Financial Management - SingTel acquire Optus, Is it fair & reasonable?

(Q1)The offer price given by SingTel for the acquisition of Optus is not a "fair and reasonable" one. According to 3 different financial valuation models (discounted cash flow analysis, EBITDA & P/E Ratio - see attached Appendix), Singtel is also giving high premium to buy Optus in all above market approach analysis. The SingTel bid will bring more confidence to the telecommunications market, they are paying an A$4 billion premium, Optus values around …

…possibility that shareholders may receive more cash or bonds if they accept the Share, Cash and Bond Alternative, and therefore fewer shares in SingTel. The funding of the offer has been structured to ensure that SingTel will maintain a very strong balance sheet. SingTel will have access to extremely attractive borrowing costs and maintain the financial flexibility to continue its consolidation strategy in the region, which will support and enhance Optus' sound financial position. APPENDIX