International pay TV channel provider Scripps Networks Interactive is to take majority control of Polish broadcaster TVN for €584 million in cash plus assumption of debt.
Scripps has struck a deal with ITI Group and France’s Canal+ Group to take a 52.7% stake in TVN in an all-cash deal. Scripps will also assume €840 million of debt. Following completion, which is subject to regulatory approval, Scripps will launch a mandatory public tender offer to further increase its stake in the broadcaster, as required under Polish law.
TVN’s portfolio of free-to-air and pay TV channels includes flagship commercial channel TVN and thematic channels TVN 7, TVN Style, TTV, TVN Turbo, 24-hour news channel TVN24 and business news channel TVN24 Biznes i Swiat. Together, TVN’s channels took a 22% viewing share in Poland last year. The deal also includes advertising sales arm TVN Media.
Scripps, which currently airs two channels – Travel Channel and Polsat Food – in Poland, is acquiring the stake through UK holding company Soutbank Media.
TVN owns a 32% in Polish pay TV operator nc+, where Canal+ is the other main shareholder. Bertrand Meheut, president of Canal+ Group, said that the deal would enable it to “re-centre our strategy in Poland around pay TV”. He said that Canal+ will continue to have sa strong presence in the country and would continue to develop nc+, formed in 2011 from the merger of TVN’s n with Cyfra+. “We are gong to pursue our close collaboration with TVN, which holds 32% in nc+. As majority shareholder in TVN, Scripps Networks Interactive will be a key partner and we are very happy to have them on board,” said Meheut.
Scripps was advised by Barclays and Blackstone Advisory Partners, with legal advice provided by Latham & Watkins LLP and Domański Zakrzewski Palinka sp.k.
Canal+ Group was advised by JP Morgan Ltd, with legal advice provided by Weil, Gotshal & Manges and Orrick, Herrington & Sutcliffe.
Scripps’ move into Poland follows its 2011 acquisition of a 50% stake in UK pay TV channel provider UKTV, jointly owned with the BBC.
”This agreement with Scripps Networks Interactive is evidence of the hard work and commitment of every single employee of TVN in building the biggest and most successful media company in Poland. Scripps Networks Interactive understand the importance of the Polish market, and the value of developing compelling content that connects with consumers. We are delighted to be joining the Scripps Networks Interactive family, and we’re excited about developing and strengthening our business for many years to come,” said Markus Tellenbach, president and CEO of TVN.
“This transaction is an important milestone in the ongoing strategic development of our international business, and provides us with substantial further scale in Europe. Poland is a vibrant media market with significant growth potential. TVN has an incredible portfolio of channels and services, and has delivered consistently strong creative and financial performance under the leadership of Markus Tellenbach. The business will be a strong addition to Scripps Networks Interactive, and we’re looking forward to working with the whole TVN team to achieve our significant ambitions in the region together,” said Kenneth W Lowe, chairman, president and CEO of Scripps Networks Interactive.