TheChek News Flow

Altice to Merge Entities to Boost Expansion Through Takeovers
2015-06-26 05:57:31.964 GMT


By Jurjen van de Pol
(Bloomberg) -- Altice says proposed transaction will
provide co. with “powerful equity acquisition currency without
prejudicing voting control of the company’s founding shareholder
group.”

* Proposes merger between newly formed Dutch entity Altice
N.V. and Altice S.A., with latter co. ceasing to exist
* To transfer substantially all assets, liabilities to newly
incorporated unit Altice Luxembourg S.A. prior to merger
* Shareholders to get 3 A shrs with 1 voting right each, 1 B
share with 25 voting rights each in exchange for Altice
stock
* Both shrs to have economic rights, to be listed in Amsterdam
*
* After listing, holders can convert B shrs into A shrs at
1:1 ratio
* Expects to call EGM in first week of July
* Conf call 3:30pm CET +44 20 81500794
* NOTE yday: Altice Says Bouygues Rejected Phone Bid Without
Seeking Details
Statement

For Related News and Information:
First Word scrolling panel: FIRST<GO>
First Word newswire: NH BFW<GO>

To contact the reporter on this story:
Jurjen van de Pol in Frankfurt at +49-69-9204-1104 or
jvandepol@bloomberg.net
To contact the editors responsible for this story:
James Ludden at +44-20-3525-2645 or
jludden@bloomberg.net

PotashCorp Confirms Friendly Proposal to K+S
2015-06-25 21:40:44.937 GMT

PotashCorp Confirms Friendly Proposal to K+S

PR Newswire

SASKATOON, June 25, 2015

Symbol: POT
Listed: TSX, NYSE

SASKATOON, June 25, 2015 /PRNewswire/ - Potash Corporation of Saskatchewan
Inc. (PotashCorp) today confirmed that it has made a private proposal to K+S
Aktiengesellschaft  (K+S) (SDF: GR) to negotiate the acquisition of K+S by
PotashCorp.

There is no certainty that any offer will ultimately be made or as to the
terms on which such an offer might be made.

PotashCorp does not intend to make any additional comments on this matter at
this time unless and until it is appropriate to do so, or a formal agreement
has been reached.

PotashCorp is the world's largest integrated fertilizer and related industrial
and feed products company by capacity and plays an integral role in global
food production. PotashCorp is the world's largest producer, by capacity, of
potash and one of the largest producers of nitrogen and phosphate. These three
essential nutrients are required to help farmers grow healthier, more abundant
crops. With the global population rising and diets improving in developing
countries, these nutrients offer a responsible and practical solution to
meeting the long-term demand for food. While agriculture is its primary
market, the company also produces products for animal feed and industrial
uses. Common shares of Potash Corporation of Saskatchewan Inc. are listed on
the Toronto Stock Exchange and the New York Stock Exchange.

This release contains "forward-looking statements" (within the meaning of the
US Private Securities Litigation Reform Act of 1995) or "forward-looking
information"(within the meaning of appropriate Canadian securities
legislation) that relate to future events or our future performance. These
statements can be identified by expressions of belief, expectation or
intention, as well as those statements that are not historical fact. These
statements often contain words such as "should," "could," "expect," "may,"
"anticipate," "believe," "intend," "estimates," "plans" and similar
expressions. These statements are based on certain factors and assumptions as
set forth in this document, including with respect to: foreign exchange rates,
expected growth, results of operations, performance, business prospects and
opportunities and effective tax rates. While we consider these factors and
assumptions to be reasonable based on information currently available, they
may prove to be incorrect. Forward-looking statements are subject to risks and
uncertainties that are difficult to predict. The results or events set forth
in forward-looking statements may differ materially from actual results or
events.  Several factors could cause actual results or events to differ
materially from those expressed in forward-looking statements including, but
not limited to, the following: variations from our assumptions with respect to
foreign exchange rates, expected growth, results of operations, performance,
business prospects and opportunities, and effective tax rates; risks and
uncertainties associated with the proposed but not completed transaction
including the risk that the transaction may not be completed on a timely basis
or at all; fluctuations in supply and demand in the fertilizer, sulfur,
transportation and petrochemical markets; changes in competitive pressures,
including pricing pressures; costs and availability of transportation and
distribution for our raw materials and products, including railcars and ocean
freight; risks and uncertainties related to operating and workforce changes
made in response to our industry and the markets we serve; risks and
uncertainties related to our international operations and assets; failure to
prevent or respond to a major safety incident; adverse or uncertain economic
conditions and changes in credit and financial markets; the results of sales
contract negotiations within major markets; economic and political uncertainty
around the world; risks associated with natural gas and other hedging
activities; changes in capital markets; unexpected or adverse weather
conditions; catastrophic events or malicious acts, including terrorism;
changes in currency and exchange rates; imprecision in reserve estimates;
adverse developments in new and pending legal proceedings or government
investigations; our prospects to reinvest capital in strategic opportunities
and acquisitions; our ownership of non-controlling equity interests in other
companies; the impact of further technological innovation; increases in the
price or reduced availability of the raw materials that we use; security risks
related to our information technology systems; strikes or other forms of work
stoppage or slowdowns; timing and impact of capital expenditures; rates of
return on, and the risks associated with, our investments and capital
expenditures; changes in, and the effects of, government policies and
regulations; certain complications that may arise in our mining process,
including water inflows; our ability to attract, retain, develop and engage
skilled employees; risks related to reputational loss; earnings; and the
decisions of taxing authorities, which could affect our effective tax rates.
These risks and uncertainties are discussed in more detail under the headings
"Risk Factors" and "Management's Discussion and Analysis of Results and
Operations and Financial Condition" in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2014 and in other documents and reports
subsequently filed by us with the US Securities and Exchange Commission and
the Canadian provincial securities commissions. There can be no assurance that
the proposed transaction will be completed. Completion of the proposed
transaction is subject to a number of risks and uncertainties. Forward-looking
statements are given only as of the date hereof and we disclaim any obligation
to update or revise any forward-looking statements in this release, whether as
a result of new information, future events or otherwise, except as required by
law.

