Uniti Group Limited (ASX: UWL), a wholesale fiber broadband provider in Australia, today announced that it has received a “non-binding, incomplete and indicative proposal” from Macquarie Infrastructure and Real Assets (MIRA), which is part of Macquarie Asset Management (MAM), and the Public Sector Pension Investment Board (PSP Investments), a Canadian pension fund, which together refer to themselves as the Connect Consortium. Through this proposal, Macquarie and PSP have topped Morrison & Co’s previously announced proposal to acquire Uniti Group Limited – which was disclosed just last week.
Macquarie and PSP have made a proposal to acquire Uniti Group for a price of A$5.00 in cash per share, via a scheme of arrangement, which pegs Uniti at an equity value of A$3.6bn ($2.7bn USD). In comparison, Morrison & Co., a New Zealand-headquartered infrastructure and private equity investment firm, made a non-binding indicative proposal to acquire Uniti Group, at a price of A$4.50 in cash per share, implying an equity value of A$3.1bn ($2.2bn USD).
Proposal for Uniti Group – Macquarie and PSP’s Connect Consortium
Macquarie and PSP are proposing to acquire Uniti Group through their 50%/50%-controlled Connect Consortium. At the Connect Consortium’s offer price, Uniti Group is being valued on an enterprise value basis, at ~25.5x EBITDA for the year-ending June 30, 2022 (FY22) and ~22x EBITDA for the year-ending June 30, 2023 (FY23).
Process
Macquarie and PSP’s indicative proposal is subject to a number of conditions, including completion of due diligence, Foreign Investment Review Board (FIRB) approval, committed debt funding being in-place, unanimous recommendation of the transaction from Uniti Group’s board of directors, and entry into a mutually acceptable scheme implementation agreement, amongst other conditions.
Uniti Group states that its board of directors is “currently considering” the terms of the indicative proposal from the Connect Consortium. Furthermore, the board notes that it is uncertain whether the Connect Consortium’s indicative proposal will result in an offer to Uniti shareholders.
Fiber Infrastructure
Separately, Macquarie Infrastructure and Real Assets (MIRA) alongside Aware Super, an Australian superannuation fund, are owners of Vocus Group, which operates in similar markets to Uniti Group. Notably, Vocus also owns an extensive terrestrial fiber network throughout Australia, in addition to subsea cables.
Uniti Group – Wholesale, Enterprise & Infrastructure (WEI) Segment
Uniti Group’s largest business segment is its Wholesale, Enterprise & Infrastructure (WEI) unit. Through this segment, the company owns, constructs, and operates open access wholesale fiber-optic networks to residential homes in Australia. Furthermore, utilizing this fiber-to-the-premises (FTTP) network, the company provides broadband and voice services primarily to new housing developments for single dwelling units (SDUs) and multiple dwelling units (MDUs).
Fiber-to-the-Premises (FTTP) Network
Uniti Group has 142.6k active premises, which are residences that have broadband service and pay a recurring fee. Additionally, the company has 227.1k connected premises, which are residences that have fiber connections but no broadband service.
Finally, in terms of pipeline, Uniti Group has 552.8k total secured premises. Of this total, 260.6k are ready to connect (with fiber) and 292.2k are under contract / in construction.
For Dgtl Infra’s in-depth review of Uniti Group’s Wholesale, Enterprise & Infrastructure (WEI) business segment overall, check-out our prior coverage here.
Transaction Advisors – Uniti Group, Macquarie, PSP
Uniti Group’s financial advisor is Bank of America. Additionally, Uniti Group’s legal advisor is Clayton Utz.
Connect Consortium’s financial advisor is Macquarie Capital. Additionally, Connect Consortium’s legal advisor is Gilbert + Tobin.
