About MFE-Mediaforeurope N.V.

MFE-MediaForEurope N.V. operates in the television (TV) industry in Italy and Spain. In Italy, the company is the leading operator by audience share and advertising market share in the commercial television broadcasting sector, with three of Italy’s biggest general interest networks and an extensive portfolio of thematic free-to-air and pay TV channels - both linear and non-linear/OTTV) – with a broad range of cinema, TV series and children’s channel content. The company has also set up its own radio segment through acquisitions, bringing together four of the largest national broadcasters. In Spain, the company is the main shareholder of Mediaset España Comunicación, S.A. (Mediaset España), with an interest of 53.26% as of December 31, 2020 (55.69% of voting rights, not including own shares). Mediaset España is the leading Spanish commercial television broadcaster with two main general interest channels (Telecinco and Cuatro) and a range of free-to-air thematic channels. Italy The company has developed an integrated television free-to-air/pay television, linear/non-linear content model, which generates synergies and leverages the know-how gained from producing entertainment, news and analysis programmes, together with the distinctive expertise developed by the Medusa (Medusa Film S.p.A.) and Taodue (Taodue S.r.l.) subsidiaries in movie distribution and the production of films and television dramas, in addition to the acquisition of sports, film and television series content from third-parties. The integrated television offer model consists of the following core business areas and other activities core business: Original content production and third-party content acquisition, driving the broadcaster’s offering and programming of generalist and thematic television. These activities have associated costs of production and self-produced content creation (news and entertainment drama). Key investments include the acquisition of multi-year rights licenses from third parties, particularly for films and TV series supported by the company. Editorial content distribution for linear and non-linear, and free-to-air and pay-per-view television across various platforms and for radio content by the company’s broadcasters. Advertising sales for television operations, through the company’s concessionaires, and for the company’s radio broadcasters and websites, as managed by Mediamond (Mediamond S.p.A.) as part of a joint venture with Mondadori. This partnership underpins the company’s main source of revenue, namely the sale of advertising space on various media with a view to cross-media coverage. Other Activities: Film production and distribution, publishing activities, licensing and merchandising, foreign advertising concessions under the umbrella of the subsidiary, Publieurope. These activities generate other revenue components, in particular through film distribution and the sale and/or sublicensing of content and multiplatform rights, as well as the rental of transmission capacity to other sector operators. Content Production and Acquisition Productions In 2020, R.T.I. S.p.A. produced 233 television programmes. Entertainment Productions Entertainment is the main editorial product in the company’s generalist television services. Italia1 is the company’s number two network and continues to target young adults through its generalist content. News and Sport Productions Integrated News System In 2020, the company continued its integrated news model for News and Sports across its networks and multimedia platforms. Development of In-House Productions In 2020, the company was committed to ensuring broad and diversified news coverage of all aspects concerning the public health crisis. The News Mediaset Agency Established in March 2010, this agency brought journalists from several of the company’s news desks under a single structure. By the end of 2020, the agency numbered around 200 journalists. The agency constantly feeds the all-news channel Tgcom24, provides content to national news and infotainment programs and works across media, taking in web, mobile and radio. It serves as a genuine hub for the production and distribution of multi-platform content across various brands (for instance, in 2020 specials were made for the La5 thematic network on the English Royal Family, as well as immediate updates with ad hoc specials on important national and foreign events across brands, such as Tg4). The Dalet Digital Production System The Dalet Digital Production System was first introduced into newsrooms in June 2011, with a view to integrating all news reporting programmes into a single digital environment. In 2013, this digital technology was extended to the infotainment and investigative journalism newsrooms (Mattino 5, Pomeriggio 5, Domenica Live, etc.). In early 2017, the Dalet system was updated from version 3.5 to Galaxy. In 2018, the first structured approach to rights management was introduced, with the recognition of the REUTERS and APTN WATERMARKS. In 2019, streamlining activities continued so