UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the
Securities Exchange Act of 1934
(Amendment No. 3)
Hungarian Telephone and Cable Corp.
(Name of Issuer)
Common Stock, par value U.S. $.001 per Share
(Title of Class of Securities)
4455421030
(CUSIP Number)
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Lawrence H. Guffey |
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Richard Wilson |
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Kurt Björklund |
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Oliver Haarmann |
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Gustavo Schwed |
Copy To:
Michael Wolfson,
Esq.
Simpson Thacher & Bartlett LLP
CityPoint
One Ropemaker
Street
London EC2Y 9HU, U.K.
+44 20 7275 6500
(Name, Address and
Telephone Number of Person Authorized to
Receive Notices and
Communications)
June 30, 2008
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
This Amendment No. 3 amends and supplements the Schedule 13D filed on January 25, 2006, as amended by Amendment No. 1 and Amendment No. 2 thereto (the “Schedule 13D”), by Nordic Telephone Company ApS (“NTC”) and the other joint filing persons as described therein. Capitalized terms used but not otherwise defined in this document have the meanings assigned to them in the Schedule 13D.
Neither the filing of this Amendment No. 3 to the Schedule 13D nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that any such person is the beneficial owner of any of the shares of Hungarian Telephone and Cable Corp. (the “Issuer”) referred to herein for the purposes of Section 13(d) of the Securities Exchange Act 1934, as amended, or for any other purpose, and such beneficial ownership is expressly disclaimed.
Item 4. Purpose of the Transaction
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following:
“On June 30, 2008, TDC issued a press release which is attached as an exhibit hereto and deemed to be incorporated by reference herein.”
Item 7. Materials to be Filed as Exhibits
The following document is hereby filed as exhibit:
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Exhibit |
Description |
Ex-99.16
Press release by TDC A/S, dated June 30, 2008.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: June 30, 2008
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NORDIC TELEPHONE COMPANY APS | ||
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By: |
/s/ Richard Wilson |
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Richard Wilson |
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Director |
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By: |
/s/ Oliver Haarmann |
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Oliver Haarmann |
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Director |
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By: |
/s/ Gustavo Schwed |
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Gustavo Schwed |
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Director |
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By: |
/s/ Lawrence H. Guffey |
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Lawrence H. Guffey |
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Director |
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By: |
/s/ Kurt Björklund |
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Kurt Björklund |
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Director |
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NORDIC TELEPHONE COMPANY INVESTMENT APS | ||
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By: |
/s/ Richard Wilson |
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Richard Wilson |
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Director |
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By: |
/s/ Oliver Haarmann |
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Oliver Haarmann |
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Director |
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By: |
/s/ Gustavo Schwed |
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Gustavo Schwed |
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Director |
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By: |
/s/ Lawrence H. Guffey |
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Lawrence H. Guffey |
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Director |
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By: |
/s/ Kurt Björklund |
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Kurt Björklund |
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Director |
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====================================================================
For and on behalf of Apax Partners Europe Managers Ltd. as Manager of Apax Europe VI-A, L.P.
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By: |
/s/ Adrian Beecroft |
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Adrian Beecroft |
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Authorized Person |
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For and on behalf of Apax Partners Europe Managers Ltd. as Manager of Apax Europe VI-1 L.P.
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By: |
/s/ Adrian Beecroft |
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Adrian Beecroft |
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Authorized Person |
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For and on behalf of Apax Europe VI GP, Co. Ltd. as general partner of Apax Europe VI GP, L.P. Inc.
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By: |
/s/ Denise Fallaize |
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Denise Fallaize |
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Authorized Person |
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For and on behalf of Apax Europe VI GP, Co. Ltd.
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By: |
/s/ Denise Fallaize |
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Denise Fallaize |
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Authorized Person |
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For and on behalf of Apax Partners Europe Managers Ltd.
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By: |
/s/ Adrian Beecroft |
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Adrian Beecroft |
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Authorized Person |
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For and on behalf of
Apax Angel Syndication Partners (Cayman) GP Ltd acting in its capacity as general partner of
Apax Angel Syndication Partners (Cayman) L.P.
