5/31/2006

Poland's listed broadcaster TVN acquires top internet portal Onet from parent ITI

Poland's listed television broadcaster TVN agreed to acquire from its parent, media conglomerate ITI, the country's top internet portal Grupa Onet for PLN 1.1 bln, TVN said in regulatory filings late Monday.
"TVN today announced that it has reached an agreement to acquire 82.35% of Grupa Onet (Onet) from ITI Group (ITI)," the company wrote in the statement. "TVN will purchase 6,622,449 shares at PLN 165 per share from ITI for a total consideration of PLN 1,093 million paid in the form of PLN 625 million in cancellation of the ITI Media bond and settlement of ITI inter-company obligations with Onet and PLN 468 million in TVN shares."

TVN plans to de-list Onet from the Warsaw Stock Exchange, the company further wrote in the statement through a public tender for its remaining shares, also priced at PLN 165 apiece in cash. The deal price offers an 18.7% premium to Onet's market price on the day it was announced. Onet closed at PLN 139.00, up 2.2% in Monday trade. TVN closed down 2.3% to PLN 88.90.

The deal, which will result in TVN canceling its ongoing share buyback, will increase the broadcaster's net debt to three times its annual earnings before interest, tax, amortization and depreciation (EBITDA) from the current ratio of 2.6.

Through the transaction, ITI will repay its debt to its listed subsidiary, while also raising its current 52.4% stake.

TVN's chief executive, Piotr Walter, pointed to Onet's strong presence on Poland's fast-growing internet advertising market.

"By combining the No.1 commercial TV broadcaster with the No.1 internet portal in Poland, we can directly access the highest growth segment of the advertising market," Walter is quoted as saying in the statement.

Onet, with a 37% share of the online ad market, enjoyed PLN 71 mln revenues in 2005 with EBITDA margin at 45%.
Source:onet.pl



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