January 10, 2020 / 10:38 AM / 7 months ago

UPDATE 3-Mediaset approves changes to keep pan-European TV plan afloat

    * Vivendi waging legal war to block Mediaset overhaul
    * Project on hold pending court decisions
    * Mediaset striving to complete Dutch holding plan by March
    * For a timeline on the dispute click on

 (Adds Vivendi's statement)
    By Elvira Pollina
    MILAN, Jan 10 (Reuters) - Italy's Mediaset on Friday won
shareholder approval for governance tweaks needed to smooth a
pan-European expansion plan despite opposition from its
second-biggest investor Vivendi, which is fighting the project
in court. 
    Controlled by the family of former Italian Prime Minister
Silvio Berlusconi, Mediaset last year approved a plan to
merge its businesses in Italy and Spain under a
Dutch-based company, called MediaForEurope (MFE).
    The broadcaster wants to use the new entity to pursue
tie-ups in Europe to take on competition from streaming apps
such as Netflix and web giants like Google.
    But Vivendi, led by billionaire Vincent Bollore, opposes the
plan, saying the governance structure of the new entity would
strengthen Berlusconi's grip on the company.
    Vivendi and Mediaset have been at odds since the French
conglomerate dropped a deal to buy Mediaset's pay-TV unit in
2016 and then built up a 29% stake in the group, which the
Italian broadcaster considers hostile.
    Two-thirds of that stake is held in a trust following a
ruling by the Italian telecoms watchdog over Vivendi's excessive
presence in the country's media and telecoms sectors, given its
24% holding in Telecom Italia. 
    The trust was prevented from voting at Friday's meeting. 
    Following Vivendi's legal challenge, a Spanish court has
provisionally put the merger on hold, while a decision by a
Milan court over the French group's request to suspend the deal
is still pending. 
    In an effort to unblock the plan, Mediaset on Friday asked
shareholders to approve changes to the bylaws of MFE suggested
by the Milan court, easily winning the vote thanks to the
Berlusconi family holding company Fininvest's 45.8% voting
rights.
    Vivendi complained the trust's exclusion made the approval
irregular.
    "The new plan ... has merely removed some blatantly abusive
clauses, without modifying the disproportionate rights granted
to Fininvest," it said.

    NO TRUCE    
    Doubts over the future of Mediaset's pan-European plan
increased after Mediaset and Vivendi failed to resolve their
multiple legal disputes, including the one over MFE, with an
out-of-the court agreement.
    Mediaset faces a March deadline to see its Dutch holding
company plan through, otherwise the decisions of a September
shareholder meeting that approved the project will no longer be
valid based on existing Dutch laws.
    "If the courts rule in our favour, we can do it," Mediaset
Chief Executive Pier Silvio Berlusconi said when asked if the
company was confident of completing the plan in time.
    The deadlock with Vivendi is weighing on Mediaset shares,
which fell 5.5% in 2019 against a 27% rise in Italy's all-share
index. 
         
 
 
 
   

    
 (Reporting by Elvira Pollina; Editing by Alex Richardson, Jan
Harvey and Louise Heavens)
  
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