A deal has been agreed that will see TalkTalk taken over by the Manchester firm's second largest shareholder, and delisted.
A stock market announcement on Thursday revealed the deal to be worth £1.112bn after the offer for the Salford-headquartered firm from Toscafund Asset Management was received back in October. Private equity firm Penta is also part of the deal.
The offer was for 97p per share, meaning a 16.4% premium on the October 7 closing price - a date that fell just before talks began over the deal.
Ian West, senior non-executive director, on behalf of the Independent TalkTalk Directors, said: "Having considered in detail the best interests of all shareholders and TalkTalk as a whole, the Independent TalkTalk Directors believe that the cash offer from Toscafund provides an opportunity for shareholders to recognise immediate value for their shares.
"The Independent TalkTalk Directors have also taken into account the risks associated in achieving TalkTalk's strategic ambitions and the wide support that Toscafund would provide in this regard.
"The Independent TalkTalk Directors believe, taking into account the advice they have received, that the terms of the cash offer are fair and reasonable and are unanimously recommending that shareholders accept the cash offer."
Toscafund and Penta said the deal came following the company's "resillient" trading performance in 2020, which on Thursday revealed a small loss - and drop in revenues.
The deal means FTSE 250 firm TalkTalk will be delisted, and is now set to go private.
Sir Charles Dunstone, TalkTalk's Chairman, said: "I am pleased to have the opportunity to continue to be a major shareholder in TalkTalk. My decision underlines my passion for the company and the confidence the senior management team and I have about our journey ahead.
"That said, as the UK transitions to full fibre we have a hugely challenging, but exciting opportunity. Being a private company would allow us to accelerate adoption and focus on our role as the affordable provider of fibre for businesses and consumers nationwide.
"The Telecoms industry is going through a fundamental re-set and we are keen to play our part in it."
