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Spanish court rules to halt Mediaset restructuring

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Spanish court rules to halt Mediaset restructuring

A Spanish court ruled to halt the merger of Italian company Mediaset SpA with Mediaset España Comunicación SA under the Dutch holding company MFE-Mediaforeurope NV, pending a legal challenge from Vivendi SA, Reuters reported, citing a statement from Mediaset España.

In relation to the ruling, Mediaset received a writ from Vivendi's trust Simon Fiduciaria SpA calling for the annulment of the merger's shareholder approval and to observe the writ earlier issued by Vivendi, calling for the same.

Mediaset said the suspension is "being immediately challenged" and that "Vivendi will not succeed in halting Mediaset's European expansion project." Mediaset estimates that the restructuring will bring an "incremental impact" on the company's value of €800 million, a postmerger dividend of about €100 million and a buyback of up to €280 million.

"[T]he media and legal campaign being conducted by Vivendi is aimed at seriously damaging all of Mediaset's shareholders, and even more those of Mediaset España, who had approved by a wide margin the project in both countries," Mediaset said Oct. 11.

The lawsuit comes after Mediaset rejected a request from Vivendi and its trust Simon Fiduciaria to exercise their voting rights at Mediaset, stating that the companies are "not legally entitled" to the administrative rights. The Court of Milan recently ruled to allow Vivendi to attend and vote at the shareholder meeting, after the French conglomerate appealed against Mediaset's decision to prohibit its voting.

Mediaset stated that it allowed Vivendi to exercise its voting rights, but not Simon Fiduciaria. Vivendi said in a statement that Mediaset's decision to forbid Simon Fiduciaria's voting at the meeting is "unlawful" and alleged that the Italian company is "disregarding the most basic shareholder rights and principles of corporate governance."

The hearing for the case is scheduled for Jan. 10, 2020.