as to enable materials to be more quickly exchanged between the various Dalet systems, and the exchange of videos to and from all external postproduction rooms was streamlined using Dalet’s material export rules. The year 2020 saw the continued roll-out of the new version of the Dalet Galaxy Five system, commenced in 2019, and the activation of the POC for the introduction of the Dalet artificial intelligence system (CORTEX). Logistics As regards the logistics aspect, production centres had to cater to the new safety requirements enforced by the public health crisis during 2020, which shook up much of the usual broadcasting times and spaces. Following the start of the pandemic in 2020, the Cologno Monzese production centre also began hosting two editions of Tg4 (as well as special episodes made by the same magazine show) in a single space set up as both a theatre and a production control room for Tgcom24 broadcasting, thus optimising the use of available facilities. The All News TGCOM24 System The TGCOM24 brand has continued its trend of growth and consolidation across all the platforms making up the multimedia system. In 2020, the All News channel reached more than 3 million viewers per day. The brand produces 13 hours a day of original live news content (51 DTT, 509 SKY, and online/mobile streaming). During 2020, it enhanced its multimedia editorial reach by collaborating with new domestic and foreign partners, including Ansa, Mediaset España, the European Commission and the European Parliament. Of the 2020 initiatives, the most notable are the new weekly editorial content on the All News channel: La Città della Scienza, DigitalMente and Mastergame, which help underline the brand’s central role in the field of cutting-edge innovation and digital development. The brand also successfully continued the educational programme on TG dei Ragazzi in collaboration with ‘la Città dei Bambini e dei Ragazzi’, at the Old Port of Genoa. METEO.IT The company’s brand ‘meteo.it’ is the leading Italian weather forecasting system, spread across TV, online, mobile and radio; and is completely free of charge. Meteo.it is a qualified, influential programme in the national scientific sector, with a team of specialists, journalists and weather experts, with over 10 million users that follow the company’s brand's forecasts each day on a number of multimedia platforms. Production Partnerships In 2020, the company’s production partnerships enabled it to produce 11 original formats, broadcast across Canale5, Italia1, TGCOM24 in partnership with Publitalia '80, Mediamond and its institutional partners. Linear and Non Linear, Free-To-Air and Pay Per View Content Distribution Free-to-air and Pay Linear Offering The company’s free-to-air offering consists of 19 channels covering all major targets for advertisers, including three long-standing general interest channels (Canale 5, Italia 1 and Rete 4), and the thematic and semi-generalist channels Boing, Boing Plus, Cartoonito, Iris, La 5, Mediaset Extra, Italia 2, Top Crime, Cine 34, TgCom 24, R101 TV, Virgin Radio TV, Radio 105 TV, RMC TV, Canale 20 and Focus. The company’s general interest channels — Canale 5, Italia 1 and Rete 4 — are controlled by R.T.I. SpA, which is responsible for the creation and development of programme schedules, the production of original content, and the acquisition of television rights. The company’s networks’ overall offering is designed to attract audiences between the ages of 15 and 64, which is the target audience of greatest interest for advertisers and a segment in which the company is a strong market leader. Canale 5 is the company’s main network and is targeted at the modern Italian family. Italia 1 is the leading Italian channel for younger viewers. Rete 4 targets its scheduling at a more mature audience, in terms of age and income. The free-to-air multichannel offering includes the following channels: Boing, launched in 2004, is the first Italian free-to-air children’s channel. The channel is set up as a joint venture between R.T.I. S.p.A., which holds 51% of the share capital of Boing S.p.A., and Turner Broadcasting Systems Europe Limited, a Time Warner Group company, which owns the rights to some of the world’s most popular cartoons. Boing Plus, launched in 2019. The schedule is made up of a combination of programmes broadcast by the ‘Boing’ and ‘Cartoonito’ channels: the morning schedule is occupied by Cartoonito until around 1pm, then Boing takes over until late at night, before Cartoonito resumes until the next morning. All programming is broadcast one hour later than on the Boing and Cartoonito channels. Cartoonito, launched in 2011, is a channel aimed at pre-school-age children (up to 6 years old). Like Boing, it is a joint venture between the company and Turner Broadcasting Systems Europe Limited. Cartoonito is targeted at a more specific audience than Boing. Iris is a thematic channel focused on quality films. In addition to all the great movie classics, it broadcasts programmes about cinema news, film stars and leading film festivals. La 5 