Polkomtel Binding bids due in early April (Poland)
Binding bids for Polish mobile operator Polkomtel SA are reportedly due in early April, after which two or three bidders will be selected to conduct due diligence.
According to reports, seven bidders–Polish tycoon Zygmunt Solorz-Zak, Sweden’s TeliaSonera AB, Norway’s Telenor ASA, and four private equity firms–Apax, KKR, Bain Capital, and Providence Equity Partners–are scheduled to meet with Polkomtel’s management on March 21.
Reports added that the bidders won’t be allowed to conduct their own due diligence until after they file this second round of bids and are selected to remain in the process. Until then, they can speak with Polkomtel management and have access to a virtual data room.
Polkomtel is owned by five companies, with the Polish government holding substantial stakes in three of them.
Poland’s largest power group, PGE Polska Grupa Energetyczna SA, holds a 21.85% stake in Polkomtel and is advised by ING Securities; oil refiner PKN Orlen SA holds 24.39% and is advised by Nomura; copper miner KGHM Polska Miedz SA has 24.39% and is advised by Rothschild. Poland’s Treasury owns stakes of 84.99%, 27.52%, and 31.79% in the three companies, respectively.
The remaining shareholders in Polkomtel are U.K.-based telecommunications operator Vodafone Group PLC, which has a 24.39% stake, and is being advised by Goldman Sachs and coal miner Weglokoks SA, which is wholly owned by the Treasury and holds a 4.98% stake.
Seven groups shortlisted for Polkomtel (Poland)
Seven companies have been reportedly shortlisted to buy Polish cellco Polkomtel. According to reports, the list includes TeliaSonera, Telenor, four private equity fund consortia led by Blackstone Group, KKR, Prudential and Bain Capital, as well as Polish media mogul Zygmunt Solorz-Zak.
According to reports, Solorz-Zak had placed the highest bid -worth more than US$6.32 billion. The amount is above the highest valuation of Polkomtel, prepared by BZ WBK brokerage for one of the cellco’s shareholders. Reports added that a shortlist of bidders will be selected to conduct due diligence within the next few days.
Polkomtel’s current shareholders are Vodafone Group, Polish oil refiner PKN Orlen and copper mining group KGHM Polska Miedz, each with 24.39% stakes. Polish power utility PGE Polska Grupa Energetyczna owns a 21.85% stake while coal miner Weglokoks holds 4.98%.
Polkomtel to receive indicative offers by 21 February? (Poland)
If sources are to be believed, indicative offers for Polish mobile network operator Polkomtel are due by 21 February.The sellers are expected to cut down the shortlist of potential suitors to conduct due diligence by early March.
According to sources, the long-awaited information memorandum on Polkomtel was sent out last Monday. US buyout firms TPG and Blackstone Group are reportedly mulling over a shared bid, while London-based CVC Capital Partners and Apax Partners are looking at making their own bids for the company, as is Swedish telco TeliaSonera.
The eagerly expected sale has been complicated by the fact that Polkomtel is owned by five companies, with the Polish government holding substantial stakes in three of them, and each retaining their own financial advisor.
Poland’s largest power group, PGE holds a 21.85% stake in Polkomtel and is advised by ING Securities; oil refiner PKN Orlen holds 24.39% and is advised by Nomura Holdings; copper miner KGHM Polska Miedz also has 24.39% and is advised by Rothschild.
Poland’s Treasury owns stakes of 84.99%, 27.52%, and 31.79% in the three companies, respectively. The remaining shareholders in Polkomtel are Vodafone Group, which has a 24.39% stake, and coal miner Weglokoks, which is wholly owned by the Treasury and holds a 4.98% stake.
Etisalat extends Zain takeover deadline (UAE)
Etisalat has extended the deadline for its planned purchase of Kuwait Zain’s majority stake for around US$12 billion.
The bid to the shareholders was due to have expired yesterday (15th January), but has been expended to an unspecified time.
According to Etisalat’s statement, both parties continued to work toward the announcement of a definitive transaction but failed to indicate a timeframe for completion for the due diligence. The parties have not made sufficient progress toward completion of the proposed transaction in order to meet that deadline due to unforeseeable delays in Zain providing access to all relevant information.
Etisalat announced its bid to acquire a controlling 46% stake in Zain for almost $12 billion in November 2010.
