MFE-MediaForEurope, the Italian media company controlled by the Berlusconi family, has significantly increased its offer for shares in German broadcaster ProSiebenSat.1. This move reinforces its ambition to build a pan-European television group. The revised bid boosts the share component of its voluntary public takeover offer from 0.4 to 1.3 MFE A shares per ProSiebenSat.1 share, while maintaining the cash portion at €4.48. This values the offer at €8.62 per share – a 22% premium on ProSiebenSat.1’s closing share price on 25 July, and up to 56% above the six-month average prior to the initial March offer.
Effective upon publication of a formal offer amendment on 28 July, these new terms represent a substantial escalation in MFE’s pursuit of becoming ProSiebenSat.1’s largest shareholder and furthering its European broadcasting strategy. In a statement, MFE CEO Pier Silvio Berlusconi reiterated the company's dedication to an “industrial, not financial” approach. “We are moving forward decisively and continue to believe in our pan-European broadcaster project,” stated Berlusconi. “This is not because the initial bid was inadequate, but because we have supported this industrial project for years.”
Berlusconi highlighted the need for ProSiebenSat.1’s strategic revitalization, citing disappointing business results as a driving force. “Rather than seeking total control, we are looking for the flexibility to provide clear direction based on a shared vision,” he added. “What is needed is a strong, locally rooted European group of sufficient size to compete globally.” He pledged to maintain editorial independence and national identities, assuring continuity with MFE’s values in Italy and Spain, including business ethics, freedom of information, and job security.
MFE projects that combining operations with ProSiebenSat.1 could generate up to €419 million in extra annual EBIT by year four, largely from advertising, technology, and data synergies. The group anticipates one-time costs and investments of up to €145 million to achieve these efficiencies. The revised offer, fully financed, applies to all outstanding ProSiebenSat.1 shares not already held by MFE, circumventing the pro-rata limitations of a competing partial offer from Czech investment firm PPF. Shareholders who accepted previous offers can withdraw and switch after the offer amendment. To support the increased bid, MFE secured 12.5 million additional A shares through an escrow agreement with Fininvest and BNP Paribas, valued at over €35 million.
MFE anticipates significant benefits for its own shareholders, projecting earnings per share growth exceeding 50%, or up to 80% with full subscription. MFE’s increased influence over ProSiebenSat.1 has raised concerns in Germany, especially regarding editorial independence. German Culture Minister Wolfram Weimer voiced worries about potential erosion of journalistic autonomy if MFE gains control. However, Berlusconi remains resolute, urging critics to offer a better alternative. “To date, ours is the only concrete project for an independent, credible and competitive European broadcaster,” he declared. The acceptance period for the revised offer runs until 13 August. Full details are available on MFE’s investor relations website.
ProSiebenSat.1 responded favorably: “We welcome the announced increase of the offer consideration, which underscores MFE’s long-term investment and continued commitment to ProSiebenSat.1. We will thoroughly assess the increased offer as well as value creation potentials mentioned in the press release of MFE,” Bert Habets, CEO of ProSiebenSat.1, stated. “We support the cooperations across the media industry and a pan-European project, working closely together also with MFE, and look forward to continuing joint discussions.” Following publication and review of the formal offer amendment, ProSiebenSat.1’s Executive Board and Supervisory Board will issue their legally mandated reasoned statement.
MFE’s revised offer directly counters a rival bid from Czech investor PPF, which offered €7.00 per share for up to 13.6% of ProSiebenSat.1. PPF’s all-cash offer provides immediate liquidity but is capped and subject to pro-rata allocation. MFE’s enhanced bid, at €8.62 per share, is open to all remaining shares. It’s a 23% premium over PPF’s offer and incorporates a long-term strategy focused on synergies.