Big things are one! Television and Univision will now be the main global company of Spanish media

Television-Unit, the new combined company, creates the global leader of Spanish media with the mayor’s content video content, in addition to production capacity to boost its important television, digital and streaming media platforms

As the undisputed world leader in Spanish media, Televisa-Univision tendering the operational capacity, the financial dimensions and the audacity to audience to accelerate its digital transformation and offer a differentiated streaming offer for Hispanics, who are in need of services

Television will contribute its content assets, with a total value of $ 4.8 million, composites of $ 3 million in effect, $ 1.5 million in shares Unit and $ 300 million in other sources

The transaction is financed in part with a new $ 1 million investment in Series C preferred actions supported by SoftBank Latin America Fund with the participation of Google, The Raine Group y ForgeLight, which distances the confidence in the capacity of Televisa-Univision to approve the opportunity for streaming in Spain at the international level.

Grupo Televisa, SAB (“Televisa”), y Univision Holdings, Inc. (together with its absolute property subsidy, Univision Communications Inc., “Univision”), announces a definite agreement on the content and media activities of Television is combined with Unit to create the mayor company of world communication media in Spanish: Televisa-Univision (la “Company”).

The combination of one of the most distressed media companies in the major Spanish markets of the world: Univision en United States, the market of Hispanic media by the mayor valor in the world, and Television off Mexico, the market with the most Hispanic people of the world. The resulting company will be confronted with the most extensive video format of wide format worldwide, a solid framework of intellectual property and international rights to the transmission of deported, respected by the most prolific production infrastructure in Spanish. The influenza and the alcance of these active assets are not ten par. In 2020, TVisa will produce 86,000 content hours in all genres and categories, including sports and special events, dramas, comedies, sitcoms, reality shows, infantiles, competitions and variety shows, comedies, musicals and cultural events, movies and programming. educational.

The television also includes its four open signal channels, 27 pay-TV channels and stations, and its Cinematographic Studio Video subscription service Blim TV the video on demand (SVOD) and the Televisa brand. These media constitute the indisputable leader of the market in Mexico.

The Company benefit, in addition, from the assets of Unit, which reads in the United States market and includes the Univision and Open signal cadences UniMás, new cable and cable stations in Spain, 61 television stations and 58 radio stations in major Spanish markets in the United States and Puerto Rico, and prominent digital activists, among them the recently launched PrendeTV, its on-demand video streaming service (AVOD).

The combined entity is the content, the production capacity, the intellectual property, the global surplus and the financial resources to provide dynamically the opportunities for streaming in Spain at the international level, which is relatively new. The Spanish market, which consists of approximately 600 million people worldwide and has a total GDP of approximately $ 7 billion, has a staggering offer of streaming services in relation to other important markets. Less than 10% of Hispanos currently use a first-rate video product on the Internet (over the top in the OTT), while in the English market, 70% of the population has less streaming service.

“This strategic combination generates significant value for both hardworking business owners and allows us to learn more efficiently and to all the Spanish audience audiences with more of our programming”, dijo Emilio Azcárraga, President of the Board of Directors of the Television Administration. “Together, Televisa-Univision can look more aggressively at innovation and growth through digital platforms, as the industry continues to evolve. Our new investment investors Softbank Latin America Fund, Google and The Raine Group are equally enthusiastic about the opportunities presented by this combination. ”

“This combination transforms one of the most discontinued cadence in the service of Hispanic audiences in the United States with the main media platform in Mexico, proposed by the most potent content creator in world Spain”, dijo Wade Davis, Director-General of Univision. “Televisa-Univision will be surpassed as the company leads in the world of multiple media in Spain, with a unique position to approve the great opportunity of the Spanish market everywhere in the world”.

Agrego Davis: “The composition of our new group of inversionists reflects confidence in our strategy, the progress of our digital transformation and the magnitude of our opportunity. I would like to thank the President of the Council, Emilio Azcárraga, for his trust in us, as societies, continuing the creation of the fabulous company that he and his family have developed. También deseo agradecer a Alfonso de Angoitia y Bernardo Gómez, the executive presidents of Televisa, through his continued support and collaboration in the midst that we work together to offer to our audience that our mayor has access to Spanish content including more impactful, cautious and interesting, in a manner that prefers ”.

