(ONE) Altice SA: Details on Altice's offer for Bouygues Telecom



BN 06/25 17:18 *ALTICE SAYS BOUYGUES DID NOT SEEK OFFER DETAILS, EXPLANATIONS
BN 06/25 17:16 *ALTICE COMMITS TO BOUYGUES TELECOM EMPLOY SIMILAR TO SFR DEAL
BN 06/25 17:15 *ALTICE& NUMERICABLE-SFR INITIATED CONTACTS W/ FRENCH REGULATORY
BN 06/25 17:15 *ALTICE SAYS NUMERICABLE-SFR IN TALKS ON ASSET TRANSFER TERMS
BN 06/25 17:14 *ALTICE SAYS NUMERICABLE-SFR IN EXCLUSIVES TALKS WITH ILIAD
BN 06/25 17:13 *ALTICE SAYS COMMITTED TO FRENCH GOVT TO CONTINUE TO BOOST CAPEX
BN 06/25 17:13 *ALTICE: OFFER FUNDED WITH 60%-65% IN EQUITY, 35%-40% IN DEBT
BN 06/25 17:13 *ALTICE:COMMITTED TO PARTICIPATE IN FRENCH AUCTION ON 700 MHZ
BN 06/25 17:13 *ALTICE SAYS FINANCING THROUGH ABOUT €6 TO €6.5B IN CAPITAL
BN 06/25 17:13 *ALTICE SAYS FINANCING THROUGH ABOUT €3.5 TO €4B OF BANK DEBT
BN 06/25 17:12 *ALTICE CITES COMMITMENT LETTERS BNP,JP MORGAN,MORGAN STANLEY
BN 06/25 17:12 *ALTICE SAYS OFFER FULLY& UNCONDITIONALLY FINANCED
BN 06/25 17:12 *ALTICE SA SAYS OFFER VALUES BOUYGUES TELECOM AT MINIMUM OF €10B
BN 06/25 17:11 *ALTICE SA: DETAILS ON ALTICE'S OFFER FOR BOUYGUES TELECOM

Altice SA: Details on Altice's offer for Bouygues Telecom
2015-06-25 17:11:36.733 GMT

June 25, 2015 - Following the decision by the Board of Directors of the
Bouygues Group on June 23, 2015, Altice wishes to clarify the following
points:

 

Altice made an offer to Bouygues on June 3, 2015, which was updated on June
21, 2015 to provide further specific details (the Offer), the key terms of
which were:

 

Valuation

The Offer values Bouygues Telecom at a minimum of €10 billion, approximately
15 times estimated 2015 EBITDA, as communicated by Bouygues in its market
guidance, and 25 times 2017 EBITDA - CapEx, as projected by Bouygues in its
press release of 23 June 2015, or a premium of between 2x and 3x compared to
the average values for these types of assets in the European market. The Offer
consists of a cash payment of €9 billion upon closing of the transaction and,
at the option of Bouygues, an additional amount of either (i) a guaranteed
cash payment of €1 billion three years following closing of the transaction OR
(ii) a payment of €1 billion in Numericable-SFR shares subject to a 3 year
put/call guaranteeing a €1 billion minimum price for Bouygues plus 3% IRR per
year in line with a similar structure put in place between Altice and Vivendi
in connection with the acquisition of SFR by Numericable, providing Bouygues
with significant upside potential as a result of the realisation of expected
synergies.

 

The Offer is fully and unconditionally financed under commitment letters from
BNP, JP Morgan and Morgan Stanley. The financing of the Offer is through (i)
approximately €3.5 to €4 billion of bank debt, and (ii) approximately €6 to
€6.5 billion in capital comprising (x) €3.5 to €4 billion from (A) asset sales
and (B) a capital increase (reserved for the Bouygues group if it opts to
receive partial payment in the form of Numericable-SFR shares) and (y)
approximately €2.5 billion in cash available at Numericable-SFR at the time of
closing. The Offer is, therefore, funded with 60%-65% in equity and 35%-40% in
debt, not 100% debt as reported in the press.

