the implications of this acquisition extend beyond financial metrics, potentially reshaping the competitive landscape of the entertainment industry.