NDS Group reaches tentative agreement with News Corp., Permira to take company private

By Lisa Kerner

Charlotte, N.C., Aug. 5 - NDS Group plc reached an agreement in principle with News Corp. and two subsidiaries of funds advised by Permira Advisers LLP regarding their acquisition of NDS series A ordinary shares for $63.00 cash per share.

The acquisition would include series A ordinary shares represented by American Depositary Shares traded on Nasdaq, according to an NDS Group news release.

Following the acquisition, Permira entities and News Corp. would respectively own about 51% and 49% of NDS Group, which would become a private company.

The transaction is subject to negotiation and execution of final legal documentation as well as shareholder approval, the companies noted.

Citigroup Global Markets Ltd. deemed the $63.00 offer price fair, the release stated.

In June, NDS Group said News Corp., a New York-based media company, and Permira proposed acquiring the company's publicly held shares for $60.00 each.

It was previously reported that NDS Group investors led by Egerton Capital LP felt that the $60-per-share offer for the company did not adequately reflect NDS Group's fair value. The shareholders met with advisers to the independent committee of NDS Group's board of directors to explain why they believe the merger consideration is insufficient.

NDS Group, a News Corp. subsidiary, supplies open end-to-end digital technology and services to pay-television platform operators and content providers.

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