Shearman, Weil face-to-face on ProSiebenSat.1 Media sale

Shearman & Sterling

and Weil Gotshal & Manges have taken the lead roles on Germany’s largest-ever media deal.

In a transaction worth around €2.5bn (£1.73bn), publishing company Axel Springer has bought a majority stake in television broadcaster ProSiebenSat.1 Media.

Shearman advised longstanding client Axel Springer on its acquisition of the broadcasting group from the existing majority shareholder, P7S1 Holding. Weil represented P7S1 Holding, which includes the Saban Capital Group, the investment vehicle of billionaire Haim Saban.

Axel Springer has increased its existing stake in ProSieben from 12 per cent to 100 per cent of the ordinary voting shares and 25 per cent of the non-voting preference shares. The deal values ProSieben at around €3.9bn (£2.7bn) and gives Axel Springer 62.5 per cent of the total capital. Axel Springer has also launched a voluntary public tender of the remaining preference shares in ProSieben.

Subject to regulatory approval, Axel Springer intends to merge the two companies, making it the only listed media company in Germany with both TV and print operations.

In recent years, Shearman has benefited from the predatory nature of the German publisher, gaining a string of roles on major M&A deals, including the unsuccessful bid for The Daily Telegraph by Axel Springer last year.

Shearman fielded an eight-strong team of partners, led by M&A specialist Georg Thoma. Weil used lawyers from four offices in Europe and the US, led by Frankfurt-based partner Gerhard Schmidt.

Hengeler Mueller advised Deutsche Bank and Credit Suisse, which are financing the Springer bid. Hogan & Hartson worked alongside Weil, with partner Christoph Wagner advising on regulatory issues. Latham & Wat-kins also provided advice to P7S1 Holding. Milbank Tweed Hadley & McCloy represented ProSieben.