RTL GROUP
Deminor Active Governance Fund (DAGF) is a shareholder of RTL Group. Bertelsmann AG announced this morning that it was considering a possible offer to acquire the outstanding shares in RTL Group not already owned by the German group. This is an important and welcome development, as it could clarify the position of the RTL Group shareholders.
The free float of RTL Group currently amounts to 10,2%.
The press release mentioned a price of EUR 82 as a possible consideration for the offer. Since the management and supervisory boards of Bertelsmann have yet to approve the offer and decide on its final terms, DAGF will submit some elements to be taken into account by Bertelsmann.
In case Bertelsmann formalises the offer, it is expected that its intention will be to reach 95% of the capital, allowing the German Group to squeeze out the remaining shareholders. Bertelsmann will then have to propose a fair price for the RTL Group shares. DAGF believes that it is crucial that Bertelsmann already offers a fair price while launching its voluntary takeover.
Based on available information, DAGF doubts whether a price of EUR 82 per share would correspond to the fair value of RTL Group. DAGF has indications that significant minority shareholders share this view.
EUR 82 broadly corresponds to the 12 months average stock price. This average and the current RTL Group stock price are negatively influenced by the depressed market conditions and do not reflect the company's fundamentals.