Polish fixed-line provider Netia has agreed to acquire Telefonia Dialog, the telco controlled by mining company KGHM, for PLN944m (US$288m).
Netia said that the transaction is still subject to approval from antimonopoly authorities. If approval is not…
Polish fixed-line provider Netia has agreed to acquire Telefonia Dialog, the telco controlled by mining company KGHM, for PLN944m (US$288m).
Netia said that the transaction is still subject to approval from antimonopoly authorities. If approval is not received by the end of June 2012, the agreement will be terminated “unless the parties resolve otherwise”.
The PLN944m price includes Dialog’s enterprise value of PLN890m (an EBITDA multiple of 6.4x) and its net cash balance of PLN54m (as of 31 May).
This price will also be increased by interest accrued between 31 May and the deal’s closure. The rate of interest is set at an annual rate of 4.76%.
Dialog provides fixed-line telecoms, broadband and TV services, mainly in the Lower Silesia region. It also provides mobile services through an MVNO agreement with Polish mobile operator Polkomtel.
Through the acquisition of Dialog, Netia has also become an indirect shareholder in two of its subsidiaries: Petrotel, which provides fixed-line services in the city of Plock, and Avista Media, a customer service centre.
Financial adviser to KGHM was Rothschild and Gide Loyrette Nouel advised on legal aspects.
Netia was advised by Raffeisen in a consortium with Lazard and Rabobank. Netia’s legal adviser was Weil, Gotshal & Manges.
The president of Netia, Miroslaw Godlewski, said: “The substantial increase in the potential of the Netia Group will enable us to enrich our company’s offer, achieve optimal synergy and a position as the number 1 operator of on-line services in Poland.”
Separately, Netia announced a PLN650m five-year loan, which will be used to finance the Dialog acquisition.
It also announced a PLN50m revolver, to be used for general corporate purposes.
The facility agent for this financing was Rabobank, while the other lenders are BNP Paribas, BRE and Raffeisen.
In a third announcement, Netia said that it had also agreed to acquire Crowley Data Poland for US$31.8m from Crowley Data and Crowley Poland.
Crowley Data Poland provides data transmission, voice and internet service to institutional customers.
Netia said that the closing of this deal depended on antitrust approval within six months.
