Green light for the combination of PRISA and LIBERTY

•  PRISA will receive 650 million euros in cash and its stock
  will trade on the New York Stock Exchange.
• New Board of Directors with a majority of independent directors and a high international influence.
• PRISA to transform itself into a high technological, consumer-oriented company.
• New image symbolizes the company's transformation.

PRISA's shareholders have approved a capital increase whereby the Company will receive 650 million euros in cash and Liberty's investors will become PRISA shareholders. At a Assembly held today in Madrid, the shareholders voted to approve the agreements signed by PRISA and Liberty.

Last Wednesday, Liberty Acquisitions Holding Corp announced the shareholders of this investment company (SPAC) had approved the investment in PRISA by a healthy majority at a General Meeting in New York. The agreement demonstrates the confidence international markets have in PRISA.

Under the agreement PRISA will acquire 100% of Liberty through an in kind capital increase with a share swap whereunder PRISA will obtain 650 million euros in cash and Liberty's investors will become shareholders in the Group.  PRISA will then dissolve Liberty. PRISA's shareholder of reference will retain control over the company and is guaranteed the continuity of management. 

PRISA shareholders who owned their shares before 23 November will be entitled to subscribe 1.1 new ordinary shares for each share they own at a price of 2 euros per share. These subscription rights can be traded as warrants on the Madrid Stock Exchange for the next 42 months.           

This operation, along with the disinvestment plan and the agreements with strategic partners in its publishing and audiovisual business, will enable PRISA to convert itself into a high technological, consumer-oriented company and continue its expansion in international markets, particularly the United States, Brazil and Mexico. 

Last April, PRISA announced an agreement for the acquisition of 25% of Santillana by the DLJ South American Partners fund. In November of this year, regulatory authorities approved the contracts signed with Telecinco and Telefónica whereby PRISA will receive 970 million euros for the sale of 22% of Digital+ to each one of these companies and PRISA will retain 56% of the digital platform. In December, Cuatro and Telecinco will join forces in a new audiovisual company in which PRISA will hold an 18.3% stake.  All of these operations are part of a financial reorganization process arranged by PRISA and financial institutions. 

The Shareholders Assembly also approved the proposal to modify the composition of PRISA's Board of Directors, that will now have fifteen members. The members of the new Board are: Ignacio Polanco, Juan Luís Cebrián, Juan Arena, Nicolas Berggruen, Matías Cortés, Martin E. Franklin, Diego Hidalgo, Gregorio Marañón, Alain Minc, Agnès Noguera, Borja Pérez Arauna, Manuel Polanco, Emmanuel Román, Harry Sloan and Ernesto Zedillo. By adding seven new directors the company has configured the new corporate governance model that will enable it to continue its global expansion and embark upon a new period of growth. 

The Chairman of the Executive Commission of the Board and CEO of the company, Juan Luis Cebrián, presented to the general assembly the keys to PRISA's transformation from a traditional model by integrating its business units through digital technology. This transformation is reflected in an ambitious project to change the group's image and reorganize its brand architecture which was unveiled today to the shareholders.