3
−
Establish certain rules to adopt decisions relating to Atresmedia Corporación: proposals
for the appointment of employees and representatives, non-compete covenants,
measures tobeadopted in theevent of disagreements among theparties, etc.
On 20 December, 2005, De Agostini Communications, S.A. stated, in relation to the agreement
signed on 25May of the same year (mentioned above), that De Agostini Invest, S.A. had been spun
off anddissolvedand that, as a result, the shares of GrupoPlaneta- DeAgostini, S.L. (direct holder of
the Atresmedia Corporación shares owned by De Agostini Invest, S.A.), were allocated to the
Luxembourg-based company, DeAgostini Communication, S.A.
Participants in the sideagreement
PLANETACORPORACIÓN, S.R.L.
DEAGOSTINI COMMUNICATION, S.A.
%of share capital involved
60.863
The agreement described in this section in relation to the shareholder RTL Group Communication,
S.L.U. now relates to the companyUFAFILMUNDFERNSEHGMBH SOLE-SHAREHOLDERCOMPANY.
RTL Group Communication, S.L.U., which was the previous owner of the holding in Atresmedia
Corporación, was absorbed in 2009 through a merger by absorption by UFA FILM UND FERNSEH
GMBH SOLE-SHAREHOLDERCOMPANY. As a result of this operation, UFA FILMUND FERNSEHGMBH
SOLE-SHAREHOLDERCOMPANYbecame theowner of the sharesof AtresmediaCorporación.
Brief descriptionof theagreement
Following the admission to listing of the Company's shares, on 29October 2003, Grupo Planeta - de
Agostini, S.L (then calledKortGeding, S.L.) grantednotificationof theagreements entered intoby it,
Planeta Corporación, S.R.L. andDeAMulticom, S.L. with RTL Group Communications, S.R.L. and RTL
Group, S.A. on 30 June 2003, under which the parties adopted, in relation to Atresmedia
Corporación, agreements relating to:
−
TheCompany's shareholder stability and the granting of reciprocal acquisition rights on its
holdings.
−
Non-control commitment or control bya thirdpartyof AtresmediaCorporación.
−
Company management agreements, variable remuneration program and loyalty-building
of executives.
On 27 June 2007, the signatories of the aforesaid agreement signed an extension supplement,
granting the agreement an indefinite duration, with the possibility of cancellationby any one of the
parties from 30 June 2009 onwards, and they ratified its content, except for clauses which had
become invalid due to the time elapsed or because the circumstances which prompted their
inclusionhad changed.
Participants in the sideagreement
UFAFILMUNDFERNSEH, GMBH SOLE-SHAREHOLDERCOMPANY
GRUPOPLANETA-DEAGOSTINI, S.L.
Indicate whether the Company knows of the existence of concerted actions amongst its
shareholders. If so, describe thembriefly:
Yes No X
Participants in concertedaction %of share capital involved Brief descriptionof theagreement
