Form 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Dated: April 5, 2007
Swisscom AG
(Translation of registrants name into English)
Alte Tiefenaustrasse 6
3050 Bern, Switzerland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form
20-F or Form 40-F.
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
(Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82-___
|
|
|
|
|
Press Release |
Tender offer for Fastweb shares
Swisscom receives green light from Consob Offer period to start on April 10th
On March 20th 2007, Swisscom filed the offer document related to the tender offer
for Fastweb shares with Consob (the Italian authority responsible for regulating the Italian
securities market) for its approval. Today, Consob approved the offer document. The offer period
will begin on April 10th and will end on May 15th, 2007 (included). The offer
price is equal to EUR 47 a share.
Consob gave today the green light (nulla osta) for the publication of the offer document
concerning the voluntary public tender offer to be launched by Swisscom for 98.26% of Fastwebs
share capital. Swisscom currently owns a stake of 1.74%. There are no material changes to the terms
and conditions of the offer as communicated on 12 March 2007.
Subject to the terms of the offer described in the offer document, Swisscom will pay to each
shareholder tendering its Fastweb shares an amount of EUR 47 per share. Fastwebs board of
directors has ruled in favour (espresso parere favorevole) of the tender offer to be launched by
Swisscom, after taking into account the fairness opinions provided by its financial advisors.
The maximum consideration payable is equal to EUR 3.7 billion and is being financed through loans
from a consortium of leading international banks, which entered into a facility agreement to
finance the offer.
The offer document will be available to the public from April 7th, 2007 on the website
of Swisscom (www.swisscom.com/fastweb) and Fastweb (www.fastweb.it).
As a strategic partner with a long-term focus, Swisscom is investing in Fastweb with the clear
objective of building on the companys present competitive edge and technological dominance and of
extending the companys product range. Swisscom believes that all Swisscom and Fastweb
shareholders, customers and staff will benefit from the planned acquisition.
Berne, 5 April 2007
Swisscom AG
Group Media Relations
3050 Bern
|
|
|
|
|
Phone
|
|
+41-31-342 91 93
|
|
www. swisscom.com |
Fax
|
|
+41-31-342 07 30
|
|
media@swisscom.com |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
|
|
|
Swisscom AG
|
|
Dated: April 5, 2007 |
by: /s/ Rolf Zaugg
|
|
|
Name: |
Rolf Zaugg |
|
|
Title: |
Senior Counsel
Head of Capital Market &
Corporate Law |
|
|