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January 27, 2014
05:37 EDTLBTYALiberty Global to acquire Ziggo for $9.44B in cash, stock
Liberty Global (LBTYA) and Ziggo announced that they have reached a conditional agreement on a recommended offer pursuant to which Liberty Global will acquire Ziggo in a stock and cash transaction valuing Ziggo at $13.7B. In addition, Liberty Global also announced that its board has approved a stock dividend of one Liberty Global Class C ordinary share on each outstanding Class A, Class B and Class C ordinary share as of the record date for the stock dividend. It is expected that this stock dividend will be issued on March 3. Under the terms of the offer and adjusting for completion of the stock dividend, Ziggo shareholders will receive EUR 11.00 in cash, 0.2282 Liberty Global Class A ordinary shares and 0.5630 Liberty Global Class C ordinary shares for each Ziggo share that they hold. Based on Liberty Globalís Class A share price of $83.27 and Class C share price of $78.80 as of January 24, 2014, the offer implies a price of approximately EUR 34.53 per Ziggo ordinary share. The offer Price per Ziggo ordinary share represents an implied equity value for 100% of Ziggo on a fully diluted basis of approximately $9.5B and an implied TEV8 of approximately $13.7B, before taking into account transaction costs and other expenses. Liberty Global and Ziggo expect to deliver approximately EUR 160M in annual run-rate synergies on the combined Dutch business by 2018. Liberty Global will fund the acquisition with a combination of shares and cash. Liberty intends to raise over EUR 1.5B in incremental principal debt at Ziggo. Liberty Global and Ziggo anticipate that the offer will close in the second half of 2014.
News For LBTYA From The Last 14 Days
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August 29, 2014
06:42 EDTLBTYALiberty Global, Ziggo agreement to be approved by EU regulators, Reuters says
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August 26, 2014
16:35 EDTLBTYALiberty Global provides update on recommended public offer for Ziggo
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August 19, 2014
16:09 EDTLBTYALiberty Global announces update on recommended public offer for Ziggo
Liberty Global announces, in connection with its previously announced recommended public offer to all holders of issued and outstanding ordinary shares in the capital of Ziggo as more fully described in the joint press releases of Liberty Global and Ziggo of January 27 and June 27 that its prospectus/offer to exchange, dated August 19, related to the Offer has been declared effective by the U.S. Securities and Exchange Commission. The final U.S. Prospectus can be found on Liberty Globalís and Ziggoís offer websites. The U.S. Prospectus contains additional information to the Offer Memorandum, dated June 27, 2014, approved by the Netherlands Authority for the Financial Markets, relating to, among other things, the fact that Liberty Global will issue a press release if it is willing to waive down the acceptance level condition to a lower percentage and that a waiver of the acceptance level condition to less than 65% will require consent from Ziggo under the Merger Protocol and its lenders under its debt financing.

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