Charter's bid of $132.50 a share for the much larger Time Warner Cable would be one of the largest takeover offers on Wall Street since the financial crisis. It would include $37 billion in cash and stock and the rest in debt. It also might kick off a bidding war for TWC, with other cable operators such as Comcast Corp. or Cox Communications entering the fray.
Time Warner Cable's board of directors rejected the offer Monday, calling it "a third grossly inadequate proposal."
"Charter's latest proposal is a non-starter," said TWC's CEO Robert Marcus, in a statement issued Monday. "Not only is the nominal valuation far too low, but because a significant portion of the purchase price would be in Charter stock, the actual value delivered to TWC shareholders could be substantially lower given the valuation, operational, and significant balance sheet risks embedded in Charter's stock."
Charter had previously offered cash and stock valued at about $114 a share in June and about $127 in October, TWC noted in its statement. TWC rejected those offers as it continued to weigh other options, including talks with other cable companies.
"Time Warner Cable quickly rejected our proposals in June and October, and refused to engage until we met in December. I communicated a willingness to submit a revised proposal in the low $130s, including a cash component of approximately $83," wrote Charter CEO Tom Rutledge in a letter to Marcus Monday.
Shares of Time Warner Cable rose 0.97% in after-hours trading Monday to $133.69.
With competitors to vying to buy TWC, its shares have risen nearly 15% in the last six months. Citing the stock's rise and TWC's reluctance to engage more fully in talks for a merger, Rutledge is revealing his latest offer publicly "to b! ring the matter to shareholders directly," Charter said.
In his letter, Rutledge also said TWC responded to his offer in December with "a verbal offer at an unrealistic price expectation."
"The financing to complete this transaction is fully negotiated, and we can be in a position to sign commitment letters in a matter of days," Rutledge wrote.
Facing greater competition from online streaming video operators, pay-TV providers are struggling to hold on to subscribers. Content creators are also demanding higher pay for licensing their shows. And executives and analysts have been calling for an industry consolidation to shake out weaker players and gain greater bargaining powers over content suppliers.
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