The Italian major shareholder MediaForEurope (MFE) directly holds more than 25 percent of ProSiebenSat.1 for the first time, triggering an investigation by the German media regulator.

The MFE holding company of former Italian head of government Silvio Berlusconi increased its share of voting rights to 25.73 percent before the ProSieben AGM, up from 22.72 percent, according to a mandatory announcement on Friday. The total share - including financial instruments - fell minimally to 28.87 percent. The Bavarian Regulatory Authority for New Media (BLM) explained that MFE had reported the move. There is now a review procedure by the Commission on Concentration in the Media (KEK), among others.

"The Commission for Licensing and Supervision (ZAK) of the media authorities will look at the increase in shareholdings primarily from the point of view of state neutrality," BLM President Thorsten Schmiege told the news agency Reuters. The state media treaty enshrines the constitutional requirement of state independence and Berlusconi, as a senator, is a leading force in a party involved in Italy's government. "In this respect, the risk of influence on the TV programs of the broadcasting group must be kept in mind." Beyond this individual case, a fundamental decision on the influence of foreign state or state-affiliated bodies on media in Germany and also in Europe is necessary, according to Schmiege.

The supervisory bodies are therefore examining whether there are any objections to the Italians' increased involvement in the German TV group in terms of media concentration. In November 2022, the CEC declared that there were "currently no indications that MFE has an influence comparable to control, for example through personnel interdependencies at management level, reservations of approval or close supplier relationships". A takeover bid would be due once the threshold of 30 percent is exceeded, but this is currently considered unlikely in the industry and MFE itself has ruled this out for the time being.

Meanwhile, ProSieben is looking for experts for the Supervisory Board and wants to accommodate its major shareholder here. Several people familiar with the matter told Reuters that the plan is for MFE manager and Germany board member Katharina Behrends to join the supervisory board. In addition, former Beiersdorf Executive Board member Thomas Ingelfinger is to become a member of the Supervisory Board as an independent candidate supported by MFE. MFE and ProSieben declined to comment on the matter. The personnel change is expected to be published soon with the invitations to the Annual General Meeting, which has been postponed to June 30.

There are to be four new members on the Supervisory Board. The new Czech investor PPF, which directly holds 10.1 percent and indirectly a further 3.0 percent, has also claimed a seat on the Supervisory Board. However, it was recently reported within the Bavarian group that PPF, which is controlled by billionaire Renata Kellnerova, could not count on this.

The new ProSiebenSat.1 CEO Bert Habets currently has to ensure calm on several fronts. He has to calm the waters surrounding the voucher subsidiary Jochen Schweizer, which has brought the public prosecutor's office and the financial supervisory authority BaFin onto the scene. The Dutch company must also steer the business through the advertising slump, which depressed sales and profits in 2022. As a result, the Group wants to cut costs and jobs, but has not put a figure on this. Habets recently put shareholders off with the announcement of a massive dividend cut. This caused ProSieben shares to plummet. Since the beginning of 2023, the MDax-listed stock has lost around four percent, and even around 72 percent in the past five years.

(Report by Klaus Lauer. Edited by Christian Götz. If you have any questions, please contact our editorial team at berlin.newsroom@thomsonreuters.com (for politics and the economy) or frankfurt.newsroom@thomsonreuters.com (for companies and markets).)