jeudi 6 novembre 2008

Vodafone Announces Details of Vodacom Investment

­Vodafone has confirmed the details of its long anticipated plan to acquire an additional 15% stake in South Africa based Vodacom from Telkom SA for a cash consideration of ZAR22.5 billion (US$2.47 billion) less the pro rata consolidated attributable net debt of Vodacom Group of approximately ZAR1.55 billion (c.£0.1 billion). The transaction will increase Vodafone's shareholding in Vodacom Group from 50% to 65%.

Vodacom Group will be listed on the Johannesburg Stock Exchange ("JSE") and the remaining 35% of Vodacom Group will be demerged by Telkom to its shareholders. The Government of South Africa has agreed that it will retain a minimum shareholding of 10% in Vodacom Group for a period of 12 months after the listing on the JSE.

The plan to buy the 15% stake was originally announced at the beginning of last month. Telkom has been reviewing its mobile operations for more than a year, and at varying times has said it would be open to disposal, takeover or joint venture. Last November said it had broken off talks to sell its fixed-line operations to South Africa's MTN Group and an interest in Vodacom to Vodafone.

In June, Telkom was approached by a consortium of Mvela Holdings, Och-Ziff and other strategic investors interested in buying Telkom, but without its stake in Vodacom, but the talks broke down in September.

Vodafone has also committed to maintain the Vodacom brand-name and that Vodacom will be the exclusive investment vehicle through which it will make acquisitions in sub-Saharan Africa (excluding Ghana and Kenya where Vodafone is already present) - which will ensure that the South African government can benefit from any gains.

Commenting on the transaction, Vittorio Colao, Chief Executive of Vodafone, said "As a long-term investor in South Africa we are delighted to be increasing our shareholding in Vodacom Group, the country's leading mobile operator with a presence in four additional African markets. We will continue to support the management team in their strategy of transforming Vodacom into a full service provider in Africa and also look forward to playing a greater role in delivering the broader social benefits of mobile telecommunications in the continent. We are confident that the transaction will deliver value to our shareholders."

Vodacom is the number one operator in Tanzania, Lesotho and the Democratic Republic of Congo and the number two operator in Mozambique.

The transaction will be financed through existing cash resources and committed debt facilities.

The acquisition is subject to, among other conditions, approval by 75% of Telkom's shareholders and is interconditional upon Vodacom Group being listed on the JSE and Telkom demerging the remaining 35% of Vodacom Group to Telkom's shareholders. Telkom's two largest shareholders, the Government of South Africa and the Public Investment Corporation Limited, owning a combined 58%, have irrevocably committed to vote in favour of the transaction and will become significant shareholders in Vodacom Group following the completion of the transaction.