Ad hoc announcement acc. to Sec. 15 WpHG: United Internet sells Versatel investment to KKR and receives call options
Montabaur, May 19, 2011. In connection with the announcement made today by VictorianFibre Holding GmbH, a holding company controlled by funds advised by Kohlberg Kravis Roberts & Co. L.P. (together with affiliates, "KKR"), that it intends to make a public offer to all shareholders of Versatel AG to buy their Versatel shares, the Management Board of United Internet AG (ISIN DE0005089031) states the following:
United Internet AG has undertaken to sell the Versatel shares it holds (11,492,000 units) to KKR at a price of EUR 5.50 per share. The corresponding agreements were signed today. Of the total purchase price of EUR 63.2 million, an amount of EUR 3.4 million will be paid in cash while payment of the remaining EUR 59.8 million is to be deferred in the form of an interest-free vendor loan until the expiry of 17 months from completion of the transaction.
Completion of the transaction is subject to approval from the respective anti-trust authorities.
On expiry of 17 months from completion of the transaction, United Internet is to be granted the option of purchasing 25.1% of shares in the holding company founded by KKR for the Versatel acquisition at the same conditions as KKR.
For the period of 17 months from completion of the transaction, United Internet shall also receive a call option for 100% of shares in the holding company founded for the acquisition by KKR, which can be exercised during specified exercise windows.
In the course of the transaction, United Internet and KKR have agreed a long-term cooperation regarding the further development of Versatel AG. Following the completion of the transaction, United Internet will also serve on committees of Versatel AG. Moreover, United Internet and KKR intend to cooperate closely in the private customer business.
The transaction is to be completed in the 3rd quarter of 2011. From the current perspective, United Internet expects to receive income of approx. EUR 15 million from the sale of Versatel shares, which it will use for a further increase in its new customer acquisition activities.