TDC in $15.6 Billion Tender Offer, History’s Second-Largest (and Europe’s Largest) Buyout
November 30, 2005
Cleary Gottlieb is representing Goldman Sachs International as financial advisor to TDC A/S in the public tender offer for the entire share capital of TDC by Nordic Telephone Company ApS, an entity owned by private equity firms Apax Partners Worldwide LLP; The Blackstone Group International Limited; Kohlberg Kravis Roberts & Co. L.P.; Permira Advisers KB and Providence Equity Partners Limited.
Under the terms of the offer, which the TDC board of directors agreed to recommend, shareholders would receive DKK 382 per share (ADS holders would receive the per share U.S. dollar equivalent). The total value of the transaction, including existing indebtedness, is approximately $15.6 billion, making it the largest private equity buyout since the $25 billion purchase of RJR Nabisco in 1988 and the largest ever in Europe. Goldman Sachs rendered a fairness opinion to the TDC board of directors.
Copenhagen-based TDC is a leading provider of communications solutions with significant presence in selected markets in northern and central Europe. Its common shares are listed on the Copenhagen Stock Exchange and its ADSs on the NYSE.