Vodafone-Airtouch (NYSE: VOD) Message Board

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Technology Stocks : Vodafone-Airtouch (NYSE: VOD)

VOD 11.83

-2.4%

3:08 PM EST

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To: David Wiggins who wrote (1731)	4/13/1999 9:19:00 AM
From: MrGreenJeans	Read Replies (1) of 3175

Vodafone AirTouch Receive Positive IRS Ruling Merger Consideration No Longer Subject To Adjustment SAN FRANCISCO--(BUSINESS WIRE)--April 13, 1999--Vodafone Group Plc (NYSE:VOD - news) and AirTouch Communications (NYSE:ATI - news) today announce that they have received a private letter ruling from the Internal Revenue Service (IRS) relating to the proposed merger of the two companies announced on January 15, 1999. The IRS ruling provides that the transaction will satisfy a key requirement for a tax-free merger between a foreign and U.S. company. As a result, the merger consideration -- 0.5 of a Vodafone AirTouch American Depository Share and $9.00 in cash for each share of AirTouch common stock exchanged in the merger -- will no longer be subject to adjustment. The merger is structured to be tax-free to U.S. holders of AirTouch common stock, except with respect to cash received in the merger. The companies continue to seek the necessary regulatory approvals in connection with the merger. The transaction is targeted to close in summer 1999. The merger consideration will only be offered to AirTouch stockholders by means of a proxy statement/prospectus which will include detailed information on the terms and conditions of the merger. --------------------------------------------------------------------------------

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