Representation of ECI Telecom Group in its approx. $485m sale to Ribbon Communications
FBC represented ECI Telecom Group in its approx. $485m sale to Ribbon Communications, a US company listed on NASDAQ.
The acquisition will be consummated through a reverse triangle merger, whereby Ribbon will acquire all outstanding equity of ECI. Ribbon will issue 32.5 million shares of its common stock to ECI stockholders and provide $324 million of net cash consideration. ECI stockholders are expected to own approximately 23% of the combined company on a fully diluted basis. Cash consideration is expected to be financed through cash on hand and committed debt financing consisting of a new $400 million term loan facility and new $100 million revolving credit facility, which is projected to be undrawn at close. In addition, ECI stockholders will also receive approximately $31 million from ECI’s sale of real estate assets. The proposed transaction has been unanimously approved by Ribbon’s board of directors and is subject to the approval of Ribbon’s stockholders, regulatory approvals and customary closing conditions.
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