Dieter Elixmann, Martin Weber
Die Privatisierung und Aktienplazierung der niederländischen Post- und Telekommunikationsgesellschaft Koninklijke PTT Nederland N.V. (KPN)
Nr. 135 / Oktober 1994 Summary Like many other countries in the world the Netherlands meanwhile have accomplished the major steps towards the privatisation of their postal and telecommunications sector. As of June 13, 1994, shares of the Koninklijke PTT Nederland N.V. (KPN) are floated at the Amsterdam Stock Exchange. The present paper aims at working out and illuminating the essential elements of the transformation of the then “classical“ public postal, banking and telecommunications authority of the Netherlands to a privatized company. Thereby we are focusing both on regulatory, legal as well as organizational changes and on the offering of the shares. The process of organisational change was initiated in 1986 by divesting postal banking services from the PTT activities and launching the joint stock company Postbank N.V.. The remaining PTT administration has been transformed into the joint stock company KPN as of January 1, 1989 wholly owned by the State. KPN is the holding company for a couple of subsidiaries the most important of which are PTT Post B.V. and PTT Telecom B.V. which are limited liability companies under Dutch law. In the year 1993 the Dutch government eventually decided to sell 30 % of its shares as a first movement to withdraw from the posts and telecommunications sector. However, even after a further sale of shares the Dutch State has special rights (golden share, allotment of preference shares). The Public Offering of KPN shares was open both to private and institutional investors. There was a total of four regional offerings: the Netherlands, U.K. and Ireland, U.S. and Canada, and the rest of the world. The Dutch financial institution ABN AMRO has been appointed single Joint Global Coordinator and Lead Manager of the emission and Regional Lead Managers were in charge of the Institutional Offering outside the Netherlands. Before announcing the offer price a bookbuilding procedure has been carried out focusing on institutional investors at home and abroad. The official offer price was fixed at 49.75 NLG per share of 10 NLG. Private investors were eligible to a discount scheme granting them a 5 % reduction on the offer price for up to 75 shares. The employees of KPN could participate at the sell off of KPN shares by buying convertible bonds. The management of KPN was offered a Management Share Option Plan, allowing managers to acquire options which can be switched into KPN shares. The Offering of KPN shares has been over-subscribed nearly three times. The Managers of the offering, however, have renounced to exercise the green shoe option offered to them by the government. The Dutch State incurred proceeds of around 6.9 billions NLG by selling the KPN shares. In view of the acceptance of KPN shares by investors and the development of the share price after floatation the Public Offering of KPN shares can be viewed as successful. Only German language version available.