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Axiata, Telenor And Digi Sign Deal For Celcom - Digi Merger

Axiata Group Berhad, Telenor Asia Pte Ltd and Digi.Com Berhad said that they signed an agreement for the proposed merger of Celcom Axiata Berhad and Digi--together called as "MergeCo".

Axiata and Telenor will be equal partners with 33.1 percent ownership stake each in MergeCo, and MergeCo will continue to be listed on Bursa Malaysia Securities Berhad.

MergeCo is valued at a combined pre-synergy equity value of close to RM50 billion.

The Proposed Merger is expected to be completed by the second quarter of 2022.

Axiata and Telenor have agreed to nominate Dato' Izzaddin Idris as Chair, Jørgen C. Arentz Rostrup as Deputy Chair, Idham Nawawi as CEO and Albern Murty as deputy CEO of MergeCo, which will be renamed to Celcom Digi Berhad subject to MergeCo's shareholders' approval.

Axiata and key Malaysian institutional shareholders are expected to own more than 51 percent of MergeCo at completion.

At completion, the merger of Celcom and Digi will result in Axiata receiving newly issued ordinary shares in Digi, representing 33.1 percent of the enlarged issued share capital of Digi, cash consideration of RM2.0 billion of which about RM1.7 billion will come from Digi as debt in MergeCo and about RM300 million from Telenor as part of an ownership equalisation under the terms of the proposed merger.

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