Nedlands-based mobile phone company Commoditel Ltd and will move to fully acquire NSW-based telecommunications company Sonnet Corporation Ltd, after achieving a relevant interest in the company of over 90 per cent.
Nedlands-based mobile phone company Commoditel Ltd and will move to fully acquire NSW-based telecommunications company Sonnet Corporation Ltd, after achieving a relevant interest in the company of over 90 per cent.
The news came after CS Mobile, a joint venture between the two firms, completed its acquisition of AAPT's 34,000-strong stand-alone post paid mobile base.
The full text of a Commoditel announcement on the takeover is pasted below
CommodiTel Limited (ASX: CMO) is pleased to announce that it has achieved a relevant interest in 175,722,617 shares of Sonnet Corporation Limited (ASX: SNN), representing 90.8 per cent of Sonnet's issued ordinary shares.
CommodiTel has declared its offer unconditional and has resolved to proceed to compulsorily acquire all of the outstanding shares in Sonnet in accordance with the Corporations Act 2001.
The offer will not be extended and will close at 5.00pm (Perth time) on Wednesday 11 July 2007.
CEO of CommodiTel, David Sweet, said that a detailed strategic review of Sonnet's activities and assets would commence immediately with a view to integrating operations as quickly as possible.
"Together, CommodiTel and Sonnet have the critical mass to compete with the larger and more established players in the mobile market.
"Following the friendly takeover of Sonnet and the acquisition of AAPT's stand-alone post paid mobile base, CommodiTel will have over 140,000 pre and post paid customers.
"The combined entity has the potential to deliver significant operational and financial synergies. On a full year basis, combined revenues are expected to be $35 million," he said.
As previously announced, CommodiTel intends to proceed with a 1 for 10 nonrenounceable rights issue of shares to the shareholders of the combined entity. The rights issue is expected to proceed in July and the record date for the rights issue will be determined within five days of the close of the takeover offer (11 July 2007).
A subsequent Commoditel announcement on the CS Mobile acquisition is pasted below
CS Mobile Pty Ltd, a 50:50 Joint Venture between CommodiTel Limited (ASX: CMO) and Sonnet Corporation Limited (ASX: SNN), announced today that it has successfully concluded the acquisition of AAPT's stand-alone post paid mobile customer base.
Following AAPT board ratification of the Sale Agreement, the AAPT stand-alone post paid mobile customer base will be transferred to CS Mobile effective 1 July 2007 for an undisclosed consideration. The acquisition brings with it significant revenues of approximately $10 million per annum.
The AAPT stand-alone post paid customer base comprises around 34,000 post paid mobile customers and will continue to be supported by the Vodafone Network.
As previously announced, CommodiTel has received more than 90% acceptances for its friendly takeover offer for Sonnet and has resolved to proceed with compulsory acquisition of outstanding Sonnet shares. Once the takeover is complete, and under the terms of the joint venture agreement between CommodiTel and Sonnet, CS Mobile will become a 100% owned subsidiary of CommodiTel.
At completion of the Sonnet takeover, CommodiTel will have over 140,000 pre and post paid customers (inclusive of the AAPT stand-alone post paid customers).
To facilitate the purchase of the AAPT stand-alone post paid customer base, CommodiTel has secured a bridging finance facility arranged through Argonaut Capital Limited.
The bridging facility provides $3,000,000 over 90 days with an interest rate of 12% per annum. The funds advanced are convertible into CommodiTel ordinary shares at the election of CommodiTel (at 80% of 5 day volume weighted average market price (VWAP) of CommodiTel ordinary shares prior to conversion) or at the election of a lender (at 90% of 5 day VWAP of CommodiTel ordinary shares prior to conversion). A total of 12,000,000 CommodiTel listed options, exercisable at 1.5 cents prior to 30 December 2009, will be issued to the lenders upon repayment of the loan or conversion.
