Business
General Meeting & further info re the Transaction
General Meeting & further info re the Transaction.
About this update from Zegona Communications Plc
[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE A TAKEOVER OFFER OR AN OFFER OF SECURITIES. NO OFFER OR SALE OF SECURITIES MAY OCCUR IN THE UNITED STATES UNLESS THE TRANSACTION HAS BEEN REGISTERED UNDER THE US SECURITIES ACT OF 1933 OR IS EXEMPT FROM REGISTRATION THEREUNDER.\nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE UK VERSION OF THE MARKET ABUSE REGULATION (EU 596/2014) WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.\n \n31 October 2023\n \nZegona Communications plc (\"Zegona\" or the \"Company\")\n \nGeneral Meeting and further information about the Transaction\n \nFurther to the announcement on 31 October 2023 regarding the acquisition of Vodafone Group plc's Spanish business, a Circular containing a Notice of General Meeting has today been posted to Zegona Shareholders.\nFurther key information in relation to the Transaction is set out below.\nCapitalised terms used and not defined in this Announcement have the meaning given to them in the Appendix.\nKey Information about the Transaction\nPursuant to the Acquisition Agreement, the consideration payable by the Company is €5 billion which is subject to adjustments as set out in the Acquisition Agreement. The purchase price is based on an enterprise value of €5 billion.\nThe enterprise value of €5 billion represents a multiple of 3.9x FY23 Business EBITDAaL1 of approximately €1.3 billion. This valuation benchmarks attractively to precedent European telecoms transaction multiples such as the sale of Euskaltel to MásMóvil in 2021 and the Orange/MásMóvil merger announced on 23 July 2022.\nBackground to, and reasons for, the Transaction\nThe Zegona Group has significant relevant experience in the Spanish telecommunications market, including through its ownership of Telecable and shareholding in Euskaltel. Having followed the business closely for some time, Zegona views Vodafone Spain with the same enthusiasm it had for Telecable and Euskaltel.\nZegona's investment thesis for Vodafone Spain rests on five key pillars to enable Vodafone Spain to continue to compete ef...