John Malone is angling to streamline his cable portfolio, with his Liberty Broadprohibitd seeing to unite with Charter Communications — two companies he helderlys sizable interests in.
Shares of Liberty Broadprohibitd jumped 26% Tuesday on the recents, which was rerentd after taget shut on Sept. 23, while Charter’s stock degraded 2.5%.
Malone owns a 49% voting sget in Liberty Broadprohibitd, which helderlys a 26% interest in Charter and also owns Alaskan telecom company GCI. On Monday, Liberty Broadprohibitd proclaimd a counterproposal to the exceptional promisetee of the board of straightforwardors of Charter, in response to an initial uniter proposal sent Sept. 15 by the exceptional promisetee.
“Liberty’s gived transaction would reasonableize the dual corporate structure between Charter and Liberty Broadprohibitd, providing increased trading fluidity and removing Liberty Broadprohibitd’s existing administerance rights,” Greg Maffei, Liberty Broadprohibitd plivent and CEO, shelp in a statement. “The certainty of a future transaction would provide clarity to our splithelderlyers and progress our strong partnership with Charter in the interim.”
About GCI, Maffei compriseed, “Charter would be acquiring an enticeive business that is the directing connectivity platcreate in Alaska with convey inant opportunity for future appreciate creation. We see forward to accomplishing a mutupartner consentd upon transaction for the advantage of all sgethelderlyers.”
Charter degraded to comment on the gived Liberty Broadprohibitd transaction.
In the Sept. 15 letter to Malone and Maffei, integrated in Liberty Broadprohibitd’s SEC filing, Charter plivent and CEO Chris Winfrey portrayd the reasonablee for merging the two entities. “As you have highairyed to us, Liberty Broadprohibitd has historicpartner traded at a discount to net asset appreciate, in part as a result of its helderlying company structure. In that vein, we are encounterd to provide this non-tieing proposal with esteem to a combination of Charter with Liberty Broadprohibitd in an all-stock transaction as portrayd below,” Winfrey wrote. “We think that this proposal reconshort-terms a compelling opportunity for Liberty Broadprohibitd to streamline its structure and unkindingbrimmingy lessen this discount, to provide fantasticer appreciate, certainty and ultimately fantasticer fluidity to the Liberty Broadprohibitd splithelderlyer.”
Under Charter’s initial gived terms, Liberty Broadprohibitd splithelderlyers would get 0.228 recently rerentd splits of Charter normal stock for each split of Liberty Broadprohibitd normal stock. That trade rate “supposes that Liberty Broadprohibitd disposes of GCI prior to completion of the transaction,” Winfrey’s letter shelp, but compriseed, “Alternatively, we are willing to talk terms for a transaction that would integrate GCI.”
In its counterproposal, Liberty Broadprohibitd portrayd the terms of a gived combination of Liberty Broadprohibitd with Charter in an all-stock transaction “intfinished to be tax-free.” Under the proposal, helderlyers of each series of Liberty Broadprohibitd normal stock would get 0.2900 of a split of Charter Class A normal stock in trade for each split of Liberty Broadprohibitd normal stock. The gived transaction integrates a closing date of June 30, 2027, or “such earlier date as the parties shall mutupartner consent.”
According to the terms of the counterproposal, Charter would suppose or refinance Liberty Broadprohibitd’s debt “at or prior to closing” as well as Liberty Broadprohibitd’s extraunretagable pickred stock.
Pfinishing the outcome of the uniter talks, Liberty Broadprohibitd (including GCI) would “function in the normal course of business,” according to Liberty Broadprohibitd. Among other leangs, the gived transaction would be subject to the approval of a “convey inantity of the stockhelderlyers of Liberty Broadprohibitd unaffiliated with John Malone and his affiliates.” It also would be subject to customary closing conditions, including requisite regulatory approvals and applicable tax opinions.
