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Cofina’s takeover bid for Media Capital, launched in September 2019 and whose last modification, on August 12 of last year, proposed a consideration of 0.415 euros per share, will ultimately have a fixed minimum price of 0.725 euros, according to the decision. of the independent auditor, announced on Tuesday by the Portuguese Securities Market Commission (CMVM). The auditor states in the report that “[em] in our opinion, the equity value of Media Capital amounts to 61,313,995 euros, which represents approximately 0.725 euros per share ”.
Thus, with this amount, the competing takeover bid launched by Pluris, by Mário Ferreira, must always be 2% higher than the consideration offered by Cofina, so the consideration is set at 0.7395 euros per share.
Cofina, owner of Negócios, Correio da Manhã, Saturday, CMTV and Record, indicated on August 12 that its OPA “has as its main objective the acquisition of the shares presented in the original draft, that is, 4,485,573 shares, which represent 5.31% of the capital stock ”, but“ as a consequence of the change in the offer, 80,027,607 shares were also attended, representing 94.69% of the target capital stock, provided that, that is, the independent auditor did not set a counterparty unit value that exceeds the amount of 0.415 euros per share ”. As the value was higher, Cofina now has three days to report whether or not it intends to renounce this component of the offering.
The value now set for the Pluris offer -which is still pending a ruling from ERC- exceeds the 67 cents proposed in the preliminary announcement of the OPA by 10.37%. At that time, the value offered coincided with the price at which the group of individual investors acquired 64.47% of Prisa’s stake.
If all individual investors, including Cristina Ferreira, Tony Carreira, the Triun group, owned by businessman Paulo Gaspar (from Lusiaves) and CIN, decide to sell their shares, Pluris will have to pay 43.6 million euros for one participation that costs minority shareholders €. 36.8 million. Triun is the second largest shareholder in Media Capital, with 23%. Cofina’s 5% stake represents an effort of 3.25 million.
The compensation set for Cofina’s takeover bid is 72.5 cents. Pluris, on the other hand, will have to pay 2% more, that is, 73.95 cents.
To keep all the shares of Media Capital that it does not own, Pluris will have to pay 43.6 million euros.
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