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Sep 4, 2020

Rogers, Altice 'committed' to $10.3B Cogeco offer despite rebuff

The Audet family response did not suggest they are open to negotiate: Institute for Governance

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Rogers Communications Inc. and Altice USA Inc. aren’t giving up on their attempt to buy Cogeco despite resistance from the cable company’s controlling shareholder.

“We strongly believe that we presented a very attractive offer – one that would reward all Cogeco shareholders with a significant premium – and we stand by that offer,” Rogers and Altice said in a release late Thursday afternoon. “We remain committed to pursuing this transaction and are open to engaging with shareholders and the boards in a constructive dialogue.”

The two companies announced their tag-teamed effort to buy Cogeco Inc. and Cogeco Communications Inc. Tuesday morning. Under the terms of the unsolicited proposal, Altice would buy Cogeco for $10.3 billion, and then sell the company’s Canadian assets to Rogers – which owns 41 per cent of Cogeco’s subordinate shares and 33 per cent of Cogeco Communications’ shares – for a cash consideration of $3.4 billion.

On Friday, Rogers attempted to assuage any concern about a potential hollowing out of Cogeco’s operations in Quebec, saying in a release that if the takeover takes place, Rogers would maintain Cogeco’s headquarters and management in the province.

In an effort to win support for the proposal from Cogeco Executive Chairman Louis Audet, Atlice said it offered $800 million as “a sizeable premium” on the multiple-voting shares held by the Audet family.

Altice is otherwise offering $106.53 per subordinate voting share of Cogeco and $134.22 per subordinate share of Cogeco Communications.

Cogeco announced Tuesday evening that its independent directors rejected the approach. Gestion Audem, the Audet family’s investment vehicle, said in a separate release that the family is “not interested in selling their shares.”

In a note to clients Thursday, TD Securities analyst Vince Valentini said he believes Altice and Rogers are “willing and able” to raise their offer, but cast doubt on the potential for a deal to ever get done.

“We do not believe that Gestion [Audem] is a seller at any reasonable price at this time,” Valentini wrote. “The family covets control of the business (as has been the case for the entire almost 20 years that Rogers has owned a large stake), and they are justifiably happy with the current performance, including future acquisition growth opportunities in the U.S.”