MFE-MediaForEurope N.V. (BIT:MFEB) made an offer to acquire remaining 44.31% of stake in Mediaset España Comunicación, S.A. (BME:TL5) from Paolo Vasile, Massimo Musolino, Mario Rodríguez Valderas and others for approximately €620 million on March 14, 2022. As per the cooperation agreement on June 6, 2022, The cash portion of the per share is revised to €2.16 per share and total consideration will be approximately €770 million. The consideration offered by MFE to the holders of shares of MES is €1.86 in cash (the “Cash Consideration”) and 338.7 newly issued Ordinary Shares A. As of the date of this announcement, the Bidder currently holds a direct stake of 174,402,718 shares in MES, representing 55.69 % of its issued share capital. The Bidder shall issue a maximum of 624,435,408 Ordinary Shares A for a nominal value of €37,466,124.48 and shall pay an aggregate Cash Consideration of €258,099,968.64. MES according to the public information as of the date of this announcement, has two treasury shares. The Offer is open to acceptance by all the shareholders of MES. As of June 14, 2022, Board of Directors of Mediaset España considers it to be fair. The Board of Directors of MFE-MEDIAFOREUROPE N.V. approved voluntary tender offer on Mediaset España Comunicación, S.A. The Offer is conditional to A minimum acceptance threshold of 90% of the targeted shares, corresponding to around 95.6% of the MES total share capital and the relevant approval by the MFE general shareholders' meeting. As of April 13, 2022, MFE-MediaForEurope has decreased tender offer minimum acceptance from 95.6% to 85% of the MES total share capital. As of May 26, 2022, National Securities Market Commission (CNMV) has approved the transaction. MFE has public its decision to waive the minimum acceptance condition to which the effectiveness of the Offer was subject, and, consequently, to acquire all of the shares that have been tendered in acceptance of the Offer, this is, 85,263,873 shares of MES, representing 27.23% of its share capital. As of July 13, 2022, MFE hereby informs that the cash portion of the Offer consideration and the corresponding cash portion for the odd lots have already been duly paid to the Mediaset shareholders who accepted the Offer. However, due to technical issues exclusively attributable to Citibank Europe plc, Caceis Bank and BNP PARIBAS, the settlement of the shares portion of the Offer consideration with respect to approximately new 274,000,000 ordinary shares A of MFE has not been yet completed. It is currently expected that the settlement of the remaining shares portion of the Offer consideration will be finally completed during the course of today. As of January 30, 2023, The Boards of Directors of MFE-MEDIAFOREUROPE N.V. and Mediaset España Comunicación S.A. today approved the cross-border merger plan of Mediaset España Comunicación into MFE-MEDIAFOREUROPE. As of January 30, 2023, Mediaset España Comunicación, S.A and MFE-Mediaforeurope N.V. board of directors approved the merger. As of March 16, 2023, Mediaset España Comunicación, S.A shareholders approved the transaction. As per update on May 30, 2022, offer period extends from May 30, 2022 to June 28, 2022. As per update on June 9, 2022, offer period extends from June 28, 2022 to July 1, 2022. The settlement of the Offer is expected to take place on July 12, 2022.

BofA Securities Europe SA acted as the financial advisor to the MFE-MediaForEurope N.V. (BIT:MFEB). Deutsche Bank AG (France) and Citigroup Global Markets Europe AG provided fairness opinion to Mediaset España Comunicación. Epifanio Pérez, Ignacio Magariños and Charles Adams of Clifford Chance acted as legal advisor to UniCredit which acted as agent on the financing related to the takeover bid launched by Media For Europe (MFE) over Mediaset Spain. Mediobanca Banca di Credito Finanziario S.p.A. (BIT:MB) acted as financial advisor to MFE-Mediaforeurope N.V. (BIT:MFEB).

MFE-MediaForEurope N.V. (BIT:MFEB) completed the acquisition of remaining 44.31% of stake in Mediaset España Comunicación, S.A. (BME:TL5) from Paolo Vasile, Massimo Musolino, Mario Rodríguez Valderas and others on July 7, 2022. As of July 7, 2022, the settlement of the Offer consideration consisting of a swap of shares has been finally settled with respect to the new ordinary shares A of MFE which were pending to be effectively delivered in favour of certain MES shareholders who accepted the Offer. Therefore, the Offer has been fully settled.