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We receive dozens of news tips and press releases each week from ftm contributors. We want MORE. And we want to share the raw information as quickly as possible. NEWS FROM YOU is the forum for adding what you know to what we know. Share what you know...or what your hear. We will apply the light-touch of the editors axe for clarity. We will also accept NEWS FROM YOU in English, French, German, Spanish, Italian, Dutch and Portuguese...without translation. (We do insist on being able to understand what you contribute.) You also must clearly indicate that your contribution is for publication in NEWS FROM YOU. Please note: we cannot use PDF files, only text and .doc files. Send us NEWS FROM YOU Week ending May 19, 2007Mecom and Wegener to Create a Leading Pan-European Regional Newspaper Publisher – May 16, 2007from Eleanor Williamson/MComGroup Following the joint public announcement dated 8 May 2007, in which it was announced that an agreement had been reached on the offer price and that the expectation was justified that agreement would be reached on a public offer, the Boards of Mecom Group plc (“Mecom”) and Koninklijke Wegener N.V. (“Wegener”) are pleased to announce that an agreement has been reached on the combination of Mecom and Wegener. Mecom is prepared to make an offer (the “Offer”) for all of the issued and outstanding (depository receipts of) ordinary shares in Wegener ("Ordinary Shares") for EUR 17.70 in cash per Ordinary Share or 14.287 Mecom ordinary shares per Ordinary Share (the “Transaction”). The Transaction with Wegener is a further step in the implementation of Mecom’s strategy to build a leading pan-European regional newspaper publisher. In particular, Mecom and Wegener note the following benefits of the Transaction: The proposed merger between Mecom and Wegener will create a leading pan-European regional newspaper publisher with a combined pro-forma 2006 sales of EUR 1.8 billion and pro-forma 2006 EBITDA of EUR 180.3 million1. In addition, the combined group will have: a large portfolio of newspaper titles in five countries: the Netherlands, Germany, Denmark, Norway and Poland; a large subscriber base of around 2 million; around 40 million copies published weekly; and more than 11,000 full-time equivalents. The combined group will be well placed to create value from driving top line growth and operating efficiencies. The businesses of Wegener and Mecom will cover much of the Netherlands creating opportunities for economies of scale in production processes as well as for advertisers in print and online. • The large subscriber base of publications owned by the combined group will offer attractive opportunities for developing new revenue streams through the sale of new publications and ancillary products. • Wegener’s existing online activities can be leveraged further throughout the combined group. Wegener will play an important role in the combined group. Wegener headquarters will be the center of excellence for a number of group functions, notably Print, HR, IT and Purchasing. After completion of the Transaction, Mecom and Wegener will consider a combination of the resources and potential of Limburg Media Group and Wegener. Any such combination will require a further full analysis of all relevant structural, organizational and commercial aspects and will be subject to all applicable consultation and approval procedures. Transaction Highlights The proposed Transaction will be implemented through a public offer by Mecom for all of the issued and outstanding Ordinary Shares. The Offer will be on the basis of EUR 17.70 in cash (the “Cash Offer”) or 14.287 Mecom ordinary shares (ex dividend) representing a value of EUR 18.00 (the “Share Offer”), per Ordinary Share (ex dividend) as per 7 May 2007. Based on the closing price of Mecom’s shares on 15 May 2007, the Share Offer represents a value of EUR 18.82 per Ordinary Share (ex dividend). Holders of Ordinary Shares will be given the option to receive cash, or Mecom ordinary shares, or a mix of the cash and shares. The Cash Offer represents a premium of 5.4% to the closing price of Wegener’s Ordinary Shares on 7May 2007 and a premium of approximately 18.2% to the average share price of Wegener’s Ordinary Shares over the last three months up to 7 May 2007. The Cash Offer also represents a premium of 31.6% to the closing price of Wegener’s Ordinary Shares on 8 March 2007, the day before the announcement by Mecom that it had acquired 10,594,763 Ordinary Shares (approximately 23.6% of the Ordinary Shares) from Telegraaf Media Groep N.V. In relation to the Share Offer, the above premia amount to 7.1%, 20.2% and 33.8% respectively, based on the closing price of Mecom’s ordinary shares on 7 May 2007. Based on the closing price of Mecom’s ordinary shares on 15 May 2007, the Cash Offer and the Share Offer value all of the issued and outstanding Wegener Ordinary Shares at EUR 793.8 million and EUR 844.1 