RTL Rtl Group

RNS Number:3379Y
RTL Group
5 February 2001



Bertelsmann takes majority shareholding in RTL Group


Luxembourg, 5 February 2001. - Bertelsmann AG (Bertelsmann) and Groupe
Bruxelles Lambert S.A. (GBL) today announced that Bertelsmann is to acquire
the 30 per cent stake in RTL Group held by GBL and through its majority
company Electrafina. The acquisition will be effected by way of a share swap
whereby GBL will receive a 25.1 per cent shareholding in Bertelsmann. The
present agreement is subject to approval by the GBL Board, Bertelsmann's
Supervisory Board and all relevant regulatory and antitrust authorities.


Following the transaction, Bertelsmann together with its partner WAZ will
control a 67 per cent stake in RTL Group. RTL Group's other shareholders
remain unaffected; Pearson plc will continue to hold 22 per cent, 10.3 per
cent is publicly quoted at the London, Brussels and Luxembourg stock
exchanges, and 0.7 per cent is held as treasury stock by RTL Group.


Accordingly the future shareholding of RTL Group will be as follows:


Bertelsmann          67 % (of which 37 % together with WAZ)

Pearson           22 %

Public               10.3 %

Treasury          0.7 %


Bertelsmann and Pearson expect that this announcement will facilitate their
plans to increase the proportion of publicly traded shares in RTL Group. The
shareholders also remain committed to maintaining the primary listing in
London. RTL Group's headquarters will remain based in Luxembourg.


Didier Bellens, Chief Executive Officer of RTL Group, said: "RTL Group's clear
focus is to strengthen its unique position as Europe's leading broadcasting
and production company. With their vision and their strong strategic interests
in our businesses, Bertelsmann and Pearson have given support at every stage
of our development and have been the major driving forces behind our growth.
RTL Group, Pearson and Bertelsmann share a single vision to shape the media of
the future and to reach audiences across many countries. Under this new
shareholding structure, we will be able to pursue our common strategic
ambitions with even greater focus and determination."










For further enquiries:


RTL Group:


Roy Addison/ Markus Payer (media enquiries)

+ 352 421 42 5130/ 5020

roy.addison@rtl-group.com

markus.payer@rtl-group.com


Finsbury:


Rupert Younger (media/investors)

Julius Duncan (media)

Katie Lang (investors)

+ 44 207 251 3801

rupert.younger@finsbury.com

julius.duncan@finsbury.com

katie.lang@finsbury.com




Notes to Editors


RTL Group is the leading pan-European broadcasting and production company with
interests in 23 television channels and 17 radio stations in 11 European
countries. Producing over 200 programs in 35 countries, it is one of the
global leaders in content production. With over 80 branded websites and more
than 3 million unique visitors in November 2000, it is also one of Europe's
leading online players.


Bertelsmann AG: Bertelsmann AG is the world's most international media
enterprise, commanding leading positions in the global media and entertainment
industries. The Bertelsmann Group includes publishing and music companies,
book and music clubs, magazines and newspapers, television and radio stations,
print and media service providers, multimedia and professional information
companies represented by such brands as Random House, BMG, Gruner + Jahr and
RTL. Bertelsmann is the world's largest general-interest book publisher and
the biggest English-language publishing house worldwide. Bertelsmann's book
and music clubs are the worldwide market leaders. Its subsidiaries RTL Group
and Gruner + Jahr put the company at the top of the European broadcasting and
magazine sectors, respectively. Bertelsmann ranks at the top of its peer
market in e-commerce, with BOL in Europe and barnesandnoble.com in the US. The
organization currently employs 76,000 people in 58 countries and posted DM
32.4 billion in total revenues during the business year ended June 30, 2000.


Groupe Bruxelles Lambert: Groupe Bruxelles Lambert S.A. (GBL) is an investment
company incorporated in 1953, and quoted on the Brussels Stock Exchange since
15 October 1956. GBL is controlled by the Desmarais and Frere families through
their respective companies. GBL aims to grow a rich and balanced portfolio of
industrial investments, focusing on a small number of first-class companies
acting in a diversified range of sectors, in which GBL can exercise its role
as a professional shareholder. GBL's current portfolio includes five long-term
investments: RTL Group, TotalFinaElf, Suez Lyonnaise des Eaux, Imerys and
Rhodia held directly or through Electrafina. Since the merger of CLT and UFA
in 1997, GBL has participated, through its joint venture with Bertelsmann, in
the development of CLT-UFA as a major European broadcasting group. On April
2000, CLT-UFA merged with Pearson TV, the world's leading international
independent television production company, resulting in the world's leading
pan-European integrated broadcast and content company, listed under the name
RTL Group. GBL's 30 percent stake in the RTL Group represents roughly 40
percent of the group's (GBL's) estimated value. Pargesa holds 54.6 percent of
GBL.

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