Virgin shareholders approve Liberty Global deal

5 Jun 2013

With Liberty Global shareholders having given the nod to the acquisition of UK cableco Virgin Media on Monday, stockholders of the latter have added their support following a special meeting held yesterday to vote on the matter. In confirming approval for the deal at its end, Virgin Media revealed that stockholders owning a total of 217,047,384 of its shares voted to adopt the Merger Agreement, representing approximately 80.22% of the shares of the Company’s common stock outstanding as of 4 June 2013. As a result, Virgin Media noted in a filing confirming the development that the deal is expected to be completed on or around 7 June 2013. Assuming that it does close on that date, the UK outfit noted that its common stock will continue to trade on the NASDAQ Global Select Market until the close of business on 7 June 2013, following which it will be suspended and removed from trading. In addition, as previously announced last month, Virgin Media intends to delist from the London Stock Exchange (LSE) from 10 June 2012.

As previously reported by CommsUpdate, in February 2013 it was confirmed that Liberty Global had reached a deal to acquire Virgin Media, under which shareholders in the latter would receive USD17.50 in cash, in addition to 0.2582 Liberty Global Series A shares and 0.1928 Liberty Global Series C shares, for each share they hold in the UK operator. Liberty Global’s Series A share price of USD69.46 and Series C share price of USD64.50 as at 4 February 2013 implied a price of USD47.87 per Virgin Media share, and as such, the implied purchase price of the entire transaction, before taking into account transaction costs and other expenses, represented an equity value of approximately USD16.0 billion and an enterprise value of approximately USD23.3 billion. Meanwhile, the USD5.9 billion cash component of the equity purchase price is to be funded ‘largely through a combination of debt financing and available liquidity of both Liberty Global and Virgin Media’.

United Kingdom, Liberty Global, Virgin Media