Pacific Century CyberWorks and Telstra Sign Comprehensive Agreement; All Components of Previous Agreement Remain in Place
HONG KONG, Oct 13, 2000 (BUSINESS WIRE) --
-- Significant reduction in PCCW debt with PCCW now receiving
US$3.555 billion in cash.
-- Agreement is win-win situation for shareholders of both
companies; positions PCCW as leader in three high-growth
businesses.
-- All components of previous agreement remain in place.
-- Mobility joint venture assumes cost of implementing 3G build
out.
-- Agreement clarifies speculation surrounding PCCW-Telstra
alliance.
Pacific Century CyberWorks ("PCCW" SEHK: 0008.HK) and Telstra Corporation,
Australia's largest telecommunications company, this morning signed a final,
legally binding agreement on the revised terms of their strategic alliance.
Under the agreement, PCCW will now receive US$3.555 billion in cash. All major
components of the previous agreement remain in place.
"We have been working for some time to make this alliance a reality," said PCCW
Chairman and Chief Executive Richard Li. "It is a great step forward for both
companies. It brings together two communications and convergence powerhouses and
positions them for stunning growth in explosive businesses." He added, "For
PCCW, we will receive US$3.555 billion in cash. This will allow us to reduce our
debt to less than US$5.5 billion -- a level few thought possible when we
acquired Hong Kong Telecom just seven weeks ago."
Major components of the deal include the following:
Connectivity Joint Venture: PCCW and Telstra will form a global connectivity (IP
backbone) company in which PCCW and Telstra will each hold a 50 percent equity
stake. Subject to raising US$ 2 billion in debt finance, this company will pay
US$ 1.125 billion to PCCW and $375 million to Telstra after contribution of
their respective assets and business. The Hong Kong-based joint venture -- which
will be the third largest carrier of voice traffic in the world -- will combine
the strength of PCCW's and Telstra's substantial international infrastructure
assets at a time when many analysts have predicted explosive growth in the IP
backbone sector.
Internet Data Center Joint Venture: PCCW and Telstra will form a regional, and
potentially global, network of internet data centers. The company, in which PCCW
and Telstra will each hold a 50 percent equity stake, will initially focus on
the Asia Pacific region, including key markets such China, Japan, Singapore,
South Korea, Taiwan and New Zealand. The joint venture will subsequently explore
opportunities to expand to other locations where PCCW or Telstra has an internet
protocol backbone presence.
Mobility Joint Venture: PCCW and Telstra will form Asia Pacific's first regional
mobile company. The joint venture will assume the costs of implementing
strategies and technology connected with 3G telephony. Telstra will pay PCCW
US$1.68 billion for 60 percent of the company, while PCCW will retain a 40
percent stake. Telstra's payment is the equivalent to US$2,926 per PCCW mobile
subscriber (based on the customer base at end March, 2000), a rate that exceeds
the regional average by 50 percent.
Referring to the adjustment from US$3,950 per subscriber in PCCW's earlier
agreement with Telstra in August, Alex Arena, Deputy Chairman of PCCW's
Executive Committee, noted that the change was in line with the average decline
experienced by other mobile companies around the world.
He continued, "This alliance positions PCCW and Telstra in a very strong
position to tap the high-growth wireless market, including the wireless internet
market, in the world's fastest growing mobile region."
Broadband Distribution and Production Arrangement for NOW: Under the
PCCW-Telstra signed agreement, Telstra will provide PCCW with distribution
services for its Network of the World (NOW) internet service. NOW will initially
be accessed via a button prominently displayed on the "telstra.com" home page.
Telstra will distribute NOW via Telstra's HF, xDSL and satellite high-speed
Internet services. Telstra currently has 2.5 million HFC homes passed and has
provisioned more than 200 exchanges with xDSL capability. It intends to provide
access to broadband services to 90 percent of the Australian population within
24 months.
Convertible Bond: PCCW will issue to Telstra a convertible bond for US$750
million. The agreement allows PCCW to redeem the bond in full at any time,
unlike the previous agreement which did not allow for early redemption by PCCW.
In the event PCCW does not redeem the bond early, upon full conversion, Telstra
is expected to hold an equity stake in PCCW of 2.8 percent.
The conversion price will be a 15 percent premium of the volume weighted average
market closing price of PCCW shares over the 45 trading days following today's
signing.
Summarizing the agreement, Richard Li noted that the completed deal allows PCCW
to move forward at a critical juncture. "We are entering a crucial time in the
Internet, connectivity, mobility and data center industries," he said. "Our
partnership with Telstra, an experienced regional company, establishes PCCW and
Hong Kong as dominant force in all these industries -- and puts us ahead of the
curve. That's where we like to be."
-----
www.powerize.com/pubbin/...Of%2fde81rBVYeJ8xnHgDwvDuzZI54tI%3d