To: Siber who wrote (16843 ) 4/23/1999 3:08:00 AM From: allen v.w. Respond to of 40688
Some reading. Paris, Friday, April 23, 1999 2 Telecoms Pushing Plan For Europe 'Powerhouse' Market Shows Doubt on German-Italian Deal -------------------------------------------------------------------------------- By Tom Buerkle International Herald Tribune -------------------------------------------------------------------------------- LONDON - After reaching agreement overnight on plans for the world's largest merger, Deutsche Telekom AG and Telecom Italia SpA embarked on a campaign Thursday to win over their skeptical governments and shareholders by promising to forge ''Europe's global telecommunications powerhouse.'' The $90 billion proposal would create the world's third-largest telephone company by market value, its second-largest in terms of wireless subscribers and its largest in terms of fixed-line customers, with 72 million lines reaching one-quarter of the European Union's population. But a sharp fall in Deutsche Telekom's share price Thursday sent a clear signal that the agreement was anything but a done deal. It faced stiff competition from a competing $65 billion offer for Telecom Italia from Olivetti SpA, political concerns in Rome about control of the combined group, a probable six-month European antitrust review and serious questions from investors about the ability of the two companies to create a common culture and compete effectively. Given the obstacles, Deutsche Telekom and Telecom Italia mounted a two-pronged strategy that attempted to address the national considerations of old-style European corporatism as well as the new emphasis on shareholder value sweeping Europe in the wake of the introduction of the single currency in 11 countries Jan. 1. Mindful of the important role played by governments, particularly in Rome, where many politicians fear that the deal would effectively strip Italy of a vital national asset, the two companies appealed openly for support by urging politicians to raise their horizons to the European and global level. ''Our governments must support the transition to a new industrial era, which will have telecoms as the building blocks of the new economy,'' said Franco Bernabe, chief executive of Telecom Italia. ''We have missed Silicon Valley in Europe,'' said his German counterpart, the Deutsche Telekom chief Ron Sommer. ''We don't want to miss Telecom Valley.'' There was no immediate reaction from the Italian government, which this week demanded that any deal be a merger of equals. While the two companies would share management control equally, shareholders of Deutsche Telekom - led by the German government - would control 56 percent of the combined company. The two companies also hoped that size would be a persuasive argument with investors, because economies of scale are increasingly seen as crucial in the global marketplace. The clout of the merged company would save 1 billion euros ($1.06 billion) in capital expenditures over five years, while operating efficiency would generate an additional 1 billion euros in cost savings and added revenue by 2003, they contended. But among the many institutional investors who are likely to decide the issue, the suspicion lingered that the deal was little more than a hastily concocted defense against the Olivetti offer that lacked a compelling strategy. ''It's going to create a monster of a company,'' said Christopher Tucker of WestLB Panmure Ltd., adding: ''I'm not sure how well the two will mix. If one were to pick a champion, I'm not sure you'd pick Deutsche Telekom or Telecom Italia, or both together.'' The analyst said Deutsche Telekom had lost 25 percent to 30 percent of the German long-distance market since deregulation began in 1998 and that Telecom Italia had yet to face the full force of competitive pressures. Marco Fontana, manager of Royal & Sun Alliance SGR, a Milan-based fund manager that owns shares in Telecom Italia, said the proposal had only a 50 percent chance of success. The real key, he said, was that ''the market must win.'' The ''worst thing,'' he said, would be ''a sort of political compromise.'' Deutsche Telekom shares fell 45 cents to close at 35.50 euros in Frankfurt, a slide that reduced the effective value of the deal to just under 12 euros for each Telecom Italia share. When the terms were tentatively set Friday, the offer was worth just over 13 euros. Olivetti's offer of cash, stock and bonds values Telecom Italia at 11.50 euros a share. The terms of the merger, as well as the choice of London as a neutral venue to make the announcement, contained many concessions to European politics. Although Deutsche Telekom has a market value that is 50 percent greater than Telecom Italia's, the new company would be owned 56 percent by Telekom shareholders and 44 percent by holders of Telecom Italia. Mr. Sommer and Mr. Bernabe would be the new company's co-chief executives. --------------------------------------------------------------------------------