 

 Regulatory Risk

In order to ensure the success of the transaction and in order to contain
regulatory risks, Numericable-SFR has entered into exclusive negotiations with
Iliad to set the terms for transfers of assets.  Numericable-SFR and Free have
agreed that these asset transfers will be made post-closing of the Bouygues
Telecom acquisition. As such, they are more robust than the agreements entered
into by Bouygues in March 2014 as part of its failed takeover bid for SFR. 
Altice and Numericable-SFR have already initiated contacts with the relevant
French regulatory authorities to address and resolve any potential issues, as
has been done for all such transactions carried out in France.

 

Job Guarantees

Altice has committed to the Bouygues Group and to the French Government to
maintain employment levels at Bouygues Telecom under conditions similar to
those which had been negotiated in connection with the acquisition of SFR. To
date, the Numericable-SFR Group is ahead of schedule in its synergy program
while fully meeting its commitment to maintain employment.

 

Continue to Invest Heavily

Altice has committed to the French Government to:

(i) continue to increase Capital Expenditures, specifically in the deployment
of fibre (FTTH) with a commitment to now reach 20 million homes passed between
now and 2020, an additional 5 million homes passed over what Altice committed
to in 2014 - it should be noted that Capital Expenditures have increased by
20% at SFR since it was taken over by Altice six months ago;

(ii) fully participate in the auction on the 700 MHz frequencies.

 

Altice takes note of the decision of the Board of Directors of Bouygues and
regrets that the Board has not once, either through its advisers or through
its management teams, sought any details or explanations from Altice regarding
the Offer before being presented to the Board.

Contacts

Investor Relations
Olivier Gernandt: +33 1 85 06 10 75 / olivier.gernandt@altice.net

Media Relations
Arthur Dreyfuss: +41 79 946 49 31 / arthur.dreyfuss@altice.net

About Altice

Founded by telecom entrepreneur, Patrick Drahi, Altice is a multinational
cable and telecommunications company with presence in three regions - Western
Europe (comprising France, Belgium, Luxembourg, Portugal and Switzerland),
Israel and the Overseas Territories (currently comprising the French Caribbean
and the Indian Ocean regions and the Dominican Republic). We provide cable
based services (high quality pay television, fast broadband Internet and fixed
line telephony) and, in certain countries, mobile telephony services to
residential and corporate customers.

Altice (ATC) is listed on NYSE Euronext Amsterdam, ISIN LU1014539529.

Disclaimer

This press release contains statements about future events, projections,
forecasts and expectations that are forward-looking statements. Any statement
in this press release that is not a statement of historical fact is a
forward-looking statement that involves known and unknown risks, uncertainties
and other factors which may cause our actual results, performance or
achievements to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements. In
addition, past performance of Altice S.A. and its affiliates cannot be relied
on as a guide to future performance. Altice S.A. and its affiliates make no
representation on the accuracy and completeness of any of the forward-looking
statements, and, except as may be required by applicable law, assume no
obligations to supplement, amend, update or revise any such statements or any
opinion expressed to reflect actual results, changes in assumptions or in
Altice S.A.'s or its affiliates' expectations, or changes in factors affecting
these statements. Accordingly, any reliance you place on such forward-looking
stat
PR BYG offer 25 06 2015

WSJ : Vivendi’s Interest Scrambles Signals on Telecom Italia

Vivendi’s Interest Scrambles Signals on Telecom Italia

Shares in the Italian operator are up 34% this year but the company’s prospects remain murky

Telecom Italia may be riding high but that looks largely fueled by hot air.

Shares in the Italian operator are up 34% this year, the best performer among European telecom incumbents. The latest bump has come from Vivendi raising its stake to 14.9% stake from the 8.2% holding received as part-payment in a separate transaction. Telecom Italia investors may be looking to Vivendi—led by chairman Vincent Bollore—to use its influence to push for balance sheet repair by selling TIM Brazil in exchange for a stronger foothold to distribute its media content in Italy.

The logic seems debatable for both sides. Mr. Bollore has delighted Vivendi’s shareholders by selling off the French company’s telecoms assets, building a cash pile estimated by Morgan Stanley to be around €8 billion ($9 billion) by the end of this year. It isn’t really clear why he is diving back into a troubled sector.

