British electricals vendor Dixons and Europe’s largest independent telecoms retailer Carphone Warehouse have agreed a £3.8bn (US$6.38bn) all-share merger.
The combined company, to be split 50/50 between both sets of shareholders, would employ more…
British electricals vendor Dixons and Europe’s largest independent telecoms retailer Carphone Warehouse have agreed a £3.8bn (US$6.38bn) all-share merger.
The combined company, to be split 50/50 between both sets of shareholders, would employ more than 43,500 people and is a response to their increasingly converging markets.
The merger will be implemented through a scheme of arrangement by Dixons, whose shareholders will get 0.155 of a new ‘Dixons Carphone’ share for each Dixons share they own.
It is subject to approval by both sets of shareholders, a court sanction of the scheme and other antitrust clearances. As of yesterday, the companies said they have received irrevocable undertakings to vote in favour of the move from shareholders representing 26.7% of Carphone and 0.06% of Dixons.
Sir Charles Dunstone, Carphone’s co-founder, chairman and holder of around a quarter of its shares, will chair the combined entity. Dixons CEO Sebastian James and CFO Humphrey Singer will be taking on the same roles at Dixons Carphone.
As well as running around 2,000 stores, Carphone also has a 46% stake in Virgin Mobile France, the country’s largest MVNO with around 1.7 million subscribers.
French wireless players Bouygues Telecom and SFR, which was recently sold to multinational telco Altice, have reportedly been planning to make an offer to buy the MVNO.
Carphone created UK ISP TalkTalk following its acquisition of Opal in 2002, but the group was demerged and listed as a standalone company in 2010, although it is still chaired by Sir Charles.
Citigroup financially advised Dixons on the merger, while Carphone hired Deutsche Bank.
