News Corp to delist NDS in equity fund deal

June 30, 2008 - News Corp is to take its content security division NDS into private ownership, under a deal with private equity firm Permira worth US$3.6bn.

The agreement will see News Corp cut its stake in the NASDAQ-listed company from 72% to 49%, with Permira taking the remaining 51%. Shareholders of NDS's series A ordinary shares, which number about 16mn, will receive around US$970mn in total, while News Corp's series B shares will be acquired for US$1.5bn in cash and a US$200mn vendor note. Debt financing will be provided by JP Morgan and Morgan Stanley.

"The transaction has been fully negotiated between News Corporation, Permira and NDS management," said News Corp. "Permira has completed its due diligence, and all of the third party financing is in place." The deal has yet to be approved by a majority of NDS' public shareholders, as well as a group of shareholders representing at least three-quarters of the value of publicly-held NDS shares.