Telecom Italia’s prospects remain murky. The highly indebted company continues to operate at a loss, with revenue dropping by 2.6% year-over-year in the first quarter and earnings before interest, taxes, depreciation and amortization falling by 7.7%. Packages bundling fiber and mobile can increase per customer revenues and reduce churn, but Telecom Italia has had to offer them at sizable discounts to win customers. The prospects for stable revenue growth look precarious at best.

Upping its stake in Telecom Italia could theoretically help Vivendi cement fixed and mobile distribution channels in Italy for its media assets, including pay television Canal Plus. But a large portion of the latter’s content is in French and English, so the appeal to an Italian audience isn’t exactly obvious. Vivendi also doesn’t need to own a stake in the company to establish a distribution partnership.

Alternatively, Vivendi could agitate for change at Telecom Italia while waiting for the Italian telecoms sector to further consolidate, with Hutchison Whampoa reportedly in talks to combine with VimpelCom’s Wind Italy. Telecom Italia’s majority-owned TIM Brazil has been a bugbear: A faltering economy is hurting sales, even as costs swell. But the idea of a sale is hardly new. Selling Brazil would leave Telecom Italia dependent on its stagnant domestic market; the most obvious combination would be with Oi, but potential regulatory resistance and the latter’s high debt levels make that look unlikely for now.

Deal hopes of one kind or another have helped lift Telecom Italia’s valuation: it is trading 40% higher than its average five year Ebitda multiple, and at 6.8 times 2015 Ebitda, its discount to major European incumbent operators has narrowed sharply, according to FactSet. That seems to factor in many “ifs” and not enough “buts”.

(BN) *GREECE'S TSIPRAS ARRIVES AT EU SUMMIT


BN 06/25 13:57 *JUNCKER COMMENTS TO REPORTERS IN BRUSSELS
BN 06/25 13:55 *JUNCKER WILL WORK FOR GREECE DEAL UNTIL LAST SECOND
BFW 06/25 13:44 *EUROGROUP MAY RECONVENE ONCE GREECE PROPOSAL RECEIVED: OFFICIAL
BN 06/25 13:43 *EUROGROUP MAY RECONVENE ONCE GREECE PROPOSAL RECEIVED: OFFICIAL
BFW 06/25 13:43 *EUROGROUP HAS BEEN ’INDEFINITELY SUSPENDED:’ EU OFFICIAL
BN 06/25 13:43 *NO GREECE AGREEMENT IN SIGHT AT EUROGROUP: EU OFFICIAL
BN 06/25 13:42 *EUROGROUP WAITS FOR GREECE TO COME BACK WITH BETTER PROPOSAL
BN 06/25 13:41 *EUROGROUP HAS BEEN 'INDEFINITELY SUSPENDED:' EU OFFICIAL
BN 06/25 13:32 *MERKEL: HAS IMPRESSION ON SOME ITEMS GREECE IS GOING BACKWARDS
BN 06/25 13:31 *MERKEL SAYS GREECE NOT THERE YET
BN 06/25 13:21 *FAYMANN: EU HAS RESPONSIBILITY TO TRY TO FIND GREEK SOLUTION
BN 06/25 13:20 *FAYMANN: WE DON'T WANT A GREXIT
BN 06/25 13:19 *FAYMANN: NEED DEBT SUSTAINABILITY FOR GREECE FOR NEXT 2-3 YRS
BN 06/25 13:16 *FAYMANN: I WILL OF COURSE LISTEN TO CAMERON
BN 06/25 13:13 *FAYMANN: IMMIGRATION WILL BE SOLVED IN EUROPE OR NO NOT AT ALL
BN 06/25 13:12 *FAYMANN SAYS HE HOPES FOR DEAL ON GREECE
BN 06/25 13:12 *FAYMANN: IMMIGRATION WILL BE SOLVED IN EUROPE, NO NOT AT ALL
BN 06/25 13:11 *AUSTRIA'S FAYMANN SPEAKS TO REPORTERS IN BRUSSEL
BN 06/25 13:10 *FAYMANN: IMMIGRATION ONLY CAN BE SOLVED TOGETHER

*GREECE'S TSIPRAS ARRIVES AT EU SUMMIT
2015-06-25 13:53:31.666 GMT

--ZOE SCHNEEWEISS

-0- Jun/25/2015 13:53 GMT

(Makor) Smith Nephew. FTC paves way for Stryker's bid? NEW PDF

Stryker (SYK) for Smith&Nephew (SN/ LN)

FTC decision paves way for merger?

