Cox & Palmer Advisor on Pending US$8.2bn CWC & Liberty Deal

November 17, 2015

Cox & Palmer is pleased to announce today its advisory role in the pending US$8.2 billion purchase of  Cable & Wireless Communications PLC (“CWC”) by Liberty Global plc. With 27 million customers, operating in 14 countries, Liberty Global is the largest international cable company in the World.  This proposed purchase will provide Liberty organic growth and the opportunity to expand in over 40 countries in Latin America and the Caribbean.

In early 2015, CWC purchased Columbus International, previously a privately held diversified telecommunications company based in Barbados, in a US $3.025 bn transaction. Cox & Palmer acted as lead legal advisors to the Columbus shareholders as vendors.

Liberty Global plc (“Liberty Global”) (NASDAQ: LBTYA, LBTYB, LBTYK, LILA and LILAK) and Cable & Wireless Communications Plc (“CWC”) (LSE: CWC) announced yesterday, a CWC Board recommended offer by Liberty Global for all outstanding and to be issued shares of Cable & Wireless Communications (“CWC”). Including a Special Dividend to be paid to CWC shareholders, this transaction values CWC at approximately US$8.2 Billion (~CDN$11 Billion), including debt, and is expected to complete by the second quarter of 2016, subject to meeting regulatory and other conditions. 

The Liberty Global offer is said to represent a premium of approximately 50 per cent to the undisturbed price of CWC shares on 21 October 2015. 

Cox & Palmer is proud that Counsel, Wayne Myles, QC, working with Piers Prichard-Jones and Katie Brown of the UK offices of Freshfields Bruckhaus Deringer LLP, advised shareholder Brendan Paddick (the former Columbus chief executive officer) and his partner John Risley (on behalf of the two Clearwater entity shareholders and collectively the largest shareholders in CWC), on all matters relating to their support for and commitment to accept the Liberty Global offer.  

Wayne Myles says, “This deal is unique in that Liberty is offering CWC shareholders 3 distinct options for the consideration that each will receive. The negotiations of the structure and terms were complex and challenging, and required our clients Risley and Paddick to play an instrumental role in the successful issue of the offer. Having completed many international deals, most recently and notably, the Columbus transaction earlier this year, our team at Cox & Palmer is ready to continue, and excited to play a role to help bring the Liberty offer to a successful closing in 2016.”