SOURCE Potash Corporation of Saskatchewan Inc.

Website: http://www.potashcorp.com
Contact: Investors: Denita Stann, Vice President, Investor and Public
Relations, Phone: (306) 933-8521, Fax: (306) 933-8844, Email:
ir@potashcorp.com; Media: Randy Burton, Director, Public Relations and
Communications, Phone: (306) 933-8849, Fax: (306) 933-8844, Email:
pr@potashcorp.com; Website: www.potashcorp.com

-0- Jun/25/2015 21:40 GMT

Why the Government Is About to Approve the AT&T And DirecTV Mega-deal — And the One Thing That Remains a Big Concern
2015-06-25 21:00:37.140 GMT


By Cecilia Kang
June 25 (Washington Post) -- A decision on AT&T's merger
with DirecTV is expected any day now, and suddenly federal
officials are being swarmed with visits and calls by the
companies who are arguing over details of the conditions attached
to any approval.
That's actually a good sign for the merger's chances. To
understand why, it's useful to compare how regulators are
approaching this deal to Comcast's failed attempt to buy Time
Warner Cable, which was rejected in April.
Throughout the Justice Department and FCC's review of
Comcast and Time Warner Cable, government officials were
convinced that the deal would harm competition so the companies
didn't even get a chance to talk about conditions in depth.
Federal officials eventually made it clear that nothing could
make them change their minds, according to regulators.
But public filings show that top AT&T and DirecTV executives
have met with antitrust officials and commissioners at the
Federal Communications Commission to answer a slew of
last-minute, detailed questions in recent weeks -- a major sign
that regulators are likely to approve the $45 billion merger that
would create a mobile video powerhouse.

* Earlier this week the companies elaborated on plans to deploy
their top-speed Internet service to an additional 2 million
homes -- a promise made to sweeten their merger pitch.
* They discussed AT&T's pricing schemes for wireless data, and
how the merger would affect consumers' wireless bills.
* In several calls and meetings, they replied to questions
about so-called "interconnection fees" -- the money a company
such as Netflix is paying AT&T to make sure its streaming
videos move across the backbone of AT&T's networks in a
high-quality manner.

In meetings with the FCC's top antitrust official, Jonathan
Sallet, company executives including AT&T's top regulatory and
legal officials, Wayne Watts and Robert Quinn, reiterated their
pitch for "voluntary commitments...which will provide the
Commission with further assurance that the transaction will serve
the public interest and deliver benefits to consumers," one of
the filings say.
Of course the FCC and Justice Department could still reject
the deal, especially given the controversy over interconnection
fees. Officials are trying to determine if high-speed Internet
providers could unfairly thwart competition from online video
providers by forcing them to pay extra fees to ensure their
videos reach households without annoying interruptions. Allowing
such fees could let AT&T or other broadband providers determine
what Web content will be the most popular among consumers.
Complaints by Netflix, Level 3 and Cogent over
interconnection fees charged by Comcast and Time Warner Cable
helped convince the government to reject that deal, several
officials have said on the condition of anonymity because the
reviews are private.
This is no small matter. On May 14, AT&T chief executive
Randall Stephenson on May 14 talked by phone with FCC Chairman
Tom Wheeler to discuss "peering and interconnection issues"
raised by companies including Cogent and Netflix, according to
one filing -- an indication that this issue is on the minds
of top executives at AT&T.

-0- Jun/25/2015 21:00 GMT