The prospect of a counter-bid by Turkey based conglomerate, Cukurova emerged last week, although it seems to be only supported by a minority shareholder at the moment.
Kuwait court dismisses Zain lawsuit, clears deal hurdle
Kuwait’s commercial court has ruled that due diligence can proceed on Etisalat’s planned purchase of 46% of Kuwait-based telecoms firm Zain Group, denying a minority shareholder’s attempt to halt the transaction.
Al-Fawares Holding Company, which owns 4.5% of Zain, had sued the company and its second-largest shareholder, Al-Khair National, as well as National Investments Company, the firm charged with selling the stake, in early December to prevent Etisalat from gaining access to Zain’s data.
On 5 December Al-Fawares took out an advertisement in Kuwaiti daily Al-Watan indicating that it was going to demand that Zain be put into receivership unless the deal was made more transparent.
As per the advertisement, Al-Fawares confirms that continued violations … on the assets of the company and the rights of the board of directors … might push Al-Fawares or other shareholders to go to court and ask for the company to be placed into receivership unless things are done right, transparency is practiced and any attempts to sell Zain Saudi or any other asset of the company are halted.
It was anticipated that prolonged legal action could have badly delayed the transaction; Etisalat has stated that any deal could fail if definitive documents are not signed by 15 January 2011. Al-Fawares’s legal representative, Sheikh Khalifa Ali Al-Sabah, has confirmed that the shareholder plans further legal action ‘in the next couple of days’ with a view to derailing the transaction once more.
Zain shareholder threatens to sue Zain Saudi buyers
A shareholder in Kuwait’s Zain has filed a court case to stop the due diligence in a planned sale of a controlling stake in the company to the UAE’s Etisalat for around US$12 billion.
According to Sheikh Khalifa Ali al-Khalifa al-Sabah, whose brother is heading Al Fawares Holding, the shareholder taking the legal action, he understood a court date had been set.
As per him, he thinks Dec. 8 has been set for hearing the urgent part of it, which is a request to halt the board members’ decision to open books to Etisalat.
According to previous statements by Kharafi Group, one of Zain’s major shareholders, it gathered enough approvals from shareholders to sell their combined stake to Etisalat. As some 10% of Zain shares are held as treasury stock, the 46% holding would give Etisalat effective control of the company.
According to Sheikh Khalifa, without an official offer, how can you open the books? Their aim is not to stop the deal, but is to stop opening the books. The agreement is not obligatory and based on that, books should not be opened.
Etisalat to increase $8bn for Zain stake acquisition
As per Emirates Telecommunications Corp.(Etisalat), the company is planning to set up a $7 billion Global Medium Term Note(GMTN), and $1 billion sukuk programs, as it is also preparing to pay as much as $11.7 billion for a major stake in Kuwait’s Mobile Telecommunications Co., Zain.
According to the company’s statement, the combination of both programs provides Etisalat with the flexibility to issue conventional or Islamic securities within the international debt capital markets across multiple tenors and currencies when needed.
The program will facilitate its access -a large pool of global investors to diversify its funding sources and manage its debt maturity profile effectively. The company added that the establishment of the programs doesn’t mean that any bonds or sukuk would be issued at the time being, but was a preparation for possible future issuance.
As per the Moody’s Investors Service, it had placed Etisalat’s ratings on review for possible downgrade in response to the telco’s Zain plans. The Zain transaction represents a highly levered acquisition that could increase the company’s risk profile and leverage, as it is the company’s largest acquisition over recent years. The last rating action for Etisalat was on March 4 when the ratings were downgraded from ‘Aa2′ to ‘Aa3.
The deal has been the subject of some dispute among small shareholders in Zain who thought they were snubbed from the deal. Last week, Al Fawares Holding, a Kuwaiti investor in Zain made a statement claiming that it will sue the operator for opening its books to Etisalat for due diligence.
As per Irfan Ellam, vice president of research at Al Mal Capital, there should be a level playing field for all shareholders; there should not be a case of larger shareholders treated differently as compared to smaller shareholders. All investors, irrespective of their shareholdings should be treated equally.
He added that Etisalat has actually announced the offer on the Abu Dhabi Securities Exchange, with the price, they also said it is a conditional offer, so from the ADX perspective it has been disclosed.
