Although RTL shares were trading slightly higher than the offer price at €44.50 yesterday afternoon, Bertelsmann said its offer is 22% higher than RTL's average share price for the three months before the offer was made.
It is also said to value the company at around 13 times RTL's 2002 earnings before interest, tax, depreciation and amortisation forecast.
However, minority shareholders in RTL, which hold the 11% stake that Bertelsmann has not yet got its hands on, yesterday rounded on Bertelsmann.
They are believed to be holding out for a larger bid since news broke that Bertelsmann is set to receive a £4.7bn windfall from the sale of its stake in AOL Europe back to AOL Time Warner.
One of the investors, Alain Georges, chairman of Luxembourg-based BGL Investment Partners, said he will not accept the offer and that he will try to make life as difficult as possible for Bertelsman.
The shareholders are not only insisting on an increase in the offer price, but are also alleging bad faith on Bertelsmann's part after certain promises in the prospectus at the time RTL floated have yet to be fulfilled.
Bertesmann is thought unlikely to up its price, because if it agrees to pay more to smaller shareholders it would have to increase its offer to UK media company Pearson, from which it is acquiring a 22% stake in RTL.
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