British satellite operator Inmarsat has rebuffed a request by investor Oaktree Capital Management to delay its acquisition by a consorium of private equity and pension fund investors.
Inmarsat, which is listed on the London Stock Exchange, agreed to be acquired by funds managed by Apax and Warburg Pincus, Canada Pension Plan Investment Board and Ontario Teachers’ Pension Plan Board in March for $7.21 a share, or $3.4 billion in total (£2.6 billion).
The deal has since undergone various approval processes and is on the cusp of closing, with a court sanction hearing scheduled for November 12.
But on November 5, Oaktree, which owns a 2.85% stake in Inmarsat and voted against the take-private deal, sent a letter to the company’s board requesting a delay to the court hearing.
Oaktree says the takeover offer undervalued Inmarsat and that the company did not disclose enough details regarding its Ligado Networks spectrum assets when it recommended the deal to shareholders.
The US Federal Communications Commission is expected to rule on license modifications related to spectrum leases held by Ligado soon. Oaktree says Inmarsat’s existing shareholders should benefit if the FCC ruling is favorable.
“Oaktree believes the Takeover Offer that the Board of Inmarsat recommended to shareholders earlier this year ascribes no value to these crucial spectrum assets and the associated lease for use in developing a 5G network, which in light of recent developments may be approved by the FCC in the near term,” the investor noted in a press release.
Inmarsat’s board responded the same day, noting that “it is aware of the recent commentary regarding the potential Ligado License Modification” but adding that any potential upside remains “uncertain” and that “there has been no material change since it recommended the Acquisition.”
The sanction hearing is set to go ahead on November 12 as planned.
Investment banks JP Morgan Cazenove, PJT Partners and Credit Suisse are advising Inmarsat on the transaction and Clifford Chance is the company’s legal counsel.
UBS is leading a group of three financial advisers to the acquiring consortium. Bank of America and Barclays are the other two. The consortium’s legal advisers are Kirkland & Ellis and Freshfields Bruckhaus Deringer, with Freshfields focusing on anti-trust matters.
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