What were the final terms of the offer for Mannesmann?
Vodafone offered 58.9646 Vodafone AirTouch shares for one Mannesmann share.
How many Mannesmann shares have been exchanged for Vodafone shares?
As of 12 midnight on 27 March 2000 (end of offer period) valid acceptance notices had been received for 499,970,377 Mannesmann shares. This is equal to approximately 98.62% of the issued share capital of Mannesmann.
Will there continue to be Mannesmann shares for the foreseeable future?
Mannesmann shareholders who wished neither to exchange nor to sell their shares do, indeed, have the possibility of retaining them. This means that there will continue to be Mannesmann shares, which can be traded on the stock exchange, but with reduced liquidity.
What will happen with the current Mannesmann Convertible Bonds and options for Mannesmann shares?
Due to the Vodafone offer the schedule for the Mannesmann Convertible Bonds has been changed. Vodafone offered 1,440 new Vodafone shares for each Mannesmann Convertible Bond. This offer referred to all 460,000 Convertibles with a maturity of 5 years, issued at the nominal value of EUR5,000 and carrying a coupon of 1.00% p.a. Investors could accept this offer between 21 February 2000 and 21 March 2000.
On 24 March 2000 Vodafone announced that valid acceptances of the Convertible Bond Offer had been received in respect of a total nominal value of approximately EUR2,294 Mannesmann Convertible Bonds, representing approximately 99.72% of the Mannesmann Convertible Bonds in issue. As a result, Vodafone issued 660,540,960 new Vodafone shares. Not tendered Mannesmann Convertible Bonds will remain outstanding.
Holders of Mannesmann options should please contact the appropriate banks through which the options were floated, as these will be treated differently.
I was a Mannesmann shareholder/ADS holder and tendered my shares during the Offer. I now own Vodafone shares/ADS. How do I treat my holding in Vodafone for US tax purposes? Are there any US federal income tax implications from this transaction?
If you are a US shareholder of Vodafone shares or ADS as a result of accepting the offer ("the Offer") for Mannesmann as outlined in the Exchange Offer Prospectus dated 23 December 1999 and supplemented on 20 January 2000 then you should not recognize gain or loss for US federal income tax purposes upon exchange of Mannesmann shares and ADSs for Vodafone Ordinary shares Under Section 368 (a) (1) (B) of the Internal Revenue Code except to the extent attributable to any cash received in lieu of fractional shares.
I became a shareholder of Vodafone AirTouch through the acquisition of Mannesmann. What tax basis should I use for my shareholding in Vodafone for US federal income tax purposes?
As a US shareholder, your tax basis in the Vodafone ordinary shares received pursuant to the Offer for Mannesmann as outlined in the Exchange Offer Prospectus dated 23 December 1999 and supplemented on 20 January 2000 should be equal to your tax basis in the Mannesmann shares and ADSs exchanged (less any basis allocated to the fractional shares for which cash was received).