In a statement issued last week, the group has responded to criticism by Bouygues against its takeover offer. The offer valued Bouygues Telecom 10 billion at minimum, about 15 times Ebitda estimated 2015 under the guidance of Bouygues and 25 times EBITDA – Capex for 2017. The offer consisted of a payment in cash of EUR 9 billion to the completion of the transaction, plus a choice of Bouygues, a guaranteed payment in cash of EUR 1 billion, 3 years after the completion of the transaction, or in shares Numericable, SFR 1 billion euros with a minimum guaranteed price for Bouygues 1 billion increased by an IRR of 3% a year according to a mechanism similar to that set up between Vivendi and Altice as part of SFR redemption by Numericable.
The financing of the operation was fully covered and secure, yet precise unconditional Altice, under letters of commitment attached to the bid submission BNP, JP Morgan and Morgan Stanley . It corresponded to approximately 3.5 to 4 billion euros of the bank loan, and about 6 to 6.5 billion fund to clean compounds including from 3.5 to 4,000,000,000 euros of disposals Asset and capital increase (reserved for the Bouygues group if the partial payment in shares option was chosen) and about 2.5 billion euros of available cash Numericable, SFR at achieving operation. The operation is well financed to the tune of 60% -65% in equity and 35% -40% in debt, not to the tune of 10 billion debt as indicated in leaks to the press.
In order to ensure the success of this project and oversee the regulatory risk of non-completion, Numericable, SFR entered into exclusive negotiations with Iliad to agree to transfers of different asset classes. Numericable, SFR and Free have agreed to these asset transfers are made as of the closing of the acquisition of Bouygues Telecom. Broader agreements than those which Bouygues has exercised in March 2014 as part of its failed takeover attempt of SFR says Altice who with Numericable, SFR has also initiated contacts with the relevant authorities to address and resolve all the issues involved, as they have done for all the transactions were carried out in France.
Altice has undertaken, with the Bouygues Group and with the Government to maintain employment of the employees of Bouygues Telecom in conditions similar to those which had been subscribed for the acquisition of SFR. To date, the Numericable, SFR group is ahead of its synergy program and has fully met its commitment to maintaining employment. But also to continue to increase its investments, especially in the deployment of fiber (20 million taken in 2020, 5 million new FTTH taken in view of the commitment made in 2014). Altice and recalled that since its takeover of SFR there 6 months, SFR investment increased by 20%. Not to participate in the tender on the frequencies 700 Mhz
In conclusion, Altice notes the decision of the Bouygues Board of Directors regrets that it does not by its advice or its management teams, has sought to obtain any details or explanation of the Offer before submission to the Board of Directors.
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