million, respectively. At the date of this announcement, Mecom holds 10,594,763 Ordinary Shares, representing approximately 23.6% of the Ordinary Shares and approximately 20.0% of the issued and outstanding share capital of Wegener. The Supervisory Board and the Management Board of Wegener have unanimously determined, after taking into account the interests of all stakeholders, including Wegener’s shareholders and employees that the proposed Transaction is in the best interests of Wegener and its stakeholders. The Supervisory Board and the Management Board of Wegener unanimously support the proposed Offer and intend to recommend the Offer to the Wegener shareholders, when made. Van der Loeff Beheer B.V., holding 17.1% of Ordinary Shares, will follow the recommendation of the Wegener Boards and on the basis thereof accept the Share Offer on its terms and the other terms and conditions of the Offer. The Chairman of the Management Board of Wegener has an indirect minority holding in the capital of Van der Loeff Beheer B.V. In addition to the above, Wegener’s intention will be to acquire all of the outstanding financing preference shares, which will subsequently be cancelled by Wegener. The impact of the Transaction is expected to be earnings enhancing from the first full year of operation 2. The proposed Transaction is expected to complete during the third quarter of 2007. Commenting on the Transaction, Jan Houwert, CEO of Wegener, said: “For Wegener this transaction represents a very exciting development. To take part in a consolidation of regional newspapers in continental Europe is something we have always wanted to do. That strategy can now be achieved and at the same time this will give us the opportunity to further develop our online activities.” Commenting on the Transaction, David Montgomery, Executive Chairman of Mecom, said: ”The combination with Wegener is consistent with our strategy of becoming a leading European regional newspaper publisher. This transaction not only increases Mecom’s scale, but also adds significant depth and experience to the combined group. I look forward to working with all of the managers and employees of Wegener, who will form a key part of the combined group.” Governance and organisation Mecom supports Wegener's current strategy and the Offer is not expected to adversely affect the existing employment level and employment conditions of Wegener. The Management Board of Wegener will remain unchanged following completion of the Offer, with Jan Houwert as Chief Executive Officer, Koos Boot as Chief Financial Officer, and Freek Busweiler responsible for the publishing activities of the Wegener Dagbladen Group. It is intended that, following completion of the Offer, the Wegener Supervisory Board will consist of 3 members: one member shall be nominated by Mecom; one member shall be independent (in accordance with the Dutch corporate governance rules) from Mecom; and one member shall be nominated by the Central Works Council of Wegener. The mitigated structure regime (verzwakt structuurregime) will apply to Wegener following completion of the Offer. In addition to the above, Jan Houwert will join the Board of Directors of Mecom as an executive director, and the Wegener Supervisory Board will nominate one other person as a non-executive director of Mecom. Mecom will fund acceptances under the Offer through a combination of equity and debt. Subject to the Offer being declared unconditional and Mecom holding at least 95% of Wegener’s issued and outstanding share capital, it is intended that, in consultation with Euronext, the listing of Ordinary Shares will be cancelled as soon as possible. It is also intended to cancel the certification scheme of Ordinary Shares (beëindigen van de certificeringsregeling). In addition, dependent on the number of Ordinary Shares obtained by Mecom as a result of the Offer, Mecom expects to initiate a squeeze-out procedure as referred to in articles 2:92a or 2:201a of the Dutch Civil Code in order to acquire the remaining Ordinary Shares held by minority shareholders or to take such other steps to cancel the listing and/or acquire Ordinary Shares that were not tendered under the Offer, including, without limitation, effecting a legal merger (juridische fusie). Merger Protocol Following meetings of the Mecom Board and the Wegener Supervisory Board, an agreement on the intended Offer as announced on 8 May 2007 has been reached. As a result, Wegener and Mecom entered into a merger protocol (the “Merger Protocol”) which was signed on May 16, 2007. Further Process and Indicative Timetable The commencement of the Offer is subject to the satisfaction or waiver, as the case may be, of certain pre-Offer conditions customary for this type of transaction, including but not limited to the pre-Offer conditions set out in the following paragraph. Wegener and Mecom will, prior to the launch of the Offer, seek to obtain all necessary regulatory and competition approvals and clearances and