Mediawan S.A. signed a binding agreement to acquire AB Groupe S.A. from TF1 Group (ENXTPA:TFI), Claude Berda and management of AB Groupe for €270 million in cash on January 30, 2017. Mediawan will acquire 33.5% stake from TF1 Group, 53% from Claude Berda, Founder of AB Groupe and remaining 13.5% from management of AB Groupe in the transaction. Mediawan will raise €130 million in debt to finance the transaction, with the balance of the purchase price funded by using part of the available funds raised by Mediawan at the time of its IPO and deposited since then on a secured deposit account. AB Groupe reported €158 million of turnover in 2016 for an operating profit of €36 million. In addition to its functions of Chief Executive Officer and Chairman of the Management Board of Mediawan, PierreAntoine Capton would be appointed as Chairman of Groupe AB. Orla Noonan would remain Chief Executive Officer of Groupe AB and would join the Strategic Committee of Mediawan.

The deal is subject to certain customary conditions, including the completion of the consultation procedure with Groupe AB's employee representative bodies and the receipt of the required regulatory approvals from the Grand Duchy of Luxembourg for the broadcasting activities. If approved by the shareholders during the special meeting which will be held on March 13, 2017, the transaction is expected to be completed in the first half of 2017. As on March 13, 2017, the transaction has been approved by the shareholders of Mediawan and is expected to be completed before the end of June 2017.

Bruno Cavalié, Maud Bakouche, Elena Pintea, Barna Evva, Polina Bogoyavlenskaya, Valérie Ledoux, Bastien Thomas, Caroline Levard, Fabrice Rymarz, Jérémie Yeni, Frédéric Broud, Fabien Pomart, Guillaume Thuleau, Frédérique Chaput and Sophie Pasquesoone of Racine, SELARL and Bernard Laurent-Bellue of Vivien & Associés acted as legal advisors to Mediawan S.A. Yann Grolleaud of Villey Girard Grolleaud acted as legal advisor for the managers of Mediawan S.A. Alain Maillot, Christophe Vinsonneau, Nicolas Mennesson, Rémi Korenblit, Cécile de Narp and Didier Théophile of Darrois Villey Maillot Brochier acted as legal advisor for TF1 Group and the other sellers in the deal. Thomas Le Vert and Raphaël Richard of White & Case advises Deutsche Bank as a financial advisor and lead capital market advisor along with BNP Paribas, CIC and Alexis Le Touzé and Emilie Jadat O'Shea of Société Générale. Perella Weinberg Partners LP acted as financial advisor, Lionel Viudard and Géric Clomes of Linklaters LLP (France) acted as legal advisor for AB Groupe S.A. Lazard-Natixis acted as financial advisor to Mediawan in the transaction. JPMorgan Chase & Co. (NYSE:JPM) acted as financial advisor to Mediawan in the transaction.

Mediawan S.A. completed the acquisition of AB Groupe S.A. from TF1 Group (ENXTPA:TFI), Claude Berda and management of AB Groupe on March 31, 2017. All remaining conditions precedent to closing have been satisfied, including the completion of the consultation procedure with Groupe AB's employee representative bodies and the required regulatory approvals from the Grand Duchy of Luxembourg for the broadcasting activities.