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Stock Market & Financial Investment News

News Breaks
June 10, 2013
20:57 EDTSFTBF, SSprint, SoftBank amend merger agreement, cash for Sprint holders now $5.50/share
Sprint Nextel (S) and SoftBank (SFTBF) announced that they have amended the previously announced merger agreement between the two companies to deliver greater cash consideration and increased certainty to Sprint stockholders. Sprint’s special committee and board of directors have unanimously approved the amended agreement and have unanimously recommended to stockholders to vote FOR the revised SoftBank transaction. Sprint and SoftBank anticipate closing the SoftBank transaction in early July. Under the amended agreement, SoftBank will deliver an additional $4.5B of cash to Sprint stockholders at closing, bringing the total cash consideration available to Sprint stockholders to $16.64B. The cash available to stockholders has increased by $1.48 per share, from $4.02 to $5.50, based on the June 7 share count. The $4.5B of additional cash at closing will be funded by a reallocation of $3B of SoftBank’s previously proposed $4.9B primary investment in New Sprint and by $1.5B of incremental capital from SoftBank. The price at which SoftBank will acquire shares from current Sprint shareholders will be increased from $7.30 per share to $7.65 per share, a 52% premium to the unaffected trading price prior to announcement in October 2012. As part of the amended agreement, the pricing of SoftBank’s $1.9B primary investment will be increased by 19% from the previously agreed $5.25 per share to $6.25 per share. Pro forma for the transaction, the current Sprint stockholders’ resulting equity ownership in a new Sprint will be 22% while SoftBank will own approximately 78%. SoftBank will continue to invest $1.9B in new Sprint at closing, which in addition to the $3.1B convertible debt investment made by SoftBank in October 2012, brings SoftBank’s total investment in Sprint to $5B.
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