will complete all requisite employee consultation and information processes as soon as reasonably possible with a view to receiving the required regulatory, competition and other consents or approvals for the Offer. When made, the Offer will be subject to customary conditions, including an acceptance threshold of 95% of Wegener’s issued and outstanding share capital, approval by the Mecom shareholders of the issuance of Mecom ordinary shares for the purpose of the Offer and no material adverse change with respect to the business of Wegener having occurred. Mecom is entitled but not obliged to declare the Offer unconditional if 75% or more, but less than 95% has been tendered. Mecom may not declare the offer unconditional if less than 75% of Wegener’s issued and outstanding share capital has been tendered. The offering memorandum, containing the terms and conditions of the Offer (the “Offering Memorandum”), as well as the prospectus relating to the Mecom shares (the “Prospectus”) to be issued in connection with this Transaction, are expected to be published in July or at the beginning of August 2007. The Dutch Authority for the Financial Markets (AFM), Euronext Amsterdam N.V., the Secretary of the Social and Economic Council, the Central Works Council of Wegener and the relevant trade unions have been informed of the intended Offer. search ftm for more on Russia Today TV Channel Becomes AIB’s First Russian Member – 15 May 2007from Julia Ermolina/Russia Today Russia Today TV channel has officially announced its membership of the Association for International Broadcasting. The association was set up in 1993 as an industry community of media companies oriented to international broadcasting. AIB unites the world’s best known TV companies, including the BBC, Euronews, Al Jazeera, Deutsche Welle, etc. The AIB promotes direct contacts between members, supplies market intelligence upon request, holds various trade events and offers multiple other benefits for its members. “Although Russia Today was set up recently — just half a year ago, we have won a reputation for being an objective and quick source of information. Such acceptance by the international community is down to the professionalism and diligence of the Russia Today team. Membership of the Association of International Broadcasting is a sign of recognition by our foreign colleagues,” said Margarita Simonyan, Russia Today’s editor-in-chief. “We're delighted to welcome Russia Today TV to the AIB. Since its launch in December 2005, Russia Today TV has developed its service and today provides a window on events across Russia and the Commonwealth of Independent States that is unmatched in international television,” says Simon Spanswick, the Association's CEO. search ftm for more on VPRT unterzeichnet "Charta der Vielfalt" – May 15, 2007from Gese Klebe/VPRT · Private Medienunternehmen unterstützen Integrationsoffensive der Bundesregierung · VPRT-Präsident Doetz: Private Medien wollen Beitrag für ein Klima des Vertrauens und einen vorurteilsfreien Umgang mit allen gesellschaftlichen Gruppen leisten Der Verband Privater Rundfunk und Telemedien e. V. (VPRT) hat heute im Bundeskanzleramt in Anwesenheit der Integrationsbeauftragten der Bundesregierung, Staatsministerin Prof. Dr. Maria Böhmer, die "Charta der Vielfalt" unterschrieben. Damit bekennen sich die im VPRT zusammengeschlossenen Medienunternehmen zu einer offenen und vielfältigen Unternehmenskultur, die auf gegenseitigem Respekt basiert, Vielfalt wertschätzt und frei von Vorurteilen gegenüber jedem Menschen ist - unabhängig von Herkunft, Geschlecht, Weltanschauung oder anderen Differenzierungsmerkmalen. Die unter der Schirmherrschaft von Bundeskanzlerin Angela Merkel stehende Unternehmensinitiative wird bereits von zahlreichen namhaften deutschen Unternehmen und öffentlichen Institutionen mitgetragen. VPRT-Präsident Jürgen Doetz: "Die privaten Rundfunkunternehmen unterstützen die Initiative, denn sie wollen einen engagierten Beitrag für ein Klima des Vertrauens und einen vorurteilsfreien Umgang mit allen gesellschaftlichen Gruppen in Deutschland leisten. In der Berichterstattung der privaten Medien hat dieses Thema schon immer einen wichtigen Platz eingenommen. Mit der Unterzeichnung der Charta unterstützen wir - unter Berücksichtigung der besonderen Bedeutung der Rundfunkfreiheit für die Berichterstattung und Meinungsbildung - ausdrücklich die Ziele der Bundesregierung für eine erfolgreiche Integrationsarbeit. Deshalb geht es uns nicht nur darum, die Charta im Unternehmensalltag zu leben. Vielmehr wollen wir möglichst viele weitere private Rundfunkunternehmen für einen Beitritt zu der Initiative gewinnen, um die Kultur der Vielfalt in Deutschland voranzubringen." Der private Rundfunk leistet bereits seit vielen Jahren in den unterschiedlichsten Bereichen mit großer Selbstverständlichkeit einen signifikanten Beitrag zur Integration von Ausländern und zur Vermittlung zwischen den Kulturen in Deutschland. Dies geschieht