Carlos Slim’s America Movil (AMX) and takeover target KPN have confirmed they are still in talks about the potential deal, despite the recent challenge by the foundation charged with protecting the Dutch telco’s stakeholders.
KPN announced that, in…
Carlos Slim’s America Movil (AMX) and takeover target KPN have confirmed they are still in talks about the potential deal, despite the recent challenge by the foundation charged with protecting the Dutch telco’s stakeholders.
KPN announced that, in line with fiduciary duties, its management and supervisory boards are in “continuous constructive discussions” with AMX on its €2.40 per share (€7.2bn total) intended offer to acquire the 70% stake it does not already own.
“These discussions are on financial and non-financial matters related to the intended offer including price and terms and conditions, taking into consideration the best interests of all KPN’s shareholders and other stakeholders,” the company said.
However, KPN noted that the outcome of the discussions is still unclear.
KPN supervisory board chairman Jos Streppel and CEO Eelco Blok said the boards are carefully considering and weighing the interests of all company stakeholders on relevant issues, which include “safeguarding the vital role of KPN in Dutch society”.
Acknowledging the “many questions about the intended offer,” Streppel and Blok said they nevertheless believe it is important to keep such talks confidential, adding that they will inform stakeholders of material updates if and when appropriate.
In late August, the five-man Foundation Preference Shares B KPN exercised a call option written into the company’s statutes to buy preference shares giving it almost 50% of the voting rights. The foundation, set up when the government first privatised the telco, said it did so to protect the interests of KPN and its stakeholders in light of AMX’s intended offer, noting that it will hold the preference shares temporarily and consider redeeming them.
The foundation’s poison pill could effectively block AMX’s planned takeover. During a subsequent press conference, the foundation called upon the Mexico-based telco to make “fair bid”.
AMX responded to the challenge at the time by saying it stuck by its offer but was prepared to walk away if the foundation maintained its stance.
In a statement today, AMX said it remains committed to its intended offer, noting that it is “in constructive dialogues” with KPN.
AMX also stressed it continues to carefully evaluate its options in relation to the foundation’s exercise of the call option, saying it reserves the right to withdraw its bid if the foundation remains able to hold, acquire or vote preference shares.
The telco has said previously it aims to make a formal offer for KPN this September.
KPN shareholders, including AMX, are set to meet on 2 October to vote on the Dutch telco’s planned sale of German unit E-Plus to Telefonica. AMX committed to voting in favour of the deal when Telefonica upped its offer from €8.1bn to €8.5bn and the arrangement was amended to give KPN a slightly higher stake in the Spanish telco’s German unit.
