Hawaiian Telcom apparently will have a new owner for the second time in less than three years.
Cincinnati Bell announced Friday it had agreed to be acquired by Macquarie Infrastructure Partners for $15.50 a share in a transaction valued at $2.9 billion, including debt. The all-cash deal ends a three-month bidding war in which Macquarie, a subsidiary of Sydney-based Macquarie Group Ltd.; and Toronto-based Brookfield Infrastructure submitted a total of eight offers that either matched or exceeded the previous bid. Macquarie’s last bid was received March 5.
The deal is expected to close in the first half of 2021 subject to approval by Cincinnati Bell shareholders and regulatory approvals.
Cincinnati Bell Chairman Lynn Wentworth said after “carefully evaluating” Macquarie Infrastructure’s revised offer that it is confident that the transaction is in the best interest of Cincinnati Bell and its shareholders.
“This underscores the robust and disciplined process that we executed to ensure immediate and maximum value creation for our shareholders,” Wentworth said in a statement.
The new transaction price of $15.50 a share represents a 7% increase from the previous agreement with Brookfield of $14.50 a share and is a 101% premium to Cincinnati Bell’s closing per share price of $7.72 on Dec. 20, the last trading day prior to the date when the original merger agreement with Brookfield was reached.
Macquarie Infrastructure Partners is a fund managed by Macquarie Infrastructure and Real Assets. MIRA is an investor in the communications infrastructure industry. As of Sept. 30, MIRA managed $135.6 billion in assets that are essential to the sustainable development of economies and communities, including
155 portfolio businesses, about 600 properties and 11.6 million acres. Another Macquarie subsidiary,
MIC Hawaii, owns Hawaii Gas.
Cincinnati Bell paid Brookfield a $24.8 million breakup fee for terminating the deal with the Toronto company. Brookfield previously had reached a deal with Cincinnati Bell for $10.50 a share in December, but said last week it was not going to make any more
offers as the bidding war
escalated.
Shares of Cincinnati Bell, which had been trading above the different offer prices as the bidding war proceeded, began to drop after Brookfield pulled out of the process. Cincinnati Bell’s stock dropped below the offer price after Brookfield pulled out, and on Friday closed up 58 cents, or 4.1%, at $14.74.
Hawaiian Telcom, which has about 1,200 employees, said Friday it had no comment because the deal
has not officially closed
yet. Hawaiian Telcom has been heavily investing in its fiber-optic network to provide high-speed internet as well as video services through Hawaiian Telcom TV.
Cincinnati Bell acquired Hawaiian Telcom in July 2018 for $650 million in stock and cash, making
Hawaiian Telcom shareholders new owners of Cincinnati Bell stock. At the time the Hawaiian Telcom deal closed, Cincinnati Bell’s stock was trading at
$15.70 a share.
“This transaction with MIP represents an exciting opportunity to enhance our financial position and expand our resources to better serve our customers,” Cincinnati Bell CEO Leigh Fox said in a statement. “MIP exhibits deep telecommunications expertise and
a strong track record of investing in capital intensive businesses, which will be critical as we deliver on
our strategy to drive next generation, integrated
communications through
an expanded fiber network as well as our IT services platform. We firmly believe this transaction will allow us to enhance our services and drive long-term value for our customers in Hawaii, Ohio, Kentucky, and Indiana, and across North America.”
Karl Kuchel, chief executive officer of MIP, said given the significant investment that Cincinnati Bell has made into its fiber network, the company “represents a truly differentiated platform compared to other network providers.”