Monday, December 27, 2021
Will there be a crash at the annual general meeting?
Berlusconi ends a cuddle course with Prosieben
A power struggle has been raging over ProsiebenSat.1 for a long time. Silvio Berlusconi and the Italian television giant MFE want to increase their shares in the German television company and make election proposals for the supervisory board. The personnel dispute could escalate at the next shareholders’ meeting.
The power struggle between Silvio Berlusconi and ProsiebenSat.1 gains in sharpness. The former Italian head of government and largest shareholder in the German television company recently announced that he wanted to further increase his stake from a total of 23.7 percent. In addition, the media magnate said that he would, if necessary, make his own nominations for the supervisory board of the company from Unterföhring near Munich.
With this announcement, he throws the gauntlet because ProsiebenSat.1 has just proposed two accomplished media experts for its supervisory body. “The time to cuddle, which actually never existed, is now over,” says one initiate. Industry observers are already wondering whether there will be a showdown at the annual general meeting in May 2022.
Beaujean: Cross-border mergers don’t make sense
The power struggle for ProsiebenSat.1 has been simmering for a long time. In essence, it is about the fact that the Italian television giant MFE (formerly Mediaset) wants to include the German TV group in its European expansion plans and to strengthen cooperation. But ProsiebenSat.1 boss Rainer Beaujean considers himself strong enough – he does not think cross-border mergers make sense.
According to insiders, the Italians were not involved in Beaujean’s contract extension – for five years. They also felt taken by surprise by the decision that the former Axel Springer board member Andreas Wiele should become the new chairman of the supervisory board in May 2022 and that the former RTL boss Bert Habets should also join the supervisory body. Berlusconi promptly announced that they would not send their own MFE managers to the supervisory board, but that they might propose candidates themselves.
In the MFE environment, it is said that this is the return coach that ProsiebenSat.1 has passed its largest shareholder in the personal details. The Bavarians speak of “saber rattles” behind closed doors, but they have to be taken seriously. If there was little attendance at the shareholders’ meeting on May 5, 2022, it could not be ruled out that MFE candidates would actually be elected. However, efforts should be made in Unterföhring to mobilize as many shareholders as possible to vote so that the Berlusconi camp does not have a majority at the general meeting.
“No interest in giant theater”
Despite the threatening backdrop, there are a few arguments against the Berlusconi camp starting an open conflict. “Nobody is interested in a huge theater.” On the one hand, the Italians cannot deny the AR candidates Wiele and Habets the expertise in media, digitization and TV. On the other hand, they could cut their own flesh if they push through their own candidates with the crowbar: If the Italians want to increase their access to ProsiebenSat.1 with further share purchases, they should not be interested in an open exchange of blows. Because a takeover of a German media group that is to be viewed as hostile is unlikely to go down well in state and federal politics.
The Berlusconi camp is well aware of this, Reuters learned from a person familiar with the matter. Nevertheless, the 85-year-old Berlusconi is likely to increase his stake in the Bavarian television chain by the time the general meeting takes place – and thus increase the pressure. That would be unproblematic up to just below the 30 percent mark. When this threshold is reached, the Italians would have to make a takeover offer to all shareholders. However, this is initially considered unlikely.