The management of German DTH firm Sky Deutschland has recommended minority shareholders do not accept a takeover deal from British satellite broadcaster, broadband and telephony services provider BSkyB.
BSkyB has made a €6.75 (US$8.75) per share…
The management of German DTH firm Sky Deutschland has recommended minority shareholders do not accept a takeover deal from British satellite broadcaster, broadband and telephony services provider BSkyB.
BSkyB has made a €6.75 (US$8.75) per share offer for the rest of the group, after agreeing to buy a 57% stake for roughly US$4.7bn from Rupert Murdoch’s 21st Century Fox.
It was required to make an offer for the rest of it under German takeover law; however, Sky Deutschland’s executive board said the bid “does not reflect the full potential and thus intrinsic value of Sky Deutschland’s business”.
The deal is part of BSkyB’s wider European pay-TV expansion plans, which will also see it snap up 100% of Sky Italia from 21st Century Fox for nearly US$4bn.
Sky Deutschland CEO Brian Sullivan is the only member of the German group’s management board to hold a stake in it, with 30,000 shares in total.
Of Sky Deutschland’s supervisory board, Stefan Jentzsch and Harald Rosch hold 120,000 and 29,750 shares, respectively.
Meanwhile, supervisory board members Chase Carey, Mark Kaner and Jan Koeppen own shares in 21st Century Fox, which has a 39% stake in BSkyB.
James Murdoch, son of Rupert Murdoch, is also on the supervisory board and – along with Carey, Kaner and Koeppen – abstained from voting when it resolved its recommendation statement.
BSkyB priced £3.25bn (US$5.24bn) of euro and US dollar denominated bonds at marginal discounts last week to help fund its acquisitions. They followed a £6.6bn (US$10.8bn) loan package that was secured back in July.
Barclays, JP Morgan and Morgan Stanley are mandated lead arrangers and bookrunners for the debt facilities. Barclays and Morgan Stanley are also BSkyB’s financial advisers for the deals.
Sky Deutschland is advised by BofA Merill Lynch.
The European Commission approved BSkyB’s Sky Deutschland and Sky Italia’s acquisitions on 11 September, after deciding that they would not raise competition concerns.
