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MFE first launched offer in March to build pan-European

group

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ProSieben investor PPF filed counterbid in May

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German culture minister to meet with MFE CEO

(Updates with details, background, shares)

By Elvira Pollina

MILAN, July 28 (Reuters) - MFE-MediaForEurope (MFE)

, the TV group controlled by Italy's Berlusconi family,

on Monday improved its cash-and-share offer for German peer

ProSiebenSat.1 as it pursues plans to build an

advertising-funded pan-European broadcaster.

MFE improved the share component of its bid and is now

offering 1.3 billion euros ($1.5 billion) for the 70% of

ProSieben it doesn't already own, with a 45% increase of the

bid's value based on Friday's closing prices.

MFE's revamped offer is higher than an all-cash counter-bid

by ProSieben's second largest investor PPF, which in

May offered 7 euros for an up to 29.99% stake in ProSieben.

With streaming giants such as Netflix ( NFLX ) and Amazon

Prime Video encroaching upon legacy broadcasters, MFE

sees cross-border deals as vital to withstand competition.

"What is needed is a push to build what is still

lacking: a strong, locally rooted European group of sufficient

size to compete globally," Chief Executive Pier Silvio

Berlusconi said in a statement.

MFE, run by the heir of the late former Italian Prime

Minister Silvio Berlusconi, is now offering 1.3 MFE A

shares for each ProSieben share tendered, with the cash

component unchanged at 4.48 euros.

Shares in ProSieben shot up 10% on Monday to 7.76 euros,

while MFE A shares fell 5%, which implies the bid values each

ProSieben share at 7.96 euros.

MFE, which first invested in ProSieben in 2019, runs

commercial TV operations in Italy and Spain.

PPF owns private TV stations across six Eastern European

countries.

ProSieben, which has so far strived to remain

independent,

on Monday welcomed MFE's

improved offer, adding its board would formulate a proper

opinion in due time.

MFE's ambitions over Munich-based ProSieben ProSieben

have drawn attention in Berlin.

Germany's culture minister on Saturday said he had invited

MFE CEO to a meeting to discuss the bid, adding the German

firm's journalistic independence must be preserved

"MFE has always upheld its founding values: business

ethics, pluralism, freedom of information, employment

protection. It will continue to uphold these values at all times

and everywhere", Berlusconi said.

A person familiar with the matter told Reuters MFE had

informed Berlin of its plan to raise the ProSieben bid.

($1 = 0.8559 euros)

(Additional reporting by Cristina Carlevaro; Editing By

Valentina Za)