EuropaCorp streamlines the Group’s synergistic activities and boosts its equity

PR Newswire/Les Echos/ 
PRESS RELEASE 
EuropaCorp streamlines the Group's synergistic activities and boosts its 


                                  equity

Saint-Denis, 3 January 2013: On 10 January 2013, EuropaCorp will ask its Board
of Directors to approve two concomitant capital increases: an in-kind capital
increase and a cash capital increase. Both these capital increases are 
designed to strengthen EuropaCorp's business model, which involves being 
present throughout the motion picture value chain, both horizontally 
(production, distribution and screening) and vertically (feature films, 
television products and brand entertainment):

- The purpose of the in-kind capital increase is to place synergistic 
  activities at the head of EuropaCorp, i.e. the brand entertainment and 
  post-production operations that were previously run by subsidiaries of Front 
  Line, EuropaCorp's controlling shareholder, which holds around 62% of its 
  capital. The brand entertainment segment operates under the Blue 
  Advertainment and Blue Event labels. The segment's offering includes making 
  EuropaCorp know-how available to client brands (e.g. for designing 
  new-generation brand image movies and events management). The "Digital 
  Factory" label's post-production services include all sound and vision 
  post-production operations.
- The cash capital increase will enable EuropaCorp to finance its
  diversification, in particular in the areas of televised series production 
  and multiplex development, such as the deployment of its innovative 
  "EuropaCorp live" concept in northern Paris at the Unibail Rodamco 
  "Aéroville" mall complex, and in Marseille, at the heart of Euromed's 
  redevelopment project for the Joliette district.

From a structural standpoint, the in-kind capital increase is for 100% of Blue
Advertainment's stock. Digital Factory's entire post-production activities 
were contributed to Blue Advertainment, which already runs the Group's brand
entertainment operations.
             Organisation chart before the in-kind contribution
                  Lambert             Front Line         Marché
                  Capital
                       14.14%   85.86%     61.99%     38.01%
                           Blue               EuropaCorp
                      Advertainment
          Organisation chart after the in-kind and cash contributions
                    Lambert            Front Line          Marché
                     Capital
                       1.09%             63.83%            35.07%
           
                                       EuropaCorp 
                                         100% 
                                        Blue
                                      Advertainment

The exchange values proposed to the EuropaCorp Board of Directors have been set
at around EUR10.3m for 100% of Blue Advertainment's securities and at around
EUR122m for that of EuropaCorp. The report filed by the two independent 
auditors appointed as Contributions Appraisers by the President of the Bobigny 
Commercial Court, concluded that the value of these contributions is not 
overestimated and that the consideration offered for them is fair. This report 
can be consulted at the Bobigny Commercial Court Registry, at EuropaCorp's 
headquarters and on its website (www.europacorp-corporate.com). The Appraisers
based their opinion primarily on the EuropaCorp evaluation report prepared by 
Paper Audit' as well as on Accuracy's evaluation of the catalogue, which are 
also available at EuropaCorp's headquarters and on its website 
(www.europacorp-corporate.com).

Upon completion of this contribution, and independently of the cash capital
increase, 1,705,128 new shares will be issued in consideration for the in-kind
contribution, i.e. around 8.39% of EuropaCorp's share capital (prior to the
in-kind contribution): 1,464,017 shares will be allocated to Front Line and
241,111 to Lambert Capital' with the amount remaining on the market falling to
35.07% compared to 38.01% at present. This transaction is contingent on the
prior completion of the cash capital increase described below.

At the same time as this in-kind capital increase, the EuropaCorp Board of
Directors will be asked to carry out a cash capital increase, for which
pre-emptive subscription rights will be maintained, for an amount of between
EUR15m and EUR20m (total value of the subscription, capital increase and
premium); firm subscription commitments have already been received for shares
issued as of right and excess shares for a total of EUR13m. Once the Board has
made its decision, this capital increase will be detailed in a prospectus that
is submitted to the Autorité des Marchés Financiers for approval.

Overall, the contemplated transaction would therefore lead to two increases in
EuropaCorp's capital for a total of between EUR25.3m and EUR30.3m, of which
around EUR10.3m will remunerate in-kind contributions and EUR15m to EUR20m will
remunerate cash contributions, for which pre-emptive subscription rights will 
be maintained. These capital increases would have to be voted by the Board of
Directors under the delegations of powers granted by the General Meeting of 
28 September 2012.

EuropaCorp will inform the market shortly of the precise aspects of these
capital increases, for which the subscription period, for the cash increase,
should fall between the end of January and the beginning of February 2013. The
in-kind contribution will be implemented as part of the capital increase, for
which pre-emptive subscription rights will be maintained.

ABOUT EUROPACORP

EuropaCorp ranks amongst the top European film studios. Founded in 1999,
EuropaCorp's different activities include production, theater distribution, 
home entertainment, VOD, sales of TV rights for France as well as sales of
international rights, partnerships and licenses, original soundtrack 
production and publishing. The Group has also been producing TV drama since 
2010. EuropaCorp's integrated financial model generates revenues from a wide 
range of sources. With films from a wide range of genres and a strong presence 
in the international market, the Group has produced some of the latest French 
worldwide record-breaking successes. EuropaCorp's catalogue includes 500 films 
and the company employs 120 permanent staff members.
For more information go to www.europacorp-corporate.com

Press contacts

Image Sept
Fabrice Rémon - Sylvie Ruggieri
fremon@image7.fr / sruggieri@image7.fr 
Tel: +33 1 53 70 74 70
    EuropaCorp is listed on Euronext Paris - Compartment C by NYSE Euronext
                      ISIN: FR0010490920 - Mnemonic: ECP


                  
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-0- Jan/04/2013 16:20 GMT
 
 
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