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OMANTEL OFFERS TO PURCHASE AN ADDITIONAL 12.1% OF ZAIN GROUP - Omantel signs SPA with Al Khair National Company - Omantel will become second largest shareholder with 21.9%

Oman Telecommunications S.A.O.G. (‘Omantel’ or the ‘Company’), the first and leading integrated telecommunications services provider in Oman and 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’) announce they have signed a share purchase agreement (‘SPA’) to sell 521,975,416 million ordinary shares, or 12.1% of the total fully paid and issued share capital, in Mobile Telecommunications Company KSCP (‘Zain’) to Omantel for a total cash consideration of US$1.35 billion (OMR520 million), at an offer price of KWD 0.781 per share. 

Upon completion of the transaction following a formal block trade auction process under Boursa Kuwait rules, Omantel will become the second largest shareholder in Zain. In addition, the Board of Directors of Zain is expected to be reconstituted. 

The total transaction value for the 21.9% stake is $2.19 billion (OMR845 million). 

Omantel will finance 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 are acting as financial adviser and Freshfields Bruckhaus Deringer LLP are acting as legal adviser to Omantel.

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