Shareholders of US wireless network operator Alltel have voted overwhelmingly to approve the acquisition of the company by TPG Capital and GS Capital Partners in a transaction valued at ap
Shareholders of US wireless network operator Alltel have voted overwhelmingly to approve the acquisition of the company by TPG Capital and GS Capital Partners in a transaction valued at approximately USD27.5bn. Some 97 per cent of the shares voted at a special meeting were cast in favour of the purchase, representing about 73 percent of the total shares outstanding and entitled to vote.
Alltel is owner and operator of the largest US wireless network and has 12 million wireless customers. Following closure of the transaction, which still awaits approval from the Federal Communications Commission, the company’s shareholders will receive USD71.50 in cash for each share of Alltel common stock.
‘I’m very pleased to receive such strong shareholder support for this transaction,’ says Alltel president and chief executive Scott Ford. ‘With today’s stockholder vote, we have received all required approvals except the FCC approval. While the company is waiting to hear from the FCC more definitively on the timing of its approval process, we expect to receive a favourable FCC vote in time for the transaction to close by year-end.’
The USD71.50 per share price represents a 23 per cent premium over Alltel’s closing share price before the first media reports of a potential transaction were published on December 29, 2006.
‘This transaction delivers substantial and certain value to our shareholders while providing the company with long-term partners who share our commitment to our customers, employees and the communities we serve,’ says Ford. ‘TPG and GSCP are long-term investors who are willing to make the investments necessary to continue to grow our wireless business in all of our markets. This transaction also ensures our customers can continue to rely on Alltel to deliver high-quality service and leading edge products and services.’
Richard Friedman, head of the merchant banking division at Goldman Sachs, says: ‘Alltel has a long history of growth through strategic acquisitions, combined with a strong focus on customer service. We are excited about this opportunity to partner with an exceptional management team to continue to support their strategies for growth.’
Merrill Lynch, Stephens and JP Morgan Securities acted as Alltel’s financial advisors, and Wachtell, Lipton, Rosen & Katz acted as legal advisor. Citigroup and Goldman Sachs acted as financial advisors to TPG and GSCP; Cleary Gottlieb Steen & Hamilton acted as legal advisor to TPG; Weil Gotshal & Manges acted as legal advisor to GS Capital Partners; and Akin Gump Strauss Hauer & Feld acted as regulatory counsel to the buyers. Acquisition financing is being provided by Goldman Sachs, Citigroup, Barclays and RBS.
TPG Capital is the global buyout business of TPG, formerly known as Texas Pacific Group, a private investment firm founded in 1992 with more than USD30bn in assets under management and offices in San Francisco, London, Hong Kong, New York, Minneapolis, Fort Worth, Melbourne, Menlo Park, Moscow, Mumbai, Shanghai, Singapore and Tokyo.
TPG Capital has experience with public and private investments executed through leveraged buyouts, recapitalisations, spinouts, joint ventures and restructurings in industries including communications, technology, healthcare, retail and consumer, travel, media, industrials and financial services.
Since 1986, Goldman Sachs has raised 13 private equity and mezzanine investment funds totalling USD56bn in capital commitments. GS Capital Partners, the private equity vehicle through which the group conducts its privately negotiated corporate equity investment activities, is currently investing its GS Capital Partners VI fund.
