Alaska Communications uses third-party interest to get better merger deal
Alaska Communications Systems Group, Inc. (NASDAQ: ALSK) says it has reached a new agreement to be acquired by Macquarie Capital and GCM Grosvenor (NASDAQ: GCMG), through its Labor Impact Fund, L.P., that raises the purchase price to $3.20 per share in cash versus the previously agreed to $3.00 per share in cash. The new agreement, now valued at approximately $320 million, including debt, came about when a third party submitted a bid for Alaska Communications that was better than what Macquarie and GCM originally offered.
The new deal represents a premium of approximately 68% over Alaska Communications’ closing per share price of $1.91 on November 2, 2020, the last trading day prior to the date the original merger agreement was executed. The terms also are a premium of approximately 61% over the 30-day volume-weighted average price as of November 2, 2020.
The new agreement continues to have the support of TAR Holdings, LLC, a stockholder of the company, as well as Alaska Communications board of directors. The deal is subject to the approval of Alaska Communications’ stockholders, regulatory approvals, and other customary closing conditions. The additional cash will come from an increase in the fully committed equity financing from Macquarie Capital and GCM and therefore is not subject to any condition with regard to financing.
Alaska Communications announced December 4 the closing the previous day of the “go shop” period under the original agreement in which it could solicit potentially superior bids. The service provider said at the time that it had received two new proposals. One proposal offered $3.15 per share, which the Board determined constituted a “Superior Proposal” as defined in the original Macquarie/GCM merger agreement. The other, the board said, “would reasonably be expected to result in a Superior Proposal.” The Macquarie/GCM team had four days to put together a higher bid, which it did.
Macquarie/GCM would have received a $4.2 million termination fee if a new deal had not been struck.
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Stephen Hardy | Editorial Director and Associate Publisher, Lightwave
Stephen Hardy is editorial director and associate publisher of Lightwave and Broadband Technology Report, part of the Lighting & Technology Group at Endeavor Business Media. Stephen is responsible for establishing and executing editorial strategy across the both brands’ websites, email newsletters, events, and other information products. He has covered the fiber-optics space for more than 20 years, and communications and technology for more than 35 years. During his tenure, Lightwave has received awards from Folio: and the American Society of Business Press Editors (ASBPE) for editorial excellence. Prior to joining Lightwave in 1997, Stephen worked for Telecommunications magazine and the Journal of Electronic Defense.
Stephen has moderated panels at numerous events, including the Optica Executive Forum, ECOC, and SCTE Cable-Tec Expo. He also is program director for the Lightwave Innovation Reviews and the Diamond Technology Reviews.
He has written numerous articles in all aspects of optical communications and fiber-optic networks, including fiber to the home (FTTH), PON, optical components, DWDM, fiber cables, packet optical transport, optical transceivers, lasers, fiber optic testing, and more.
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