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Telekom Austria AG

euro adhoc: Telekom Austria AG
Mergers - Acquisitions - Takeovers / Telekom Austria Accelerates the Acquisition of Mobiltel

Disclosure announcement transmitted by euro adhoc.
  The issuer is responsible for the content of this announcement.
01.06.2005
Change to a previous Ad-Hoc Announcement
Vienna, June 1, 2005: Telekom Austria (VSE: TKA, NYSE: TKA) announced
today, that it has agreed to accelerate the acquisition of Mobiltel
AD, the leading Bulgarian wireless operator. Telekom Austria Group
will acquire 100% of Mobiltel for a total consideration (Enterprise
Value) of up to EUR 1,600 million through early exercise of the call
option acquired on December 17, 2004 and has signed a Share Purchase
Agreement with the owners of Mobiltel today. Mobiltel is owned by a
consortium of Austrian and international financial investors. The
closing of the transaction is expected to occur in July 2005.
The Enterprise Value of up to EUR 1,600 million remains unchanged and
includes several components:
- A deferred contingent payment component of up to EUR 100 million.
This payment is deferred until 4Q 2005 and made contingent upon
Mobiltel achieving certain financial and operating criteria in 3Q
2005. The initial cash purchase price payable upon closing will be
reduced by this payment;
- A deferred consideration of EUR 182 million. Due to the
acceleration of the transaction, the formerly contingent
consideration of up to 150 million was increased by 32 million and
the date for the operating and financial performance criteria was
brought forward to April 30, 2005. This deferred consideration has
already become unconditional and is now payable in 4Q 2005. The
initial cash purchase price payable upon closing will be reduced by
this payment;
- The cash purchase price for 100% of the shares in Mobiltel. The
call option price of EUR 80 million paid by Telekom Austria in Q1
2005 will be fully creditable against the purchase price; and 
- Net debt of Mobiltel which will be assumed by Telekom Austria.
The Enterprise Value of EUR 1,600 million implies an EV/EBITDA
multiple (based on 2004 figures) of 5.2x which compares favorably to
recent transactions. This announcement amends communications
distributed on 17 December, 2004 via EURO Ad-Hoc.
Please find additional information on Bulgaria and on Mobiltel on our
website www.telekom.at/ir .
end of announcement                    euro adhoc 01.06.2005 08:27:53 

Further inquiry note:

Martin Bredl
Telekom Austria Public Relations
Phone: +43 (0) 590591-11001
mailto:martin.bredl@telekom.at

Peter E. Zydek
Head of Investor Relations
Tel.: +43 (0) 590591-19000
mailto:peter.zydek@telekom.at
mailto:investor.relations@telekom.at

Branche: Telecommunications Equipment
ISIN: AT0000720008
WKN: 720008
Index: WBI, ATX Prime, ATX
Börsen: Wiener Börse AG / official dealing
New York / official dealing

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Plus de actualités: Telekom Austria AG