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By: |
/s/ Mark Cook |
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Mark Cook |
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Authorized Signatory |
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Apax Angel Syndication Partners (Cayman) GP Ltd
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/s/ Mark Cook |
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Mark Cook |
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Authorized Signatory |
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=====================================================================
Blackstone NSS Communications Partners (Cayman) L.P.
By Blackstone Communications Management Associates (Cayman) L.P., its General Partner
By Blackstone Communications GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone Family Communications Partnership (Cayman) L.P.
By Blackstone Communications GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone Capital Partners (Cayman) IV L.P.
By Blackstone Management Associates (Cayman) IV L.P., its General Partner
By BCP IV GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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=====================================================================
Blackstone Capital Partners (Cayman) IV-A L.P.
By Blackstone Management Associates (Cayman) IV L.P., its General Partner
By BCP IV GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone Family Investment Partnership (Cayman) IV-A L.P.
By BCP IV GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone Participation Partnership (Cayman) IV L.P.
By BCP IV GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Authorized Person |
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Blackstone Communications Management Associates (Cayman) L.P.
By Blackstone Communications GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone Management Associates (Cayman) IV L.P.
By BCP IV GP L.L.C., its General Partner
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Manager |
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Blackstone FI Communications Associates (Cayman) Ltd.
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Director |
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Blackstone LR Associates (Cayman) IV Ltd.
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By: |
/s/ Robert L. Friedman |
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Robert L. Friedman |
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Director |
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/s/ Peter G. Peterson |
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Peter G. Peterson |
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/s/ Stephen A. Schwarzman |
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Stephen A. Schwarzman |
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=====================================================================
Signed by for and on behalf of
KKR Millennium Fund (Overseas), Limited Partnership
By: KKR Associates Millennium (Overseas), Limited Partnership, its general partner
By: KKR Millennium Limited, its general partner
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR Associates Millennium (Overseas), Limited Partnership
By: KKR Millennium Limited, its general partner
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR Millennium Limited
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR European Fund II, Limited Partnership
By: KKR Associates Europe II, Limited Partnership, its general partner
By: KKR Europe II Limited, its general partner
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR Associates Europe II, Limited Partnership
By: KKR Europe II Limited, its general partner
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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=====================================================================
Signed by for and on behalf of
KKR Europe II Limited
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR Partners (International) Limited Partnership
By: KKR 1996 Overseas Limited
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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Signed by for and on behalf of
KKR 1996 Overseas Limited
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By: |
/s/ William J. Janetschek |
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William J. Janetschek |
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Authorized Person |
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=====================================================================
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited as general partner of |
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Alternate Director |
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Permira Europe III G.P. L.P. as |
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general partner of Permira Europe III L.P. |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited as general partner of |
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Alternate Director |
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Permira Europe III G.P. L.P. as |
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general partner of Permira Europe III L.P. |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited as general partner of |
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Alternate Director |
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Permira Europe III G.P. L.P. as |
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managing limited partner of Permira Europe III GmbH & Co. KG |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Nominees Limited as nominee for |
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Alternate Director |
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Permira Investments Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited as administrator of |
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Alternate Director |
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Permira Europe III Co-investment Scheme |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited as general partner of |
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Alternate Director |
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Permira Europe III G.P. L.P. |
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=====================================================================
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe III G.P. Limited |
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Alternate Director |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Holdings Limited |
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Alternate Director |
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=====================================================================
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe II Managers L.P. as |
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Alternate Director |
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general partner of Permira Europe II L.P. 1, |
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acting by its general partner |
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Permira (Europe) Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe II Managers L.P. as |
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Alternate Director |
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general partner of Permira Europe II L.P. 2 |
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acting by its general partner |
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Permira (Europe) Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe II Managers L.P. as |
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Alternate Director |
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managing general partner of |
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Permira Europe II C.V. 3 |
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acting by its general partner |
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Permira (Europe) Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe II Managers L.P. as |
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Alternate Director |
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managing general partner of |
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Permira Europe II C.V. 4 |
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acting by its general partner |
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Permira (Europe) Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira (Europe) Limited as manager of |
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Alternate Director |
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Permira Europe II Co-investment Scheme |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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SV (Nominees) Limited as nominee for |
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Alternate Director |
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Schroder Ventures Investments Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira Europe II Managers L.P. |
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Alternate Director |
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acting by its general partner |
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Permira (Europe) Limited |
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Signed by |
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/s/ Kees Jager |
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for and on behalf of |
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Kees Jager |
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Permira (Europe) Limited Alternate Director |
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Alternate Director |
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=====================================================================
PROVIDENCE EQUITY OFFSHORE PARTNERS V L.P.
