Balsemão now admits to selling control of “SIC” and “Expresso”
Within four days, Impresa has evolved in its disclosure to the market about the deal with Italy's MFE. It now admits that the sale of control of SIC and Expresso “is not out of the question.”
It’s now official: in its half-yearly accounts released to the market on Tuesday afternoon, Impresa SGPS not only confirmed negotiations with MediaForEurope (MFE), but also revealed the possibility of selling a controlling stake. This is the first time that the Balsemão family has clarified in an official document what the outcome of negotiations with the group founded by Berlusconi might be. The entry of the Italian group could mean the end of a cycle and a change of power at Impresa.
On September 27, the day after ECO’s announcement, Impresa issued a statement to the market confirming the negotiations. “In view of the news reported in the media, Impresa informs that it has been notified by its majority shareholder [Impreger] that it is in exclusive talks with the MFE group with a view to evaluating potential corporate transactions for the acquisition of a significant stake in Impresa,” the company said. It also pointed out that there was “no binding agreement between the shareholder and MFE” for the deal. Now, with no new information known to the market, Impresa SGPS has announced in its first-half report and accounts — whose results, a loss of €5.1 million, were already known — a development in terms of what the deal may entail.
Note 27 of the report and accounts for the first six months identifies two events subsequent to June: the failure to sell the headquarters building to a BPI fund for €37 million and negotiations with the media group founded by Berlusconi, which is now one of the largest television operators in Europe. The differences are subtle compared to last Saturday’s market announcement, but revealing: “We have been informed by the majority shareholder [Impreger] that exclusive negotiations are underway with the MFE Group – MediaForEurope N.V., with a view to evaluating potential corporate transactions, in which the possibility of the latter acquiring a significant stake (direct or indirect) for the purposes of controlling Impresa is not ruled out, although, to date, there is no binding agreement to that effect.”
Not only does Impresa point to the possibility of a change in the controlling shareholder, but it also anticipates how the deal may be done. By also revealing that the Italians could control the group through a direct or indirect acquisition, this paragraph effectively confirms that the deal will involve entry at the top of the cascade: not directly into the listed company, Impresa SGPS, but into Impreger, the family holding company that is the Balsemão family’s vehicle for controlling the group.
The change in the statement communicated to the market is all the more surprising given that a CMVM administrator had said the day before that all clarifications about the deal had already been provided to the market. “The CMVM suspended trading and communicated the suspension on Friday so that the market and investors could absorb, understand and assess [the information] that was being provided”, José Miguel Almeida, CMVM administrator, told journalists at the presentation of the overall results of the quality control system on auditing activity for the 2024/2025 cycle. Furthermore, “this is the information we considered appropriate to lift the suspension”, said José Miguel Almeida, adding that from that moment on, it is up to “investors to resume their expectations on this matter”. “The CMVM’s concern is that information that is public should be made public”, he added.
What happened between the two announcements? ECO revealed that the deal could actually mean a change in Impresa’s shareholder control, with the Italians acquiring 75% of Impreger, the Balsemão family’s holding company that controls more than 50% of the listed company, Impresa SGPS. In this context, the Balsemão family would become a minority shareholder, but if this were to be confirmed, it would have another consequence: the obligation to make a takeover bid (OPA) for the listed company, Impresa SGPS, in accordance with articles 186 et seq. of the Securities Code.
Impresa was valued at around €21 million on Friday, but doubled in value after trading resumed on Monday. With a free float of around 30%, its shareholders include, in addition to Impreger, BPI (almost 4% of the capital), Álvaro Sobrinho’s Newshold company with 2.4%, Santander Asset Management (SGOIC), Azvalor Asset Management (SGIIC) and Norges Bank, all with around 2%.
According to the accounts as at 31 December 2024 (meanwhile, the 2025 figures revealed a loss of slightly more than five million euros in the first half of the year), the owner of SIC and Expresso needs a recapitalisation of around 80 million euros to restore its capital structure to solid levels.
