Lavena Holding 4 GmbH has signed a share purchase agreement forthe acquisition of German Media Partners' majority stake in TV broadcasterProSiebenSat.1 Media AG for 3.1bn Euros ($4.1bn).

Upon completion of the share purchase agreement, Lavena Holding 4GmbH, which is controlled by funds advised by KKR and Permira, will acquireapproximately 88% of the voting common shares and approximately 13% of thenon-voting preference shares in ProSiebenSat.1 Media AG. The deal means Lavenawill hold approximately 50.5% of the registered share capital.

The parties have agreed on a price of 28.71 Euro per common shareand 22.40 Euro per preference share. The completion of the share purchaseagreement is subject to antitrust and media regulatory clearances.

Lavena Holding 4 GmbH has announced it intends to launch avoluntary public takeover offer to the shareholders of ProSiebenSat.1 Media AG.

The offer price per share will be equal to the weighted averageshare price during the last three months prior to the announcement of thetakeover offer, which will be conditional upon the completion of the sharepurchase agreement.

"We are very pleased to announce this mutually beneficialtransaction with KKR/Permira," Haim Saban, chairman and chief executiveofficer of Saban Capital Group, the lead investor in German Media Partners LP,said.

"After reviewing all of the bids, we are convinced that theKKR/Permira offer is the most attractive for both the company and currentshareholders. We are confident that, as the new majority owner ofProSiebenSat.1, KKR/Permira will provide the company with strategic benefitsand ensure continued prosperous growth."

"We are delighted to have the opportunity to develop,together with the management and staff of ProSiebenSat.1, over the course ofthe coming years a new European media champion," Permira managing partnerThomas Krenz said.

"The company has a great potential for growth, not only withits core TV channels, but also an innovative range of new online andtransaction products."