NTL Completes Acquisition of Virgin Mobile
04 Juli 2006 - 9:17AM
Business Wire
NTL Incorporated (NASDAQ: NTLI), the holding company of the ntl:
Telewest group, which now includes Virgin Mobile, today announced
that having received all necessary court approvals, ntl: Telewest's
acquisition of Virgin Mobile has completed and Virgin Mobile's
shares have been de-listed from the London Stock Exchange. Under a
previous agreement, ntl: Telewest has also entered into a licensing
arrangement with Virgin Enterprises permitting use of the Virgin
brand for ntl: Telewest's full portfolio of consumer services.
Together, the Virgin Mobile acquisition and licensing agreement
will make ntl: Telewest a powerful new force in the fast-changing
communications and entertainment industry and provide consumers
with their first opportunity to buy a 'quadruple-play' of
competitively priced TV, internet and fixed and mobile telephony
services from a single operator through one of the UK's most
trusted brands. As the UK's digital revolution gathers pace, the
deal will also position the company to exploit the growing demand
for converged products and services. For the time being, however,
they will continue to operate as separate organisations and brands,
so there will be no change to the services or terms and conditions
of either company's customers. It is anticipated that the company
will start marketing a single portfolio of services under the
Virgin brand some time early in 2007, if not sooner. Commenting on
the transaction, ntl:Telewest's CEO Steve Burch said: "This is a
transformational deal for ntl:Telewest and good news for UK
consumers. Virgin Mobile has a justified reputation for being one
of the country's most customer-focused companies. This combined
with ntl:Telewest's portfolio of competitively-priced, cutting edge
products, will create a formidable competitor in the UK's fast
changing communications and entertainment industries." Alan Gow,
Managing Director of Virgin Mobile said: "Virgin Mobile's growth
from a start-up to one of the UK's most pre-eminent and successful
mobile operators in such a short time has been nothing short of
meteoric. We're looking forward to taking the experience, values,
and attitude that have got us where we are today and applying them
to the challenge of the future: of building with our new colleagues
at ntl:Telewest a world-class, new Virgin company with the most
exciting range of communications and entertainment services in the
UK." Sir Richard Branson, founder of the Virgin Group, commented:
"Today, we've created a unique organisation - a new,
soon-to-be-branded Virgin company - which will offer the very
finest in 'quadruple' - the best-value, most -exciting TV,
broadband, mobile and phone services in Britain. We're entering a
pioneering time, where the worlds of media, entertainment and
communications are coming together - and through our new company,
our aim is to offer consumers the very best, most sought-after
choice available. You ain't, as the saying goes, seen nothing
yet..." The last date for despatch of cheques and share
certificates and crediting of ntl CDI's in respect of new ntl
shares is 18 July 2006. About ntl Incorporated (NASDAQ: NTLI) -- On
3 March 2006 ntl Incorporated completed a merger with Telewest
Global, Inc. creating the UK's largest provider of residential
broadband and the UK's leading provider of triple play services.
The company operates under the name of ntl Incorporated. -- ntl
offers a wide range of communications and entertainment services to
more than 5 million residential customers. ntl's networks can
service more than 12 million homes - 50% of UK households - and 85%
of UK businesses. -- ntl's content division, Flextech Television
provides television channels for the UK multichannel TV market and
owns transactional channels price-drop TV, bid tv, speed auction tv
and screenshop. Flextech owns 6 entertainment channels - LIVINGtv,
LIVINGtv 2, Bravo, Challenge, Trouble, Ftn (plus their time shifted
variants) and is a 50% partner in UKTV which consists of ten
channels including UKTV Gold, UKTV Drama and UKTV History. Together
Flextech and UKTV are the largest supplier of basic channels to the
UK pay-TV market. -- Further information about ntl and its products
can be found at www.ntl.com, www.telewest.co.uk or
www.flextech.co.uk About Virgin Mobile -- Virgin Mobile is the UK's
largest mobile virtual network operator. Since its launch in
November 1999, Virgin Mobile has more than 4 million customers. --
In the UK, Virgin Mobile phones are available direct on 0845 6000
600; on the web at www.virginmobile.com or on the high street at
approximately 6,000 outlets including Virgin Mobile Stores within
Virgin Megastores, The Carphone Warehouse, The Link, Dixons, Phones
4u, Curry's, Comet, Tesco, Asda, John Lewis, Argos, TOMO,
Woolworths, Toys R Us and Ryman plus hundreds of independent mobile
phone dealers and are available via Shop Direct, Littlewoods,
Grattan and Empire home shopping channels. -- Virgin Mobile Pay
Monthly (contract) is currently available in Virgin Mobile Stores,
The Carphone Warehouse, The Link, Phones 4u and at concessions in
WHSmith and at www.virginmobile.com -- Virgin Mobile employs
approximately 1,500 staff at three sites in Trowbridge, London and
Daventry, and has an outsourced customer service centre operated by
approximately 200 staff in Middlesbrough and approx 50 staff in
Johannesburg. "Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995: Various statements contained in this
document constitute "forward-looking statements" as that term is
defined under the Private Securities Litigation Reform Act of 1995.
Words like "believe," "anticipate," "should," "intend," "plan,"
"will," "expects," "estimates," "projects," "positioned,"
"strategy," and similar expressions identify these forward-looking
statements, which involve known and unknown risks, uncertainties
and other factors that may cause our actual results, performance or
achievements or industry results to be materially different from
those contemplated, projected, forecasted, estimated or budgeted,
whether expressed or implied, by these forward-looking statements.
These factors include: (1) the failure to obtain and retain
expected synergies from the merger with Telewest and acquisition of
Virgin Mobile; (2) rates of success in executing, managing and
integrating key acquisitions, including the merger with Telewest
and acquisition of Virgin Mobile; (3) the ability to achieve
business plans for the combined ntl: Telewest group; (4) the
ability to manage and maintain key customer relationships; (5) the
ability to fund debt service obligations through operating cash
flow; (6) the ability to obtain additional financing in the future
and react to competitive and technological changes; (7) the ability
to comply with restrictive covenants in NTL's indebtedness
agreements; (8) the ability to control customer churn; (9) the
ability to compete with a range of other communications and content
providers; (10) the effect of technological changes on NTL's
businesses; (11) the functionality or market acceptance of new
products that NTL may introduce; (12) possible losses in revenues
due to systems failures; (13) the ability to maintain and upgrade
NTL's networks in a cost-effective and timely manner; (14) the
reliance on single-source suppliers for some equipment and
software; (15) the ability to provide attractive programming at a
reasonable cost; and (16) the extent to which NTL's future earnings
will be sufficient to cover its fixed charges. These and other
factors are discussed in more detail under "Risk Factors" and
elsewhere in NTL's Form 10-K and NTL Holdings Inc's. Form 10-K that
were filed with the SEC on February 28, 2006 and March 1, 2006
respectively. We assume no obligation to update our forward-looking
statements to reflect actual results, changes in assumptions or
changes in factors affecting these statements.
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