Investment fund Altice has announced that its wholly-owned subsidiary, Altice France is acquiring a 34.6 per cent stake in French cable telco Numericable Group from Carlyle Cable Investments and CCI (F3) S.à r.l (Cinven), as previously announced on April 7, 2014.
A first portion, representing approximately 20.6 per cent of Numericable shares out of the 34.6 per cent purchased, will be financed by the issuance of 24,751,873 new ordinary shares by Altice which has applied for the listing of these shares on Euronext Amsterdam N.V. The listing is expected to take effect on July 25, 2014.
The new ordinary shares of €0.01 in the capital of Altice S.A. will be subscribed for by Carlyle and Cinven in exchange for the contribution in kind to Altice S.A. of, in aggregate, 25,517,396 shares in Numericable. This represents a stake of 20.6 per cent in Numericable, which Altice will transfer on the same date to Altice France.
Immediately following this listing, Altice S.A’s total number of shares outstanding will be 247,722,490 and Carlyle will own 6.7 per cent and Cinven will own 3.3 per cent of Altice. Carlyle and Cinven have entered into a ‘lock up’ agreement and cannot sell their new Altice shares before September 30, 2014.
The remaining portion, representing approximately 14 per cent of Numericable shares out of the 34.6 per cent purchased, will be settled in cash by Altice France by January 31, 2015. Altice has already financed the cash for this transaction from its equity capital increase on June 24, 2014.
Following these two transactions, Altice France’s stake in the share capital of Numericable increases from 40 per cent to 74.6 per cent. The completion of these transactions was preceded by the granting to Altice France of a waiver from the obligation to launch a tender offer on all the Numericable’s shares of common stock by the French Autorité des Marchés Financiers.
These transactions terminate the shareholders’ agreement entered into between Altice France, Carlyle and Cinven, in place since the initial public offering of Numericable on the Euronext Paris Market of NYSE Euronext in November 2013.