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European deals: TDC accepts takeover bid; Fox under pressure to hike Sky offer

S&P Global Market Intelligence provides a wrap-up of European media and communications deal announcements, completions and updates from Feb. 12 to Feb. 16.


* The board of TDC A/S is recommending investors back a revised takeover offer from a consortium comprising Macquarie Infrastructure and Real Assets (Europe) Ltd. and Danish pension funds PFA, PKA and ATP, according to a Feb. 12 news release. The consortium is offering 50.25 Danish kroner per TDC share, representing a premium of 30.6% to TDC's average share price of 38.48 kroner apiece in the three months that ended Jan. 31, which represents "improved terms compared to previous nonbinding proposals made." Completion of the deal is subject to customary merger clearance and approvals from regulators and shareholders. The Macquarie-led consortium earlier offered 47 kroner per TDC share, which would have valued the Danish operator at around 30.43 billion kroner. TDC rejected that offer. In the revised offer, TDC is now valued at 40 billion kroner, or $6.7 billion, Reuters reported Feb. 12. As a result, TDC will drop its planned $2.5 billion acquisition of Modern Times Group AB's broadcasting and entertainment assets, which has to be abandoned as a condition of the takeover offer.

* 21st Century Fox Inc. is under increased pressure to boost its takeover offer for Sky plc after the British company secured a range of Premier League rights packages. Following the exclusive sports deal, Sky investor Polygon Global Partners said the earlier agreed offer by Fox now undervalues the company, Reuters reported. Sky's shares increased Feb. 14 by 3.5% to £10.98, higher than Fox's £10.75 per share offer. Of the seven rights packages up for grabs, Sky secured packages B, C, D and E with a total of 128 matches. The company will pay £1.193 billion per year under the three-year contract.

* Fox has earlier suggested "firewall remedies" at Sky News (UK) in a bid to address concerns from U.K. antitrust regulator Competition and Markets Authority regarding the company's proposed takeover of Sky, Variety reported Feb. 12. The remedies include the commitment to set up an independent editorial board for Sky News, and a commitment to back Sky-branded news services for at least five years. The independent board will reportedly have the "sole responsibility for setting editorial strategy and direction for Sky News' digital, television and radio output." The board will also work free of any influence from a Fox executive or a member of the Murdoch family. The proposals were submitted to the CMA in the week of Feb. 5.

M&A Media

* Grupo Televisa SAB agreed to sell its 19% stake in Spanish media group Imagina Media Audiovisual SL for about €284 million, the company said Feb. 16. The closing and total proceeds to be received are subject to the fulfillment of certain conditions and is expected to take place in the next few months.

* Shutterstock Inc. agreed to sell its digital asset management business, known as WebDAM Inc., to Bynder LLC, a unit of Amsterdam-based digital asset management company Bynder BV, for about $49.1 million in cash. The purchase price is subject to certain adjustments. The closing is expected to occur on or about Feb. 26, the company said in a Form 8-K filed Feb. 16.

* Chinese private equity firm Orient Hontai Capital will begin to take control of Mediapro after acquiring a 53.3% stake in the company for about €900 million, Advanced Television reported Feb. 14. The stakes have been acquired from private equity firm Torreal, Televisa and one of the founders Gerard Romy. The parties own 23%, 19% and 12% stakes in the Spanish broadcasters, respectively. Mediapro Chairman Jaume Roures will remain at the company, with founding partner Tatxo Benet. Deal completion was announced late in 2017.

M&A Communications

* French IT services company Atos SE has completed its deal to acquire Unify Inc. for a transaction value of €390.0 million. In addition to general closing conditions, the deal required additional review for antitrust concerns.