Mexico City, Mexico, August 9, 2013 -- América Móvil, S.A.B. de C.V. (“América Móvil” or “AMX”) (BMV: AMX; NYSE: AMX; Nasdaq: AMOV; LATIBEX: XAMXL) announced today its intention to make (directly or through a wholly owned subsidiary) a voluntary tender offer in cash for all of the issued and outstanding ordinary shares of Koninklijke KPN N.V. (“KPN”), at a price of EUR 2.40 per share (the "Intended Offer").
The Intended Offer price of EUR 2.40 per share implies a premium of approximately 35.4% over the average closing price of KPN's ordinary shares on Euronext Amsterdam for the last 30 trading days.
Rationale for the Intended Offer
In recent years, América Móvil has been exploring opportunities to expand its operations to other regions outside the Americas in order to achieve geographical diversification and create attractive long-term returns for its shareholders. KPN represented its first investment outside of the Americas. More than a year after its initial investment in KPN, América Móvil’s objective is to acquire a majority stake in KPN in order to facilitate greater operational co-operation and co-ordination between the two companies, to exploit all areas for potential partnerships and to intensify the realization of synergy potential for both companies.
América Móvil aims to support to a greater extent KPN's plans in a rapidly changing environment in Europe so that both companies benefit from their respective experiences in the sector.
As of the date hereof, América Móvil held (directly and indirectly) 1,267,677,000 ordinary shares in the capital of KPN, representing approximately 29.77% of all issued and outstanding ordinary shares in the capital of KPN.
América Móvil recently explained the proposed transaction to KPN representatives. América Móvil has invited KPN´s Supervisory Board and Board of Management (the “KPN Boards”) to meet as soon as possible to further discuss the Intended Offer and potential terms for a long-term constructive relationship. América Móvil would welcome support from the KPN Boards.
Rationale for the Intended Offer
In recent years, América Móvil has been exploring opportunities to expand its operations to other regions outside the Americas in order to achieve geographical diversification and create attractive long-term returns for its shareholders. KPN represented its first investment outside of the Americas. More than a year after its initial investment in KPN, América Móvil’s objective is to acquire a majority stake in KPN in order to facilitate greater operational co-operation and co-ordination between the two companies, to exploit all areas for potential partnerships and to intensify the realization of synergy potential for both companies.
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América Móvil aims to support to a greater extent KPN's plans in a rapidly changing environment in Europe so that both companies benefit from their respective experiences in the sector.
As of the date hereof, América Móvil held (directly and indirectly) 1,267,677,000 ordinary shares in the capital of KPN, representing approximately 29.77% of all issued and outstanding ordinary shares in the capital of KPN. 1
América Móvil recently explained the proposed transaction to KPN representatives. América Móvil has invited KPN´s Supervisory Board and Board of Management (the “KPN Boards”) to meet as soon as possible to further discuss the Intended Offer and potential terms for a long-term constructive relationship. América Móvil would welcome support from the KPN Boards.
Conditions to the Intended Offer
The Intended Offer will be subject to conditions, which will include a minimum acceptance condition that following settlement of the Intended Offer América Móvil will hold directly or indirectly more than 50% (fifty per cent) of the voting rights exercisable in a general meeting of shareholders of KPN, required regulatory approvals, no competing transactions having been announced or made by any party and no material adverse event having occurred.
In accordance with article 12 paragraph 1 of the Takeover Decree, América Móvil will ultimately at the time of launch of the Intended Offer determine and confirm the conditions to the Intended Offer.
Indicative Timetable
América Móvil intends to submit an offer memorandum to the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten, “AFM”) for approval, to make the required statement that it will have means available to fund the offer price payable under the Intended Offer, and to finalize all required documentation with regard to the Intended Offer expeditiously. Once the offer memorandum is approved by the AFM, the offer will be made and the offer memorandum will be published. It is currently expected that this will take place during September 2013. América Móvil has informed the AFM of the Intended Offer.
E-Plus
On July 23, 2013, KPN announced that it had “entered into a transaction, subject to shareholder approval, to sell and transfer 100% of its interest in E-Plus to Telefonica Deutschland for EUR 5.0 billion in cash and a 17.6% stake in Telefonica Deutschland post transaction”. According to KPN's announcement the transaction is subject to other terms and conditions, including merger clearance.
América Móvil is carefully evaluating the merits of the proposed transaction and will make a final determination in relation to the exercise of its voting rights at the upcoming Extraordinary General Meeting of KPN.
1 Not taking into account 12,156,391 ordinary shares held by KPN as at 31 December 2012.
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América Móvil Financial Position
América Móvil will continue to maintain its sound financial position, allowing for further investments in the telecommunication and related sectors in the Americas in order for AMX to maintain its leadership and state-of-the-art technology, as well as to continue with the development, growth and innovation of products, services and content.
About América Móvil
AMX is the leading provider of telecommunication services in Latin America. As of June 30, 2013, it had 262 million wireless subscribers and 66.8 million fixed revenue generating units in the Americas.
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reactie XEA.nl
Is dit een start van een bieding strijd?
Wat zal er nog meer komen uit de hoge hoed van de concurrenten??
