BREAKING NEWS – 05.04.2023

In a press release of June 27th, 2023, Mondo Tv France SpA (“the incorporating company”) and Mondo Tv Suisse SpA (“the incorporated company”), both part of the Mondo Tv Group, announced the approval by their respective boards of directors of the proposed merger of Mondo TV Suisse into Mondo TV France, in execution of the signing of the related binding agreement on the date of the release. Both operating in the market of production and exploitation of animated tv series, the two companies are fully consolidated by the parent company Mondo Tv SpA. Specifically, the activity of Mondo Tv France is purely aimed at the creation of animated products of excellence, allowing long-lasting exploitation and wide international distribution. To date, the Company’s main focus is the animated series Grisù. As for Mondo Tv Suisse, the company mainly develops Licensing and Merchandising of Group and third-party properties, boasting licensing distribution rights on the animated series Grisù and exploiting the rights to the Robot Trains series. According to the project, the merger by incorporation is to be carried out by means of a special capital increase of the incorporating company and the simultaneous allotment of the new shares to the discontinuing shareholders of Mondo Tv Suisse, according to an exchange ratio of 27.50 shares of Mondo Tv France for each share of Mondo Tv Suisse. The exchange ratio was estimated by the boards of directors of the two companies based on the performance of the stock values of the two securities, using a mixed valuation method based on the volume-weighted average prices for the different maturities used. Thus, 275.00 million new shares of the incorporating company will be issued, allotted in exchange for the 10.00 million shares that currently represent the share capital of the incorporated company. As a result of the merger, the shares of the incorporated company will be withdrawn from trading by the Euronext Growth Milan market and cancelled. Considering the press release and while waiting to observe the outcomes of the merger and the impact of synergies, we revise our recommendation to: target price U/R, rating U/R and risk MEDIUM.

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