FRANKFURT (Reuters) - A special auditor's report concluded there was a discrepancy between the price paid for German cable firm Kabel Deutschland (DE:KD8Gn) by Britain's Vodafone (L:VOD) and the value of the company.
The report, seen by Reuters, looks into the actions of Kabel Deutschland and Vodafone before and during their merger negotiations in 2013.
The takeover price of 84.53 euros (£66.53) in cash is disputed by hedge fund Elliott Management Corp, a shareholder in Kabel Deutschland.
The auditor said that valuations by investment banks based on the company's long-term planning indicated a value for Kabel Deutschland of 104 euros per share. That does not include additional synergy effects estimated at up to 19.50 euros a share by the investment banks.
"The discrepancy between the investment banks' considerations of the company's value and the takeover price paid by Vodafone is not plausible according to the findings of the report," the auditor wrote in the report.
The auditor, appointed at Kabel Deutschland's annual general meeting in 2013, also said the company had not provided the documentation necessary to clear up the discrepancy.
Vodafone said such a takeover price was unrealistic.
"The offer was unanimously recommended by Kabel Deutschland's boards taking into account the views of their investment bank advisers and accepted by 76.6 percent of shareholders," a spokesman said.
Elliott, which owns a 13.5 percent stake in Kabel Deutschland according to Thomson Reuters data, and investment management firms Davidson Kempner and York Capital have sued Vodafone for higher compensation.
Elliott in October asked a Munich court to order the company to give it a full copy of the auditor's report. Kabel Deutschland said it would make the report available once certain sensitive information had been edited out.
Elliott declined to comment.
Kabel Deutschland was not immediately available for comment. Chief Executive Manuel Cubero, appointed after the takeover, said in October that the auditor had found that the offer price may not have been appropriate. He denied the finding.
(Reporting by Arno Schuetze; Additional reporting by Victoria Bryan and Kate Holton; Editing by Andrew Roche and Leslie Adler)