PDF attached

 

We believe the time may be right to re-visit our pre event buy Smith Nephew recommendation.

 

Our note shows why Stryker is the best buyer for Smith Nephew. The merger has been rumoured for some time. Investors believe this would be a good deal for both companies (as one can see from share price reaction). Further, SN financial performance has seen them beat FY EPS estimates where Stryker’s own EPS results did not. If the market is supportive of a tie up and the target’s financial results have not deteriorated then perhaps a reason for the lack of engagement until now is execution risk- Antitrust?

 

Yesterday’s FTC divestment order in relation to Zimmer/Biomet may allow for Stryker/SN to have further clarity as to just how their own merger could go ahead. See here: https://www.ftc.gov/news-events/press-releases/2015/06/ftc-requires-medical-device-company-zimmer-holdings-inc-divest

 

One particular area of interest is Knee implants. Our note shows SN largest segment by revenue is Knees as it is also for Stryker’s Reconstructive segment.

 

The FTC order “requires Zimmer to divest to Smith & Nephew the U.S. intellectual property, manufacturing technology, and existing inventory relating to its unicondylar knee implant, and to provide transitional services to help them establish manufacturing capabilities and secure necessary FDA approvals”.

 

This means, SN becomes a stronger Knee competitor to Stryker, thus increasing the rationale for Stryker to buy SN.

 

Our note shows, that combining SN and Stryker may be seen as pro competitive by the FTC as the market which now has 2 strong Knee device providers and 2 weak providers would become a market with 3 strong Knee device players.

 

We review our SN valuations but do not increase assumptions. We think they are conservative because SN FY results showed earnings beat analyst estimates. We thus believe a bid near 1350p may get SN to the table. 20pct upside from current share price.

 

To the downside we note that SN is already trading 6pct below fair value estimates of 1185p.

Details in the PDF attached

(BN) *EUROGROUP HAS BEEN 'INDEFINITELY SUSPENDED:' EU OFFICIAL


BN 06/25 13:42 *EUROGROUP WAITS FOR GREECE TO COME BACK WITH BETTER PROPOSAL
BN 06/25 13:32 *MERKEL: HAS IMPRESSION ON SOME ITEMS GREECE IS GOING BACKWARDS
BN 06/25 13:31 *MERKEL SAYS GREECE NOT THERE YET
BN 06/25 13:21 *FAYMANN: EU HAS RESPONSIBILITY TO TRY TO FIND GREEK SOLUTION
BN 06/25 13:20 *FAYMANN: WE DON'T WANT A GREXIT
BN 06/25 13:19 *FAYMANN: NEED DEBT SUSTAINABILITY FOR GREECE FOR NEXT 2-3 YRS
BN 06/25 13:16 *FAYMANN: I WILL OF COURSE LISTEN TO CAMERON
BN 06/25 13:13 *FAYMANN: IMMIGRATION WILL BE SOLVED IN EUROPE OR NO NOT AT ALL
BN 06/25 13:12 *FAYMANN SAYS HE HOPES FOR DEAL ON GREECE
BN 06/25 13:12 *FAYMANN: IMMIGRATION WILL BE SOLVED IN EUROPE, NO NOT AT ALL
BN 06/25 13:11 *AUSTRIA'S FAYMANN SPEAKS TO REPORTERS IN BRUSSEL
BN 06/25 13:10 *FAYMANN: IMMIGRATION ONLY CAN BE SOLVED TOGETHER

*EUROGROUP HAS BEEN 'INDEFINITELY SUSPENDED:' EU OFFICIAL
2015-06-25 13:41:36.978 GMT

--ZOE SCHNEEWEISS

-0- Jun/25/2015 13:41 GMT