In a high-stakes showdown, Wildcat Capital Management, a significant shareholder of Consolidated Communications Holdings Inc., has fired a salvo against the telecommunications giant’s $3.1 billion take-private deal. Wildcat asserts that this deal undervalues the company by nearly $1 billion, setting the stage for a gripping financial clash.
Wildcat Capital Management $3.1B Private Deal : Opposition Arises
Wildcat Capital Management, based in New York, has taken a bold stand against Consolidated Communications’ intended transaction with affiliates of Searchlight Capital Partners LP and British Columbia Investment Management Corp., first announced on October 16. In a scathing open letter addressed to Consolidated’s board, Wildcat Capital Management unveils their dissent, challenging the proposed deal.
A Valuation Dispute
Wildcat Capital Management’s argument hinges on a fundamental disagreement over Consolidated Communications’ worth. The investment firm claims that their analysis indicates the company’s true enterprise value to be around $4 billion, contradicting the $3.1 billion enterprise value set by the take-private agreement.
A Stand for Fair Value
“When the take-private transaction of a public company we have been invested in for more than two years was announced at a price that we do not feel represents its fair value, we reluctantly felt compelled to issue a public statement,” Wildcat Capital Management stated assertively in their open letter.
Wildcat Capital Management $3.1B Private Deal : The Contested Deal
Under the terms of the deal announced in October, Searchlight and BCI plan to acquire all of Consolidated’s common stock that is not already in their possession. They would pay $4.70 per share, leading to the $3.1 billion enterprise value, which includes the assumption of debt.
Wildcat Capital Management $3.1B Private Deal : Wildcat’s Stance
Wildcat Capital Management, which possesses roughly 3 million shares of Consolidated Communications, making it the fifth-largest shareholder, has openly criticized the deal, insisting it “dramatically undervalues [Consolidated’s] equity.” In their letter, they argue that the views of minority investors have not been adequately considered in the sale process.
A Call to Action
The letter from Wildcat Capital Management concludes with a clear message: “For those reasons, we intend to vote our shares against the proposed transaction and encourage other stockholders to do the same.” They propose an alternative scenario, stating, “If [Consolidated] cannot negotiate a higher price, we believe [Consolidated] should terminate the sale process as it would remain an attractive investment opportunity as a public company.”
Wildcat Capital Management $3.1B Private Deal : Legal Advisory
The ongoing deal is being facilitated by prominent law firms, including Latham & Watkins LLP advising Consolidated, Wachtell Lipton Rosen & Katz representing Searchlight, and Weil Gotshal & Manges LLP on behalf of BCI. Additionally, Cravath Swaine & Moore LLP serves as legal counsel to a special committee of Consolidated’s board.
A Valuation Clash
Wildcat Capital Management argues that historically, “mature fiber and cable” operators have been acquired at valuations of 10 to 15 times their EBITDA. In contrast, the proposed price values Consolidated at approximately six times normalized EBITDA, according to the investment firm’s claims.
Previous Opposition
Wildcat Capital Management had previously expressed their opposition to the fund managers’ offer in July, asking Consolidated to reject the proposal. They also highlight the evolving dynamics of the debt market for mature fiber assets, which they argue have become “materially more attractive” since their initial letter.
Wildcat Capital Management $3.1B Private Deal : Awaiting a Response
Consolidated Communications has not responded to requests for comment as of the time of this report.