By: Providence Equity Offshore GP V L.P., the General Partner
By: Providence Equity Partners (Cayman) V Ltd., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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PROVIDENCE EQUITY OFFSHORE GP V L.P.
By: Providence Equity Partners (Cayman) V Ltd., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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PROVIDENCE EQUITY PARTNERS (CAYMAN) V LTD.
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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PROVIDENCE EQUITY OFFSHORE PARTNERS IV L.P.
By: Providence Equity Offshore GP IV L.P., the General Partner
By: Providence Equity Partners (Cayman) IV Ltd., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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=====================================================================
PROVIDENCE EQUITY OFFSHORE GP IV L.P.
By: Providence Equity Partners (Cayman) IV Ltd., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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PROVIDENCE EQUITY PARTNERS (CAYMAN) IV LTD.
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Person |
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PROVIDENCE EQUITY OPERATING PARTNERS IV L.P.
By: Providence Equity GP IV L.P., the General Partner
By: Providence Equity Partners IV L.L.C., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Signatory |
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PROVIDENCE EQUITY GP IV L.P.
By: Providence Equity Partners IV L.L.C., its general partner
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Signatory |
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PROVIDENCE EQUITY PARTNERS IV L.L.C.
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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Authorized Signatory |
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=====================================================================
PROVIDENCE SYNDICATION PARTNERS (CAYMAN) L.P.
By: Providence Syndication Partners (Cayman) GP, Ltd., its general partner
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By: |
/s/ Jonathan M. Nelson |
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Jonathan M. Nelson |
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Authorized Signatory |
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PROVIDENCE SYNDICATION PARTNERS (CAYMAN) GP, LTD.
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By: |
/s/ Jonathan M. Nelson |
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Jonathan M. Nelson |
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Authorized Signatory |
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By: |
/s/ Paul J. Salem |
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Paul J. Salem |
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By: |
/s/ Jonathan M. Nelson |
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Jonathan M. Nelson |
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By: |
/s/ Glenn M. Creamer |
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Glenn M. Creamer |
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=====================================================================
![[schedule13dntchtcc002.gif]](schedule13dntchtcc002.gif)
To OMX Nordic Exchange Copenhagen A/S
June 30, 2008
Release 13/2008
TDC’s subsidiary HTCC reviews its strategic alternatives
Copenhagen – Today, TDC announces that its 64.6% controlled subsidiary Hungarian Telephone and Cable Corp. (“HTCC”), which is listed on the American Stock Exchange (AMEX: HTC), has retained the investment banking firm of BNP Paribas Corporate Finance to assist it in evaluating strategic alternatives for the company. TDC does not expect to publicly disclose additional information regarding the status of the review of strategic alternatives until the review is completed. There can be no assurances that any particular course of action will be pursued or as to the timing or terms of such alternatives.
For inquiries regarding the above please contact TDC Investor Relations on +45 6663 7680.
TDC A/S
Internet:
Noerregade 21
www.tdc.com
0900 Copenhagen C
E-mail:
Tel. +45 66 63 76 80
investorrelations@tdc.dk
TDC A/S CVR-nr. 14 77 39 08 Copenhagen
June 30, 2008
HTCC review of strategic alternatives
Release 13-2008
TDC is the leading provider of communications solutions in Denmark with a strong Nordic focus. In the Nordic region TDC has four business units: Business Nordic, Fixnet Nordic, Mobile Nordic and YouSee. TDC’s activities outside the Nordic Region comprise amongst others Sunrise, a leading telecommunications provider in Switzerland, and HTCC, a leading telecommunications provider in Hungary. TDC was partly privatized in 1994 and fully privatized in 1998. Nordic Telephone Company ApS owns 87.9% of TDC, with the remainder of the shares held by individual and institutional shareowners.
TDC listing
Shares: OMX Nordic Exchange Copenhagen A/S
Reuters TDC.CO
Bloomberg TDC DC
Nominal value DKK 5
ISIN DK0010 253335
Sedol 5698790