BINDING OFFER BY THE TF1 GROUP TO ACQUIRE THE AUFEMININ GROUP, 78.4% OWNED BY
THE AXEL SPRINGER GROUP
The TF1 Group (Euronext Paris: ISIN FR0000054900) and the Axel Springer Group
(DE0005501357 SPR) announce the submittal of a binding offer to acquire, by the
TF1 Group, the majority interest held by the Axel Springer Group (78.4% of the
capital) in the aufeminin Group (2016 revenue of EUR107.3m and EBITDA of
EUR24.7m - Euronext Paris, compartment B - ISIN: FR0004042083, ticker: FEM), at
a price of EUR38.74 per share (subject to customary adjustments at the
completion date) and in return for an exclusivity.
Once this acquisition has been completed, the TF1 Group will file a mandatory
simplified tender offer for the remaining shares at the same price.
With the aufeminin Group, TF1 Group would acquire a leading digital player with
a portfolio of unique women-oriented brands and contents, accelerating the
digital transformation of the TF1 Group.
Completion of the transaction will be subject to obtaining regulatory clearance
in France and Austria.
Closing of the deal could occur during the first half of 2018.
The aufeminin group has developed a unique and original revenue diversification
model around its communities: aufeminin, MyLittle Paris and Merci Alfred,
Marmiton, Netmums, Onmeda, Etoile Casting and Livingly Media (Livingly, Zimbio,
StyleBistro, Lonny). The group now brings together numerous communities from
around the world (France, Germany, Spain, Italy, United Kingdom, United States
and Japan) on its platforms and social networks. Its business model is built on
three strategic pillars: programmatic media; social e-commerce (in particular
with the My Little Box, Beautiful Box, Gretel box, Gambettes box, Loom, and
Eddie&Watson brands); and solutions based on brand content, influence
marketing, events and social reach.
Marie-Laure Sauty de Chalon, Chairwoman and Chief Executive Officer of the
aufeminin Group, remains in post.
With aufeminin, the TF1 Group will be able to offer innovative solutions to
major brands based on awareness, affinity and influence, thanks to:
- The proximity of aufeminin's key verticals and those of the TF1 Group through
MinuteBuzz, Studio 71 and TF1 Digital Factory;
- A stronger offer for female targets in which aufeminin has acknowledged
expertise, iconic brands and an excellent track record;
- The reach of TV, in support of aufeminin Group brands;
- The development of video content to give greater visibility to advertisers
and meet the expectations of the communities.
Gilles Pélisson, Chairman and CEO of the TF1 Group, says: "This acquisition,
once completed, will be a major step forward in the transformation of the TF1
Group. I salute the creativity of the teams from aufeminin who will be joining
us: they have demonstrated unique talent in building their brand portfolios
with their communities. Thanks to the innovations developed by aufeminin and My
Little Paris in particular, we will be able to reach all kinds of audience via
powerful and unifying verticals, and to offer new advertising solutions to
brands. Backed by our own know-how, the aufeminin Group will be able to
successfully pursue its international expansion."
Dr. Andreas Wiele, President Classifieds and Marketing Media, Axel Springer SE:
"In the course of the past ten years, together with its management we have
expanded aufeminin into a successful group with large audiences and diversified
revenue streams. TF1 is the logic acquirer to take aufeminin's growth
particularly in its core areas e-commerce, video, programmatic and content
sales on the French market onto the next level. This strategic value is also
reflected by the premium of 46 percent on the share price (1). I sincerely
thank Marie-Laure Sauty de Chalon, her outstanding management team and all
employees for their ever-excellent work."
Marie-Laure Sauty de Chalon, Chairwoman and Chief Executive Officer of
aufeminin, says: "We are very proud to have developed our communities into
iconic brands that have helped us quadruple our audiences, revenues and profits
during our international phase with Axel Springer. We strongly believe that
this new chapter with the TF1 Group will allow our people to continue to
imagine and create, offering advertisers the power, affinity and influence that
will help them build stronger and more lasting brands."
A conference call for financial analysts will take place on
Tuesday 12 December 2017 at 7.30pm, Paris time
France : +33172727403 - PIN: 37570438#
UK : +442071943759 - PIN: 37570438#
Webcast : http://edge.media-server.com/m/p/z7hd6tna
Full information on: www.groupe-tf1.fr
(*) calculated by reference to the closing share price on Friday 8 December
About the TF1 Group (Euronext Paris: ISIN FR0000054900)
TF1 is France's leading private-sector free-to-air TV broadcaster. It screens
five complementary unencrypted channels - TF1, TMC, NT1, HD1 and LCI - with a
combined average share of 32.1% of the target audience of "women aged under 50
purchasing decision makers" in 2016.
This positioning is further enhanced by the Group's constant adaptation to new
ways of consuming content, including the development of powerful digital
versions of its channels. Exclusive digital content and video-on-demand are
also available, so as to reach all audiences across all platforms.
The Group also broadcasts high-quality theme channels on pay-TV designed to
appeal to specific audiences: TV Breizh, Histoire, Ushuaïa and Serieclub (the
last of which is 50% owned).
TF1's advertising airtime sales agency offers advertisers a winning blend of
large audiences for its TV channels with personal digital media. It also sells
space on French independent radio stations and numerous websites.
Alongside its core business, the TF1 Group is also involved in the production
and distribution of content associated with its own channels. The Group is
aiming to accelerate the international rollout of its production and
distribution activities through its recent acquisition of a majority stake in
In addition, the TF1 Group has built a broad range of complementary businesses
in key fields such as home shopping, licensing, board games, music production
and live shows.
TF1 is keenly aware of its responsibilities as a media group and is committed
to quality dialogue with all of its stakeholders, in the interests of
transparency and to constantly improve its practices.
About Axel Springer SE (DE0005501357 SPR)
Axel Springer is Europe's leading digital publisher. With headquarters in
Berlin, the company is active in more than 40 countries with subsidiaries,
joint ventures, and licenses. Axel Springer SE is divided into three operating
segments: Classifieds Media, News Media and Marketing Media. The company
employs more than 15,000 people worldwide.