Liberty Global, Inc. ("Liberty Global,” "LGI,” or the "Company”)
(NASDAQ: LBTYA) (NASDAQ: LBTYB) (NASDAQ: LBTYK) today announced that it
has reached an agreement to sell its subsidiaries that directly or
indirectly hold its 37.8% ownership interest in Jupiter
Telecommunications Co., Ltd. ("J:COM”), a leading broadband provider of
communications services in Japan, to KDDI Corporation, the second
largest wireless operator in Japan.
Liberty Global is selling for cash its subsidiaries that directly or
indirectly hold its interest in J:COM, including those subsidiaries
which collectively own its interest in LGI / Sumisho Super Media LP
("Super Media”). Additionally, Liberty Global will retain the right to
receive the anticipated final 2009 dividend of ¥490 per share
attributable to its interest in J:COM that is expected to be approved at
the March 2010 J:COM shareholders meeting. Including both the agreed
upon purchase price and the anticipated dividend, Liberty Global expects
to realize gross proceeds of approximately ¥363 billion ($4.0 billion as
of January 22, 2010).
This would imply a transaction value on LGI’s attributable 2.6 million
J:COM shares of approximately ¥140,000 per J:COM share, representing an
approximate 65% premium to J:COM’s closing share price on January 22,
2010. The transaction represents an enterprise multiple of approximately
8.3 times J:COM’s September 30, 2009 last twelve months consolidated
operating cash flow, as customarily defined by Liberty Global. In terms
of net proceeds, LGI will repay the ¥75 billion ($833 million as of
January 22, 2010) LGJ Holdings credit facility and will incur certain
costs and taxes. Prior to closing, Sumitomo Corporation’s ("Sumitomo”)
interest in Super Media will be redeemed for the J:COM shares
attributable to it and LGI will acquire the minority interests in one of
the subsidiaries to be sold. Closing of the transaction is subject to
the satisfaction of certain conditions and is expected to occur on or
around February 10, 2010, subject to extension.
Mike Fries, President and Chief Executive Officer of Liberty Global,
said, "Our investment in J:COM and our partnership with Sumitomo over
the last 15 years have both been extremely successful and gratifying.
The J:COM management team and, in particular Liberty Global executives
Miranda Curtis and Graham Hollis, have created a world class operation
and substantial value for our shareholders. While we pride ourselves on
being long-term operators, we have also demonstrated a disciplined and
opportunistic approach to rebalancing our business interests
globally. Exiting the Japanese market at a substantial premium allows us
to redirect our capital into more strategic consolidation opportunities
in our core markets as well as our ongoing stock buyback initiatives.”
Liberty Global is being advised by JPMorgan in connection with this
transaction.
About Liberty Global
Liberty Global is the leading international cable operator offering
advanced video, voice and broadband internet services to connect its
customers to the world of entertainment, communications and information.
As of September 30, 2009, Liberty Global operated state-of-the-art
networks that served approximately 17 million customers across 14
countries principally located in Europe, Japan, Chile, and Australia.
Liberty Global’s operations also include significant programming
businesses such as Chellomedia in Europe.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements involve certain risks and uncertainties that
could cause actual results to differ materially from those expressed or
implied by these statements. These risks and uncertainties include our
ability to consummate the transaction in accordance with the disclosed
terms, changes in exchange rates and other factors that may impact the
U.S. dollar value of the proceeds to be received, and our expectation
regarding J:COM’s 2009 final dividend as well as other factors detailed
from time to time in the Company's filings with the Securities and
Exchange Commission including our most recently filed Forms 10-K and
10-Q. These forward-looking statements speak only as of the date of this
release. The Company expressly disclaims any obligation or undertaking
to disseminate any updates or revisions to any forward-looking statement
contained herein to reflect any change in the Company's expectations
with regard thereto or any change in events, conditions or circumstances
on which any such statement is based.