nicht nur in Nachrichten und Magazinen, sondern auch unterhaltend in Talkshows und fiktionalen Formaten. Doetz erklärte abschließend: "Auch in Zukunft werden die privaten Sender entsprechende gesellschaftlich relevante Entwicklungen auf unterschiedliche Art aufgreifen. Dazu gehört es, über das Thema Integration zu informieren, aufzuklären und interessierte Bürgerinnen und Bürger durch verschiedene Formate zu unterhalten oder zum Nachdenken anzuregen. Das tun wir immer im Dialog mit den Menschen und auf eine ebenso abwechslungsreiche wie verständliche Weise." search ftm for more on DG Info/Public consultation on the "Work Programme 2007 of the Radio Spectrum Committee" – May 15, 2007from Radio Spectrum Committee Secretariat The Secretariat of the Radio Spectrum Committee is inviting all stakeholders to give their written comments and views on the proposed Work Programme. Responses to this public consultation should be sent to the RSC mailbox infso-rsc@ec.europa.eu with the following mention in the subject line: “CONSULTATION Work Programme RSC 2007”. The contributors are kindly asked to identify themselves clearly in their response, as well as the constituency they represent if appropriate. The responses will be published on this web site, except otherwise specified by the responder. The RSC and the Commission are not liable for the content of the published responses. The consultation will close on 14th July 2007. search ftm for more on RCS MediaGroup Q1 Results – May 14, 2007from Barbara Rugger/RCS MediaGroup The Board of Directors of RCS MediaGroup met today under the Chairmanship of Piergaetano Marchetti and approved the results as at March 31, 2007. The principal results for the first quarter of 2007 compared to the first quarter of 2006 and the full year of 2006 are as follows:
(*) Performance indicators: - EBITDA - operating result before amortisation/depreciation and fixed asset write-downs; - Net financial position – indicator of the financial structure, calculated as the aggregate of the current and non-current financial debt, net of cash and cash equivalents and current financial assets. (**) The quarter in 2006 was reclassified taking into account the new classification of Play Radio which, following the agreement reached between RCS MediaGroup and the shareholders of the Finelco Group, is recorded under assets held for sale. Group results in the first quarter Group consolidated net revenues in the first quarter of 2007 rose by 9.2%, from Euro 532.1 million to Euro 581.4 million. Group advertising revenues grew by 8.3%, from Euro 170.8 million to Euro 185 million, principally due to the good performance of the Newspaper Divisions in both Spain and Italy and of Dada and Blei. Circulation revenues, which grew by 6.1%, increased from Euro 320.7 million to Euro 340.4 million, due to higher revenues from partworks, to the fiction and non-fiction Books Division - with the contribution of the consolidation of the Skirà group and Adelphi - and the circulation revenues of the Newspapers Division in Spain, in part offset by the decrease in add-on products due to the different publishing launch plan compared to the same period in 2006 and due to the decline in the magazines’ market. Other publishing revenues increased from Euro 40.6 million to Euro 56 million, principally due to the good performance of revenues from the Dada group, also thanks to its international expansion in 2006. The EBITDA was Euro 30.4 million, compared to Euro 33.4 million in the first quarter of 2006 due to lower margins in the Books Division, which includes relevant charges relating to the higher number of partworks launches made in the period, and the Newspaper Division, due to the expected lower contribution from add-on products of Corriere della Sera and to the costs for the launch of Corriere Bologna. The EBIT was Euro 13.6 million compared to Euro 22.2 million in the first quarter of 2006, principally due to the acceleration of the depreciation of the production plant at La Gazzetta dello Sport following the approval of the full colour project, in addition to the higher depreciation relating to the investments made for software application licenses. The Group net profit was Euro 17.1 million, compared to Euro 33.7 in the first quarter of 2006, which had benefited from higher income realised on the partial disposal of investment funds and the recording of higher deferred tax income. The net financial position, a cash position of Euro 21.8 million, improved by Euro 16.1 million, due to the operating liquidity generated by the Group, in part adjusted by the investments for the period. Comment on operations in the first quarter Revenues in the Italian Newspaper Division increased by 2.3%, from Euro 178.4 million to Euro 182.6 million. Circulation figures of Corriere della Sera in the quarter averaged 673,000 copies per day, in line with the same period in 2006. La Gazzetta dello Sport recorded an average circulation of 344,000 copies per day, an increase of approx. 