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On 1 September 2015, the sole shareholder of Atres Advertising, S.L. (Sole-Shareholder
Company), Atresmedia Corporación de Medios de Comunicación, S.A., approved the
aforementioned merger, whereby the absorbed company was dissolved without
liquidation, and approved the merger balance sheet, i.e. the most recent duly audited
balance sheet as at 31 December 2014. As a result of this merger, the assets and
liabilities of the absorbed company were included in the assets and liabilities of the
absorbing company, Atres Advertising, S.L.U., which became the only resulting
company. This transaction did not have any impact on the Group's consolidated financial
statements.
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On 22 June 2015, the sole director of Música Aparte, S.A. (Sole-Shareholder
Company), Atresmedia Corporación de Medios de Comunicación, S.A., and the Board of
Directors of La Sexta Editorial Musical, S.L. (Sole-Shareholder Company) together
prepared and entered into the Common Draft Terms of Merger in relation to the merger
by absorption of La Sexta Editorial Musical, S.L.U. (absorbed company) into Música
Aparte, S.A.U. (absorbing company). This is a case of merger by absorption of a wholly
owned company in accordance with the provisions of Article 49 of Law 3/2009 on
structural changes to companies formed under the Spanish Commercial Code, as the
absorbing company is the sole shareholder and holds directly all of the shares
representing the share capital of the absorbed company. The draft terms of merger
were filed at the Madrid Mercantile Registry on 3 July 2015.
On 1 September 2015, the sole shareholder of Música Aparte, S.A.U., Atresmedia
Corporación de Medios de Comunicación, S.A., approved the aforementioned merger,
whereby the absorbed company was dissolved without liquidation, and approved the
merger balance sheet, i.e. the most recent duly audited balance sheet as at 31
December 2014. As a result of this merger, the assets and liabilities of the absorbed
company were included in the assets and liabilities of the absorbing company, Música
Aparte, S.A.U., which became the only resulting company. This transaction did not have
any impact on the Group's consolidated financial statements.
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On 24 September 2015, Atresmedia Corporación de Medios de Comunicación,
S.A. incorporated the subsidiary Flooxplay, S.L. (Sole-Shareholder Company), setting its
share capital at EUR 3 thousand. Its company object comprises activities relating to the
creation, production, operation and distribution of all kinds of content (audiovisual,
audio, graphic, editorial) by means of any technology enabling public access and, in
particular, audiovisual content for Internet broadcast. It also includes activities relating
to the design and entry into service of technological or creative solutions for content
providers, intermediation in those markets and advertising and consulting activities in
matters related to the company's business activities.
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On 29 September 2015, the deed of dissolution, liquidation and
extinguishment of Atlantis Global Solutions, S.L., 46.94% owned by the subsidiary
Atresmedia Cine, S.L.U., was filed at the Mercantile Registry. This transaction had a
negative impact of EUR 45 thousand on the Group's consolidated financial statements.
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On 12 November 2015, Atresmedia Corporación de Medios de Comunicación,
S.A. entered into an agreement to sell 100% of the share capital of its subsidiary,
Antena 3 Juegos, S.A. (Sole-Shareholder Company). This transaction gave rise to gains
of EUR 232 thousand which were recognised in the Group's consolidated financial
statements.
Other changes not affecting the scope of consolidation in 2015:
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On 2 March 2015, the subsidiary Antena3 Films, S.L. (Sole-Shareholder
Company) subscribed 2,000 shares of Atlantis Global Solutions, S.L. for EUR 20
thousand, increasing its ownership interest in the latter from 33.41% to 46.94%.