Viva Media AG
VIVA Media AG english
VIVA Media acquires BRAINPOOL
Ad-hoc-announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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– Offer of 2.14 BRAINPOOL-shares in exchange for 1 VIVA share
– Substantial revenue and profit enhancement of the enlarged VIVA Group
Cologne, November 6, 2001- VIVA Media AG and BRAINPOOL TV AG have agreed to
combine their business activities. The majority shareholders of BRAINPOOL TV AG
have agreed to exchange their 64.5% interest in BRAINPOOL TV AG for shares of
VIVA Media AG, exchanging 2.14 BRAINPOOL shares for each VIVA share received. An
identical offer will be extended to all remaining BRAINPOOL shareholders
between November 9, 2001 and December 7, 2001. The Boards of Management and the
Supervisory Boards of both companies consider the exchange ratio to be fair and
appropriate, representing an attractive premium of 26.8%, based on the XETRA
closing share prices of the two companies on November 5, 2001, the day prior to
the announcement of the offer.
The combination will create a leading European Music-TV and Young-Entertainment
media group. The new VIVA group will have pro-forma revenues of approx. 115m
Euro in 2001. In 2002 the group expects EBIT of approx. 40m Euro including
proceeds from the sale of a stake in VIVA Plus to AOL Time Warner. From 2002
onwards VIVA Media AG expects an EBIT-margin of greater than 10%.
Jörg Grabosch, CEO of BRAINPOOL TV AG enlarges the Board of Management. At the
same time Dieter Gorny, CEO of VIVA Media AG, and Christian Gisy, CFO of VIVA
Media AG will join the Board of BRAINPOOL TV AG. Claus Dieter Grabner will leave
the Board of BRAINPOOL TV AG.
A press conference will take place at 11:00 am on November 7, 2001, to be
followed by an analyst conference at 3:30 pm, at the Japantower, Taunustor 2,
Frankfurt.
Contact:
VIVA Media AG.
IR: Michael Armbrust. Phone: +49 (221) 5744 1700. Email: ir@vivamediaag.com
end of ad-hoc-announcement (c)DGAP 06.11.2001
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WKN: 617106; Index:
Listed: Neuer Markt in Frankfurt, Freiverkehr in Berlin, Bremen, Düsseldorf,
Hamburg, Hannover, München, Stuttgart
062201 Nov 01
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