features programmes targeted at a modern female audience. Mediaset Extra is a thematic channel that broadcasts a selection of the best in the company’s entertainment programmes from the past and present. It enables viewers to re-watch the best programming from the company’s generalist networks a day later and during a different viewing slot. Mediaset Extra 2, launched in 2019, broadcasts a one hour delay of the main channel ‘Mediaset Extra’ during the daytime, with different programming in the evenings. In January 2020, the channel was terminated for the launch of Cine34. Italia 2 is targeted at young adult males. It features TV series, sitcoms, cult cartoons and sports and music programmes, in addition to live sports coverage of events, such as world championship motorcycle racing. Top Crime is the network dedicated to the investigation and police drama genre launched in 2013. Cine 34 (Italy to the Cinema), officially launched in January 2020, boasts programming exclusively focused on Italian cinema. Tgcom24 is the company’s all-news channel. Broadcast free-to-air, 24-hours a day, it also online at Tgcom24.it and viewable on smart phones and tablets through free apps. R101 TV is the thematic channel affiliated with R101, which covers music. It broadcasts music videos on rotation and some repeats of concerts already broadcast on Italia 1. Virgin Radio TV is the thematic channel affiliated with Virgin Radio, which covers music. It broadcasts music videos on rotation. Radio 105 TV is the thematic channel affiliated with Radio 105, which covers music. It broadcasts music videos on rotation. RMC TV is the thematic channel affiliated with Radio Montecarlo, which covers music. It broadcasts music videos on rotation via satellite as part of the Sky and TivùSat package. Canale 20, launched in April 2018 with exclusive live broadcasting of the UEFA Champions League quarter-final match between Juventus and Real Madrid. Focus, launched in May 2018, is the TV version of Italy's most read cultural and scientific magazine, covering science, nature, environment, animals, technology, history and current events with simple, clear and compelling language. The company’s linear service, both on free-to-air and pay TV, is transmitted through the five digital multiplexes of subsidiary, Elettronica Industriale S.p.A. (Elettronica Industriale), which manages traffic to and from the various production centres of parent company, R.T.I. S.p.A., making use of the infrastructure and services provided by the associate EI Towers SpA. Elettronica Industriale continued in 2020 to improve multiplex coverage and the quality of the television signal was substantial and resulted in the submission of around 119 requests for authorization to install new equipment, modify aerials or change broadcasting power to Municipalities and the Ministry. 100% of changes were authorized and implemented during the year. From June 2019, the Premium Cinema and Series pay channels have been broadcast exclusively on SKY SAT DTH, SKY DTT and MEDIASET INFINITY. Non-Linear Free-To-Air Offering R.T.I. S.p.A. oversees the digital activities of the company through the Digital Business Department, which aims to create services and content for non-linear use deployable across all the main connected digital platforms (desktop devices, mobile and wearable devices, tablets, smart TVs, etc.) and the promotion of digital extension initiatives for free to air programmes (Radio and TV). In terms of digital, the company’s product range is divided into two main areas: Video Hub: Total consumption of Mediaset Internet Properties video content reached 3.15 billion (video views) during the year, generating a 314 million video hours in total. Also in 2020, a digital marketing campaign was launched with more than 520 million ads sent out by push notification and email, reaching 12 million users and thus helping to increase audiences and video consumption. It is worth reminding that on the Main Screen - a platform not yet monitored by Auditel’s digital research - Mediaset Play is only available on HBBTV and MHP compatible smart TVs, through an application that allows access to linear channels: once tuned into a Mediaset channel, viewers can use their remote to watch Mediaset programmes (entertainment, drama, news, movies, and documentaries) and extra content on demand. Furthermore, the Restart option allows viewers to return to the start of a programme while it is being broadcast, or to watch a programme’s highlights near-live. In the last quarter of 2020, this application was used by more than 220,000 television sets per day (an increase of +47% on the previous year) and those who watched videos using this service tended to have habits of lengthy consumption, similar to viewers of linear television (mainly long formats). Information Hub: The Information hub, under the TGCOM24 brand, is internally divided into News (under the TGCOM24 heading), Sports Information (under the Sportmediaset heading) and Weather Information (under the Meteo.it brand). Non-Linear Pay Offering – Infinity In 2013, the