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OMANTEL COMPLETES ACQUISITION OF ZAIN SHARES, BRINGING TOTAL SHAREHOLDING IN ZAIN GROUP TO 21.9%

- Omantel wins auction for 12.1% stake in Zain from Al Khair and becomes second largest shareholder in Zain Group with 21.9% stake 

- Total transaction value for the 21.9% stake is $2.19 billion 

- Acquisition creates a new digital telecom powerhouse in the region


Talal Said Marhoon Al Mamari, Chief Executive Officer, Omantel:

“This is an historical moment for Omantel and Zain. Together, we have created a new regional telecoms group that will drive the digitisation of Oman and the wider region. Our new scale and diversification will allow us to focus on digital transformation, to generate further revenue growth and accelerate the introduction of innovative products and services that will enable our region to digitize.  We expect that the new group will enjoy a positive, long-term economic outlook and a robust base from which we can grow even further together. This is the right partnership to take our businesses to the next level and we are excited about our combined prospects within the exciting region in which we operate.”

12 November 2017; Muscat, Oman – Oman Telecommunications S.A.O.G (‘Omantel’ or the ‘Company’) announces it has won the bid to acquire 12.1% of the issued share capital in Mobile Telecommunications Company KSCP (‘Zain’), making Omantel the second largest shareholder in Zain Group with a 21.9% stake. 

The acquisition creates a new digital telecom powerhouse capable of leading digital transformation across the MENA region. The new group will be the third largest combined telecoms group in the MENA region, with 52 million customers.  

Transaction Terms

On 26 October 2017, Omantel entered into a share purchase agreement (‘SPA’) to acquire 521,975,416 million ordinary shares representing 12.1% of the total fully paid and issued share capital from Al Khair National for Stocks & Real Estate Company W.L.L., Kuwaiti British Readymix Company W.L.L., and Gulf National Holding Company K.S.C.C. (collectively the ‘Sellers’) for a total cash consideration of US$1.35 billion. This announcement triggered a formal public auction process under Boursa Kuwait rules, which completed today, marking the successful closing of the transaction. In addition, the Board of Directors of Zain is expected to be reconstituted. 

The total equity value of the 21.9% shareholding is US$ 2.19 billion (OMR 845 million). This includes the previously announced acquisition on the 24 August 2017 of 425.7 million treasury shares representing 9.84% of the total fully paid and issued share capital.

Omantel has financed this transaction with a combination of long-term and bridge loan facilities. The bridge loan facility will subsequently be taken out through long-term capital markets instruments. 

Credit Suisse acted as exclusive financial adviser and Freshfields Bruckhaus Deringer LLP as legal adviser to Omantel. 

Credit Suisse and Citi are acting as Bookrunners, Mandated Lead Arrangers and Original Lenders; with Bank Muscat, HSBC and Standard Chartered Bank and Bank ABC as Bookrunners and Mandated Lead Arrangers in the acquisition financing.

Omantel Conference Call and Webcast

Omantel will host a conference call on Monday 13 November 2017 at 16.00 (Oman Time Zone) to discuss the transaction with the financial community. The conference call* details are as below. 

WEBCAST INVITATION – PARTICIPANTS 

(NOTE: PARTICIPANTS WILL USE THIS LINK TO REGISTER AND JOIN THE LIVE EVENT)

 

CONFERENCE CALL INVITATION – PARTICIPANTS

Participant UK Free Call Dial-In Numbers:  United Kingdom 08003767922

Participant Std International Dial-In:  +44 (0) 2071 928000

Conference ID: 6591499

* Please connect to both the Audio and Web session at least 10 minutes prior to the event.