TDF’s acquisition of Media&Broadcast creates the leading European

08.11.2007

TDF and T-Systems (Deutsche Telekom group) signed an agreement whereby TDF will buy 100% of Media&Broadcast, a T-Systems subsidiary. This acquisition represents a major step in TDF’s international expansion and the implementation of its strategy.

Rise of a European market leader

TDF’s acquisition of Media&Broadcast will give rise to the leading European TV and radio transmission group. The two market leaders in France and Germany will be joining forces in a merger of equals and constitute a new group based on two strong pillars in these two countries. The TDF group already has an operational presence in 7 European countries. It will now reach a new European dimension with Media&Broadcast’s leading position in the German market. Media&Broadcast, the leading TV and radio transmission company in Germany, posted 2006 revenues of €526 million. It is a highly innovative company, building and operating analogue and digital broadcasting networks including DVB-T, DAB, DMB and DVB-H networks. It also offers satellite, contribution and multi-media services. Media&Broadcast owns numerous TV and radio frequencies in Germany and holds the recently awarded DVB-H national mobile TV “frequency” license. It is also a pioneer in the development of digital cinema in Europe.

Pro forma, consolidated revenues of the TDF group will now amount to €1.6 billion (2007 estimate), backed by over 5000 employees in 8 European countries.

Serving TDF Group customers

Customers in Germany, in France and in other countries will benefit from the new dimension of the TDF Group, most notably from its leadership in digital and mobile services. Numerous complementary strengths will arise from the combination of the two companies, in particular in developing new services, sharing know-how, boosting innovation and standardizing best practices to reach the highest service quality level for the Group’s clients.

At the heart of digital Europe

The merger of TDF and Media&Broadcast also represents an opportunity for the emergence of a strong digital market in Europe. Both France and Germany just adopted DVB-H as the main future standard for broadcast Mobile TV, opening the way for a parallel roll out of the service in the two countries with standardized handsets and applications. The merger of the two leading broadcast network operators will also foster the choice of a European standard for digital radio. In addition, the combination of TDF and Media&Broacast will help promote the roll-out of digital cinema in Europe.

The acquisition of Media & Broadcast, following that of Antenna Hungaria in May 2007, supports TDF’s determination and capacity to implement its strategy revealed in September 2006, which is based on three growth areas: digitalization, mobility and globalization. Half of its revenues will be generated outside France.

TDF’s purchase of Media & Broadcast is funded by debt and direct contributions from the shareholders of TDF, who will conduct a share capital increase. Completion of the transaction is scheduled for early 2008.

Michel Combes, CEO of TDF, commented : “This business combination will give rise to a European market leader focused on innovation and customer service. The strengths of TDF and Media&Broadcast offer substantial opportunities for further sustainable growth. We strongly appreciate Media&Broadcast’s excellent workforce and look forward to jointly continue delivering superior service to the company’s clients in Germany, as well as to the TDF Group’s clients in France and in the other countries where we are present”.

Dr. Matthias Calice, partner at TPG, TDF’s largest shareholder, said : “We have continuously helped TDF invest and grow in sales, products and services and jobs. Our investment philosophy is to help companies to explore growth opportunities and add value. The combination of Media&Broadcast and TDF is a perfect match and we are glad to be supporting TDF and Media&Broadcast on their track to further growth”.

About TDF

TDF Group is a leading terrestrial broadcast service operator in Europe, with a presence in France, Finland, Hungary, Spain, the Netherlands, Estonia and Poland. It offers a broad range of services to radio and TV broadcasters and telecoms operators.

In radio and TV, TDF is present throughout the value chain including capture and processing of content, contribution, play out, distribution, analogue and digital terrestrial transmission of radio and TV programs (including in HD and mobile TV). In telecoms, TDF rolls out networks, hosts the equipment of operators on its 7 800 sites in Europe, and performs maintenance. As a local loop network radio operator, TDF markets broadband services to internet service providers. As a key player in audiovisual/telecommunications convergence, TDF assists its customers in the digital world.