New KPN-iBasis Tender Offer

Have entered into an agreement under which KPN will make a final increase of its offer for outstanding shares in iBasis to $3.00 per

November 23, 2009

3 Min Read

THE HAGUE, Netherlands, and BURLINGTON, Mass. -- KPN B.V. (“KPN”) and iBasis, Inc. (NASDAQ: IBAS) (“iBasis”) today announced that they have entered into a settlement agreement under which KPN will make a last and final increase of its offer for the outstanding shares in iBasis not otherwise held by KPN to $3.00 per share in cash. The Special Committee of iBasis’s Board of Directors has unanimously approved the agreement and recommends that iBasis stockholders tender their shares in KPN’s tender offer.

The last and final offer price of $3.00 per share represents a premium of 130.8% over the $1.30 closing price of iBasis shares on July 10, 2009 (the last trading day prior to the announcement of KPN’s tender offer) and 158.5% over the $1.16 average closing price during the three months prior to the announcement of the tender offer, and a 32.7% premium over the closing price of $2.26 on Friday, November 20, 2009. KPN currently owns a stake of approximately 56% in iBasis. The minority stake of approximately 44% not owned by KPN would be valued at $93.3 million at the $3.00 per share last and final offer price. KPN believes the transaction represents a unique opportunity for iBasis stockholders to realize liquidity at a meaningful premium to recent trading prices of iBasis shares.

In connection with the settlement agreement, KPN and iBasis also have agreed to the dismissal with prejudice of all claims in the litigation pending between the parties in the Delaware Court of Chancery and the United States District Court for the Southern District of New York. In addition, iBasis has agreed to terminate its July 30, 2009 stockholder rights plan.

KPN’s acquisition of the remaining publicly held interests in iBasis will enable iBasis to continue to execute on its business plans and strategies with the full support of KPN’s management and resources. KPN believes that the transaction represents an exciting opportunity for KPN and iBasis’s customers, partners and employees. KPN’s management team looks forward to working together with iBasis’s employees to reach iBasis’s operational and strategic objectives. iBasis’s operations will continue to be located in Burlington, Massachusetts.

KPN will amend its existing tender offer to reflect the last and final price of $3.00 per share, extend the expiration of the tender offer to midnight, New York City time, on Tuesday, December 8, 2009, and reflect the other terms of the settlement agreement. The tender offer remains subject, among other things, to the condition that a majority of the public stockholders tender their shares. If the tender offer is completed and KPN owns at least 90% of the outstanding shares of iBasis following such completion, KPN will promptly consummate a second-step merger in which all remaining public stockholders will, without the need for further action by any public stockholder, receive $3.00 per share for their shares. As of midnight on Friday, November 20, 2009, approximately 491,707 shares have been tendered in and not withdrawn from the tender offer.

KPN Telecom NV (NYSE: KPN)

iBasis Inc. (Nasdaq: IBAS)

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