Hengeler Mueller advises Tele Columbus on acquisition of pepcom and on planned capital increase

14. September 2015

Tele Columbus AG (“Tele Columbus”), the third largest German cable network operator, today entered into an agreement to acquire pepcom GmbH (“pepcom”), the fourth largest German cable network operator, from Lead Luxembourg 2 S.à r.l. The purchase price amounts to €608m on a cash and debt free basis (enterprise value). The purchase price payable after taking into consideration net debt, debt-like items and the 30% minority participation in KMS Kabelfernsehen München ServiCenter GmbH & Co amounts to approximately €505m (equity value).

The closing is expected to occur by the end of 2015, at the latest by April 30, 2016.

It is planned to finance the purchase price through a combination of cash on balance sheet, additional senior financing under the existing SFA and an equity bridge loan. The equity bridge financing and potentially a portion of the debt financing shall be repaid by an equity rights issue based on the resolution adopted by the extraordinary shareholders’ meeting today.

Hengeler Mueller is advising Tele Columbus on the acquisition of pepcom, the extraordinary shareholders’ meeting, the financing and on the implementation of the capital increase. The Hengeler Mueller team includes partners Daniel Wiegand (M&A), Achim Herfs (Capital Markets/Corporate), Jochen Vetter (Corporate) (all Munich), Thomas O. Cron, Daniel M. Weiß, Heinrich Knepper (all Financing), Matthias Scheifele (Tax), Christian Hoefs (Labour) (all Frankfurt), counsel Anna Schwander (Capital Markets, Munich) as well as associates Jakub Lorys, Christian Lutz, Philip Goj (all M&A, Munich), Martin T. Mohr, Alexander Kredig (both Tax) and Anne Broll (Labour) (all Frankfurt). This year, Hengeler Mueller already comprehensively advised Tele Columbus on the IPO including all related corporate law issues and on the complete refinancing in connection with the IPO as well as on the acquisition of Prima Com and the capital increase.