“We have been deeply involved with Univision for more than a dozen decades and we have never enjoyed a better relationship with our societies,” said Bernardo Gómez and Alfonso de Angoitia, Executive Co-Presidents of Televisa. “We are creating a company that is a leader in the multimedia categories, unified in the wide range of more extensive territories and with the scale and focus to bring the most attractive content experience to Hispanic consumers worldwide. We acknowledge that this strategic transaction will maximize the potential of our content segment, while allowing us to maintain our balance sheet and focus on crime opportunities in our business. telecommunications.

SoftBank Latin America Fund to be able to invest in the combination of Televisa-Univision to help create a content potential that can provide services to at least 600 million Hispanos at the global level. With the most extensive and emblematic video content in Spanish of the world and access to the SoftBank international technological ecosystem, we will help transform the new company into the digital media leader in multiple platforms and one of the most important services Marcelo Claure, CEO of SoftBank Group International on the occasion of the Univision meeting.

Transaction terms

Televisa continues to testify to the potential for significant crime of the Company can be seen as the Mayor shareholder of Televisa-Univision, with a participation of approximately 45%. As part of the agreement, Televisa will be the owner of izzi Telecommunications, Heaven and other companies, in addition to the principal furnishings associated with the production facilities, broadcasting licenses and transmission infrastructure Mexico.

Television’s content assets will raise approximately $ 4.8 million next year. Based on the terms of the agreement, Univision pays $ 3 million in effect, $ 750 million in ordinary shares of Univision and $ 750 million in preferential shares of the B series, with an annual dividend of 5.5%. The balance is derived from other commercial counterparties. The combination of money and medicine from a $ 1 million million turnaround for the latest entry into the SoftBank Latin American Fund’s Series’ supply (‘SoftBank’), ForgeLight LLC’s real inversion consultant and Univision, the participation from Google y The Raine Group; and $ 2.1 million million in bonds and depto collocados by JP Morgan.

The production of content noticeable for Mexico is contracted by a company owned by the Azcárraga family to guarantee that it continues in Mexican countries and is produced in Mexico. Televisa-Univision retains all assets, intellectual property and videotapes related to the Television News division.

It is expected that the operation will be completed in 2021, subject to the usual conditions of closure, which includes receipt of approval of normative entities in the United States and Mexico, and of the shareholders of Televisa. The Television and Univision Directive has approved the combination.

Directive and directive

Wade Davis, Director-General of Univision, will establish the combined company; Alfonso de Angoitia will be appointed President of the Television-Univision Executive Board; and Marcelo Claure, CEO of SoftBank International, will be his Vice President. The company’s junta will have 13 members: five billed by Televisa, three by Searchlight and ForgeLight, both by the owners of the shares of the C series and three Independents. When the operation takes place, the junta will be composed of Emilio Fernando Azcárraga Jean, Bernardo Gómez Martínez, Alfonso de Angoitia Noriega, Marcelo Claure, Michel Combes, Gisel Ruiz, Oscar Muñoz, María Cristina “MC” González Noguera, Wadeisfer, Sine y dos mimbros adicionales nombrados por Televisa.

After the transaction, the production of the contents and the operations in Mexico followed by a cargo of Emilio Azcárraga, executive president of the Board of Directors of Television, and Bernardo Gómez and Alfonso de Angoitia, executive co-presidents of Television a fluid integration and exit.

Solid financial profile

As a result of the capital increase and the mayor’s profitability of the Company, it is expected that the net investment fee of Televisa-Univision will decrease by 2.0x approximately 5.0x, which will only increase the synergy projected by $ 200 million and $ 300 million. The differentiated market proposal and the cost structure of Televisa-Univision allow for premium levels to be equal to the cost-effectiveness of content, and much of the production tends to take place in Mexico, while the Company has large production studios of high quality in an ideal market to obtain first content. There is a solid profit profile that differs from all other media companies, including projected synergy, and the EBITDA margin is approximately 45%. The combined financial consolidation will allow the Company to invest in the anticipated launch of its global streaming platform, which is forecast for 2022 initiatives

Television Group after transaction

After the transaction, Televisa will continue the development and expansion of its telecommunications activities in Mexico, as its leaders in the sector, with the highest access to high-speed internet and high-quality programming as a content aggregator. Television will use the initials received by Univision mainly to reduce debt and continue to look for opportunities for creation and strengthen its position to lead by means of continuous inversions in its main activities. As a result, Television’s net worth of revenue will decrease to 2.0xy less than its assets and liabilities in dollar amounts will be equivalent. After the operation, Television will have to consolidate the results of its Content segment.

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