1.5%, in spite of the absence of any significant sporting events in the period, such as the Turin Winter Olympics, which had benefited the first quarter of 2006. Circulation revenues increased from Euro 105.7 millionto Euro 106.2 million, with growth in the flagship newspaper La Gazzetta dello Sport, which offset the expected decrease in revenues from add-on products of Corriere della Sera. Advertising revenues increased by 5.9% from Euro 70.1 million to Euro 74.2 million, with growth in advertising revenues in all of the newspapers. The EBITDA was Euro 26.9 million compared to Euro 30 million in the first quarter of 2006, principally due to the expected lower contribution from add-on products of Corriere della Sera and to the charges for the launch of Corriere Bologna. Unidad Editorial (the Spanish Newspaper Division) increased consolidated revenues from Euro 79.9 million to Euro 92.6 million (+15.8%), to which all of the business areas contributed, with the exception of the add-on products. Circulation figures of El Mundo reported average copies sold per day of 356,000 (+3.2%) and a readership of 1.4 million, consolidating its position as the second largest national newspaper and further closing the gap on the leading newspaper. The elmundo.es website, with a significant growth in readers, confirmed its leadership as the leading Spanish language information site. Circulation revenues grew by 6.5%, from Euro 43.6 million to Euro 46.4 million, and the advertising revenues, equal to Euro 39 million, grew by 23.6% compared to the first quarter of 2006. The EBITDA grew from Euro 9 million to Euro 12 million. The Books Division recorded revenue growth of 15.9%, from Euro 146.9 million to Euro 170.2 million, due to the good performance of the titles in the Italian fiction and non-fiction Books Division and partworks, both in Italy and abroad, together with the consolidation in the first quarter of 2007 of the Skirà group and of Adelphi. Revenues of the Flammarion group, in a stable market, grew by 10%, from Euro 50 million to Euro 55.1 million. The EBITDA, a loss of Euro 8.8 million, reflects the lower seasonal margins typical of the sector, in addition to the costs for the higher number of partworks launches made in the first quarter of 2007. Total revenues in the Magazine Division decreased from Euro 73.1 million to Euro 70.1 million, due to the different launches of the add-on products compared to the same period in the previous year and to a decline in the magazines’ market. Circulation revenues amounted to Euro 31.8 million, compared to Euro 36.1 million in the first quarter of 2006 and advertising revenues amounted to Euro 31.1 million (+3%). The EBITDA, a loss of Euro 3 million, is in line with the same period in 2006. The Broadcast Division recorded revenues of Euro 5.1 million compared to Euro 5.2 million in the first quarter of 2006, principally due to the lower advertising revenues of the CNR circuit and the lower revenues from video-multimedia productions. The EBITDA in the period was a loss of Euro 0.2 million (Euro -0.1 million in the first quarter of 2006). These results do not include the activities of Play Radio, which, while awaiting the completion of the agreement signed with the shareholders of the Finelco Group, announced on April 27, 2007, were classified under discontinued operations. The Dada group recorded growth in revenues from Euro 22.7 million to Euro 35.4 million (+55.9%), broken down as follows: Dada.net 72%, Dada Ad. 17%, Self Service Provisioning 11%. Following the strong international expansion of the company in 2006, the contribution of international revenues in the first quarter of 2007 is 47%, compared to 30% in the same period of 2006. The EBITDA increased from Euro 3.4 million to Euro 4.7 million. Outlook for the current year April saw activity in line with expectations in relation to circulation figures, both in Italy and in Spain, and advertising revenues recorded a good performance. Revenues from the Books Division are positive, improving on both the previous year and on expectations. Circulation and advertising revenues of magazines titles, in a very competitive market which is in decline, are substantially in line with the expectations for the current year and show a small increase compared to the previous year. The good performance of the Dada Group continues, also relating to advertising revenues, confirming the good market positioning of the services offered and the continual growth on international markets. The results in 2007 will also benefit from the contribution from the results of the Recoletos Group, acquired in April. In the absence of unforeseen circumstances and based on the information presently available, it is forecast that the operating results for the year will be higher than in 2006, even excluding the economics of Spanish acquisition. Principal events after the end of the quarter
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