Eleven Firms Pass Over ECI
8/3/2007 11:16  Resource:Light Reading  Author£ºRyan Lawler

    According to company filings, ECI Telecom Ltd. (Nasdaq: ECIL - message board) was shopped extensively for 18 months before reaching a buyout agreement with Shaul Shani's Swarth Investments LLC.

    In a 6-K document filed with the Securities and Exchange Commission (SEC) , ECI provides a number of details pertaining to the background of the deal, including the revelation that it had spoken to nearly a dozen potential buyers before Swarth made it a buyout offer.

       According to the filing, ECI's search for a buyer began in September 2005 after the company received an unsolicited offer from a potential strategic buyer. As a result, the company hired Goldman Sachs & Co. to review that bid and to identify other potential purchasers, both public and private.

    From September 2005 until February 2007, ECI says Goldman introduced it to 11 potential buyers in the telecom and private equity markets. While each buyer expressed initial interest in the company, none of the meetings resulted in a formal buyout proposal.

    Enter Shaul Shani,who met with ECI chairman Shlomo Dovrat in late February to discuss the purchase of a portion of ECI shares held by major shareholders. Shani and Dovrat held several additional talks in April, when Shani offered between $9.00 and $9.25 per share for a stake in the company. But, according to the filing, Dovrat made clear that $10 per share would be the minimum offer accepted by shareholders.

    In May, Shani indicated a desire to buy out ECI completely for $10 a share and met with ECI director and Clal Industries and Investments Ltd. CEO Avi Fischer, who negotiated on behalf of ECI's controlling shareholders.

    Aseriesofmeetings were set up for due diligence, and in June Swarth had secured an agreement from Credit Suisse for debt financing related to the transaction. After a month of further negotiations -- and news of a possible transaction being leaked to the Israeli press -- ECI and Swarth signed a definitive merger agreement on July 1.

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