company launched Infinity, the first on-demand streaming service in Italy, offering a rich catalogue of films, cartoons, TV series, programmes and drama, available to watch without advertising breaks, where and when the viewer wants and from any internet connected enabled device. Through Infinity, the company aims to create a service that makes great cinema available to all, easily and without the limitations of traditional pay TV. Infinity offers thousands of ever-available content items; a simple, clear and constraint-free commercial offering; availability on a wide range of connected devices; and the ability to satisfy even the most technologically sophisticated customers through value-added features. Infinity: Cinema first and foremost. In 2020, Infinity consolidated its position in the Italian OTT landscape as the service of preference for film lovers: Infinity Premiere, 4K and great movies for all tastes. Infinity Premiere continued to be a highly successful initiative: movies, such as ‘Joker’, ‘Richard Jewell’, ‘Birds of Prey: Harley Quinn’ formed a selection of great previews. Great cinema viewed at the highest quality with 4K and HDR technology, further enhances viewers’ cinematic experience: the full ‘Lord of the Rings’ and ‘The Hobbit’ saga, ‘Tenet’ and ‘Just Mercy’ are just some of the films brought together to form a unique cinematic catalogue on the OTT service. The catalogue of TV series is also continuing to increase, with new season previews of ‘Riverdale’, ‘Young Sheldon’, and ‘Batwomen’, as well as full box sets of ‘The Truth About the Harry Quebert Affair’ and ‘The Vampire Diaries’. Following the outbreak of the public health emergency and the consequent closure of cinemas, Infinity has remained a reference point in the promotion of home cinema: ‘Witches’, ‘Bad Tales’, and ‘Trolls World Tour’ are just some of the films that were released straight to streaming over the platform without debuting in cinemas. Infinity is available on a wide range of connected devices, in over 2,000 different device models, including PC, Mac, Android tablet, iPad, smart TV, Smart phone, iPhone, PlayStation, XBOX and digital terrestrial set-top boxes. Radio Offer In the three-year period 2016-2018, the company established its commercial radio sector through a series of acquisitions made up of R101, Radio 105 and Virgin Radio Italy, Radio Subasio and RMC. Advertising The company operates through two fully-owned advertising sales agencies in Italy: Publitalia '80, the exclusive sales agency for the free-to-air Mediaset networks; and Digitalia '08, which handles exclusive advertising sales for pay Premium channels exclusively viewable since mid-2019 on the Sky platform. The company also owns a 50% interest together with Mondadori in Mediamond, which sells advertising space on the company websites and radio and on the websites of the publications of the Mondadori Group and other publishers. In 2020, Publitalia acquired 410 new clients, generating new revenues amounting to 4.7% of the total. Publitalia’s top 10 clients generated approximately 18.8% of its total commissions. Other Operations Film Distribution Medusa Film S.p.A. is a major film distribution company in Italy. The company mainly produces and distributes Italian and foreign films in Italy, leveraging the entire the life-cycle of the product: from cinema releases to the sale of television rights in all their various forms. Brand Extension The Brand Extension division is responsible for enhancing the company’s leading TV brands. Brand optimization is carried out both during Licensing activities (which involves external partners) and with direct activities under the Fivestore brand. Fivestore products include magazines, special publications, calendars, books and DVDs, which are available at newsstands or on its main e-commerce sites. International Advertising Publieurope Limited is responsible for managing the company’s strategy on the European advertising market. Its mission is to raise its revenue through advertising sales to international investors. Spain The company has a controlling interest in Mediaset España Comunicación S.A., the holding company of the Spanish television group that owns the Telecinco television network. Mediaset España is the leading broadcaster in Spain in terms of viewers and advertising share, and one of the most profitable groups in the sector in Europe. Multichannel Broadcasting Mediaset España’s Broadcasting Centre is a digital platform fully equipped to broadcast and receive audiovisual transmissions via satellite, optical fibre, the mobile network and ADSL. In 2020, the Mediaset España Group continued to consolidate its multi-channel diversification strategy. In fact, in addition to Telecinco and Cuatro, the Mediaset España Group's generalist networks, the offering is completed by firmly established thematic channels: Energy, thematic channel with sport content targeted at a young male audience. FDF (Factoría de Ficción), featuring Spanish and international drama series. Boing, dedicated to children’s entertainment. Divinity, targeted