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Simpson Thacher acted for Hungarian Telephone and Cable Corp. (NYSE ALTERNEXT U.S.:HTC) (“HTCC”) in connection with its reorganization as a Danish limited liability company, pursuant to an SEC registered merger transaction. The reorganization closed on February 26, 2009 and trading of the new Danish company, Invitel Holdings A/S (“Invitel Denmark”), will begin as of the opening of trading on the NYSE Alternext on February 27, 2009 under the symbol “IHO.” In the transaction, all shares of HTCC’s outstanding common stock were converted into the right to receive American depositary shares of Invitel Denmark. TDC A/S is the majority shareholder of Invitel Holdings A/S.

Invitel Holdings A/S, formerly Hungarian Telephone and Cable Corp., operating under the Invitel brand name, is the number one alternative and the second-largest fixed line telecommunications and broadband Internet Services Provider in the Republic of Hungary with more than 1 million customers in Hungary. In addition to delivering voice, data and Internet services in Hungary, it is also a leading player in the Central and Eastern European wholesale telecommunications market.

The Simpson Thacher attorneys representing HTCC (now Invitel Holdings A/S) included Mike Wolfson, Ali Ezzatyar, Bart Gombert and Jenny Marsh (Corporate/M&A); Meredith Jones and Seojung Park (Tax); and Greg Grogan and Eric Sarabia (Executive Compensation & Employee Benefits). John Fitzgerald and the other paralegals in the London office also provided valuable assistance.