NEW YORK (CNNfn) - British mobile-phone giant Vodafone Plc on Friday won the bidding war for U.S. cellular powerhouse AirTouch Communications, as Bell Atlantic Corp. apparently declined to counter Vodafone's estimated $56 billion offer.
"Our exciting journey continues as we live out our vision of creating the world's premier wireless company," AirTouch Chairman and CEO Sam Ginn said in announcing acceptance of Vodafone's roughly $97-per-share cash-and-stock bid.
Under Vodafone's offer -- one of the largest proposed cross-border deals ever --investors will receive 0.5 Vodafone American Depositary Receipts (ADRs) and $9 cash for each AirTouch share held.
Vodafone's (VOD) ADRs closed Friday on Wall Street at $176, up 1-7/16.
AirTouch said in a statement that hard terms of the offer remain "subject to rebalancing between stock and cash under certain circumstances," but did not elaborate.
However, cash-and-stock mergers typically include "collars" that modify terms of bids if either company's shares move significantly on markets.
Plans call for Friday's deal to close in 1999's second half, subject to shareholder and regulatory approvals. Both companies' boards have already approved the merger.
Presuming the deal goes through, the merged entity, to be called "Vodafone AirTouch," will serve 23 countries on four continents.
Vodafone chief Chris Gent called the proposed tie-up "a superb alliance of the two leading global mobile operators. We share a vision of mobile communications as the principal platform for voice and data communications into the next century, and have the people and assets to realize this vision."
Friday's agreement calls for Gent to become chief executive of the merged entity, with AirTouch's Ginn serving as non-executive chairman of the board.
Vodafone and AirTouch will also each name seven members to the merged company's planned 14-seat board of directors.
AirTouch spokesman Jonathan Marshall said his firm did not envision any significant job cuts in connection with the merger.
"Nothing definitive has been decided, but we don't see any large-scale layoffs, as there's very little overlap between AirTouch and Vodafone," Marshall said.
On the contrary, the spokesman noted that since all AirTouch employees hold stock in the firm, workers "should gain a lot from this deal."
The two companies announced their merger hours after Bell Atlantic terminated its own $45 billion effort to buy AirTouch (ATI).
"Bell Atlantic announced (Friday) that its discussions with AirTouch Communications relating to a possible business combination have ended," the company said in a brief statement.
A Bell Atlantic spokesman offered no further explanation, saying only there was "no deal."
Still, Bell Atlantic said it did plan maintain existing PrimeCos PCS and roaming-cellular relationships with AirTouch.
On Wall Street earlier Friday, Bell Atlantic (BEL) stock lost 11/16 to close 53-1/8, while AirTouch (ATI) rose 4-9/16 to 83-3/8
San Francisco-based AirTouch bills itself as the world's largest wireless-telecommunications company. The firm opened its doors in 1994 as a spinoff of Pacific Telesis, itself a former part of the old Bell system telephone monopoly.
U.K.-headquartered Vodafone operates mobile-phone services in Britain and 12 other countries.