Israeli holding company Scailex has agreed to sell a 30.73% stake in telco Partner Communications to Saban Capital Group’s SB Israel Telecom in a deal worth about US$365.13m.
The agreement will see Saban Capital, owned by American-Israeli media tycoon…
Israeli holding company Scailex has agreed to sell a 30.73% stake in telco Partner Communications to Saban Capital Group’s SB Israel Telecom in a deal worth about US$365.13m.
The agreement will see Saban Capital, owned by American-Israeli media tycoon Haim Saban, acquire 48 millionordinary shares in Israel’s second largest telco for NIS478,333 (US$125,620), Scailex said in a letter to the Tel Aviv Stock Exchange and Israel’s Securities Authority.
Saban will also pay NIS250m (US$65m) in cash.
As expected, Saban has also agreed to take on Partner’s debt pile of US$300m.
The financing was provided by Singapore-based Advent Investment, a subsidiary of Hong Kong-based conglomerate Hutchison Group.
As a result of the transaction, Scailex reduces its stake in Partner, which operates under the Orange brand, from 44.5% to 13.8%, while its parent company Suny Electronics retains a 1.4% stake.
If Bank Leumi le-Israel (BLL), which has a 4.99% stake in Partner, chooses to sell shares pursuant to a ‘tag-along right’, Saban has agreed to acquire up to 3,166,677 of them. Saban and Scailex have also agreed to buy up to 5.3 million additional shares BLL may choose to sell.
Saban and Partner will sign a separate shareholders’ agreement once the deal closes.
The transaction is subject to numerous conditions, including the approvals Israel’s communications ministry, the antitrust commissioner and the Hutchison Group.
Saban is expected to complete its due diligence process by 27 December.
The deal itself is expected to close by 7 February 2013 if the communications ministry and antitrust commissioner approvals are received in time. If not, the deadline will be extended to 28 March.
Prior to the Saban talks, a deal between Scailex and Hutchison Whampoa fell through as a result of concerns over Partner’s financial performance.
Partner’s ADSs are quoted on the NASDAQ Global Select Market and its shares are also traded on the Tel Aviv Stock Exchange.
The company reported total revenues of NIS1.3bn (US$336m) for the third quarter, down 25% from the same period last year.