at a young female audience. Be Mad, targeted at a male audience (men between 16 and 44 years). Content Production and Distribution Mediaset España enhanced its content distribution business with the creation of Producción y Distribución de Contenidos Audiovisuales Mediterráneo S.L.U., a company incorporated with the intention of bringing together all of the company’s production companies under a single organizational structure so as to maximize both the marketing of content internationally and the main video-on-demand subscription platforms. These companies produce audiovisual, film and digital content, across entertainment, drama, film, sport and digital formats, aimed at acquiring and developing international formats, including by entering into agreements with other independent producers. Mediterráneo will also play a key role in distribution by engaging in the sale of content (drama productions). Digital Free-to-air and Pay Non-Linear Services The Mediaset España Group considers its online business a strategic factor for the company’s success. The company’s websites include the web channels Mitele.es (live online streaming platform), Mtmad.es (exclusive online video platform), Eltiempohoy.es (weather page), Yasss.es (website with content aimed at millennials), Uppers, Mediaset.es (website presenting the company’s corporate content), El Desmarque (football and sports news website) and Nius Diario (news website), in addition to apps broadcasting the company’s main content (Mitele, Mediaset Sport, and Gran Hermano) and the social media accounts of each channel, program or series (Facebook, Twitter and Instagram). Main Investments Significant and Joint-Venture Investments EITowers is a subsidiary of the F2iSGR private equity fund, which is 40%-owned by the company. The EI Towers Group is one of the largest operators in integrated service network infrastructure for electronic communications, serving radio and television broadcasters and mobile and wireless telecommunications providers under long-term agreements. In particular, EI Towers provides its clients with hosting facilities on its infrastructure (transmission ‘towers’ or ‘stations’) for transmission plant and signal broadcasting antennae, as well as a range of high-tech services in design, planning, technical assistance, ordinary and extraordinary maintenance, and logistics. In addition, the company manages broadcast contribution links the television productions of other domestic broadcasters covering sporting events and news programmes. It does so using its own operating centres and satellite and fibre-optic network infrastructure. Mediamond S.p.A. is an equal joint venture between Publitalia’80 and Mondadori Pubblicità. Mediamond is the company’s sales house specialized in selling radio advertising space with the company’s broadcasters, on the company’s television and video websites and on websites of Mondadori Group agencies, as well as selling advertising space with third-party broadcasters. Boing S.p.A. is a joint venture between R.T.I. S.p.A. (51%) and Turner Broadcasting System Europe (49%), producing and managing two free-to-air children’s channels, Boing and Cartoonito, which have been broadcast on the digital terrestrial platform since 2004 and 2011, respectively. Fascino Produzione Gestione Teatro Srl is an equal joint venture between R.T.I. S.p.A. and Maria De Filippi. The venture partner’s exclusive artistic and creative contribution enables the company to develop, plan and deliver television programmes that tend to go out on Canale 5's prime-time and day-time slots, including C’è Posta per te, Amici and Uomini e Donne. Tivù Srl is a company formed in 2008 whose shareholders are R.T.I. S.p.A., Rai Radiotelevisione Italiana S.p.A. (each holding 48.16%), La7 Srl (3.49%), and other shareholders, performing advertising and planned communication activities for users of the free-to-air digital terrestrial and satellite platform. In particular, it manages services linked to the satellite platform for the free-to-air digital TV offering called ‘TivùSat’, which supplements the digital terrestrial platform for users of some of the regions and autonomous provinces that this signal does not reach. Nessma S.A. is a company 34.12%-owned by the company, which manages the freesat TV channel broadcast in Tunisia and the countries of North Africa. Other Equity Investments ProSiebenSat.1 Media SE is one of the largest television media groups in Europe and enjoys a position of leadership in Germany, Austria and Switzerland. As part of venture capital project AD4Ventures, the company also holds non-controlling interests in Italian and Spanish medium-sized start-ups with high growth and development potential (particularly digital start-ups operating in the consumer and retail sectors). Since its launch, AD4Ventures has invested in 13 European start-ups, 7 of which having their registered office or operational headquarters in Italy. History The company was formerly known as Mediaset NV and changed its name to MFE-MediaForEurope N.V. in November 2021.