Telefonica SA Information on Telefónica´s offer for E-plus (4452M)
August 27 2013 - 2:00AM
UK Regulatory
TIDMTDE
RNS Number : 4452M
Telefonica SA
26 August 2013
TELEFÓNICA, S.A. as provided in article 82 of the Spanish
Securities Market Act (Ley del Mercado de Valores), hereby reports
the following
SIGNIFICANT EVENT
In relation to the agreement entered into on July 23, 2013 by
and between Telefonica, S.A., its German subsidiary Telefónica
Deutschland Holding AG (hereinafter, "Telefónica Deutschland") and
the Dutch company Koninklijke KPN NV (hereinafter, "KPN") for the
acquisition by Telefónica Deutschland of the German subsidiary of
KPN, E-Plus Mobilfunk GmbH & Co. KG (hereinafter, "E-Plus"),
Telefonica, S.A.confirms that América Móvil, S.A. de C.V.
(reference shareholder of KPN) has irrevocably committed to vote in
favour of the transaction at the Extraordinary Shareholder Meeting
of KPN.
The transaction will remain unchanged in its first phase, in
which Telefónica Deutschland will acquire E-Plus receiving as
consideration 24.9% of Telefónica Deutschland and 3,700 million
Euros in cash.
However, at the second phase of the transaction, once completed
the acquisition of E-Plus by Telefonica Deutschland, for an
aggregate consideration of 1,300 million Euros, Telefónica, S.A.
will:
(i) acquire 4.4% of Telefonica Deutschland from KPN (previously, 7.3%); and
(ii) enter into a call option agreement with KPN that will
entitle Telefónica, S.A. to acquire an additional stake of up to
2.9% in Telefónica Deutschland, such right being exercisable on the
first anniversary of such call option agreement at a strike price
of up to 510 million Euros.
Therefore, at the closing of the transaction, the stake of
Telefónica Deutschland held by KPN will amount to 20.5% (previously
17.6%) and will be reduced to 17.6% if Telefónica fully exercises
the call option.
Madrid, August 26, 2013
This information is provided by RNS
The company news service from the London Stock Exchange
END
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