70 / 214
70
MEDIASET ESPAÑA COMUNICACIÓN, S.A.
Mediaset España did not fail to comply with any of its commitments with the CNMC.
• Mediaset España did not violate commitment (ii) after the merger finalized: in 2011, it lowered its share of the
advertising market as well as the average per-ad price, while managing to keep its audience numbers constant
Reports prepared by external advisors conclude that Publiespaña has not failed to meet its commitments, and that
it has not violated anti-trust laws.
• As regards commitment (iii), Mediaset España was careful to ensure that positions in Publimedia and Publiespaña
were not duplicated. Likewise, there has been no indication whatsoever of a failure to meet the obligation to
guarantee the functional or commercial independence of both companies.
• With respect to commitment (vi), Mediaset España has been charged with delay in granting suppliers the right to
(a) reduced contracts, and (b) renouncing extension or preferential acquisition rights.This did not occur.
• With respect to commitment (xii), Mediaset España waived all the pertinent option rights included in contracts
with producers.
Therefore, Mediaset España appealed the resolution in time and substance before the National Court of Justice, which
subsequently suspended of the fine.
Recently, on December 15, 2014 and November 2, 2015, the Supreme Court partially upheld two appeals filed by the
Company against certain CNMC actions, declaring certain of its interpretations and contents of the action plan null and
void; the alleged infraction served as the basis for imposing the appealed fine.These sentences will have very favorable
effects on the outcome for the Company.
Thus, the accompanying balance sheet does not include a provision for this contingency, as the Company’s directors and
legal advisors do not consider it likely that this risk will materialize.
Proceedings related to Mediaset España Comunicación, S.A.’s failure to comply with the
Telecinco-Cuatro merger
On September 17, 2015, the Consejo de la Comisión Nacional de Defensa de la Competencia (CNMC) handed down
a ruling on Dossier SNC/0036/15 Mediaset (the “resolution”), in which it found that Mediaset España Comunicación,
S.A. (“Mediaset España”) failed to comply with one of the commitments of the Telecinco/Cuatro merger, and therefore
set a fine of 3,000 thousand euros.
Specifically, based on the Resolution, Mediaset España supposedly did not comply in 2013 with the terms of the
commitment (ii), as it allegedly linked the sale of Telecinco and Cuatro advertising space in a formal or de facto manner.
However, Mediaset España did not fail to comply with the above commitment, as there is not proof beyond a reasonable
doubt that the conduct in question are tantamount to infractions; Mediaset sales figures for the period demonstrated
that none of the alleged infractions took place. Reports prepared by external advisors conclude that Publiespaña did
not fail to meet its commitments nor has it violated anti-trust laws.
Therefore, Mediaset España appealed the resolution in time and substance before the National Court of Justice, which
subsequently suspended of the fine.
As in the previous dossier, the accompanying balance sheet does not include a provision for this contingency, as the
directors and legal advisors do not consider it likely that this risk will arise.