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Back 24 Jul 2012
Type Announcement
Subject OTHERS
Description AXIATA GROUP BERHAD - ACQUISITION BY CELCOM (AXIATA) BERHAD OF 51% EQUITY INTEREST IN DIGITAL MILESTONE SDN BHD
1.0 INTRODUCTION
Celcom Axiata Berhad (“Celcom”), a wholly-owned subsidiary company of Axiata Group Berhad (“Axiata”) had, on 23 July 2012, completed the acquisition of 255,000 ordinary shares of RM1.00 each (“DMSB Shares”) in Digital Milestone Sdn Bhd (“DMSB”) which represents 51% of the equity interest in DMSB making DMSB a subsidiary of Axiata held via Celcom.

The acquisition of DMSB Shares by Celcom is in accordance with the Teaming Agreement entered by Celcom dated 3 July 2012 (“Agreement”) in which Celcom and Media Broadcast GmbH (“Media Broadcast”) will establish a joint-venture entity (“JVCo”) and jointly act in relation to pre-bid activities and formulation of bid for the development, supply, commissioning, marketing and operation of digital television transmission infrastructure in Malaysia via a common infrastructure provider (“Project“) for the digital terrestrial transmission services to be rolled- out under Malaysia’s National Digitisation Project .

(Celcom and Media Broadcast are collectively referred to hereinafter as ”Parties”). 2.0 BRIEF INFORMATION ON THE PARTIES AND THE JVCO

Celcom was incorporated in Malaysia on 5 January 1988. The issued and paid-up share capital of Celcom stands at RM1,237,534,681 comprising 1,237,534,681 ordinary shares of RM1.00 each. Celcom was the first privately owned company in Malaysia to offer mobile services when it launched its “Art 900” analogue mobile system in 1989. In 1989, Celcom was one of the first operators in Malaysia to provide digital services through its GSM 900 network. Celcom currently operates 2G (GSM900 and GSM1800) and 3G cellular services and provides mobile telecommunication services in Malaysia under the brand name ‘Celcom’.

Media Broadcast is Germany's largest full-service provider for the media and broadcasting industry. With an issued and paid-up share capital of €26,000, Media Broadcast was a spin-off from Deutsche Telekom AG since 2007 and now a member of the TDF-Group, the leading operator of terrestrial networks in Europe with 11,150 sites and subsidiaries in 9 countries. Media Broadcast's core business is planning, deployment and operation of high performance multimedia transmission platforms based on terrestrial, next-generation and satellite networks.

The JVCo, DMSB was incorporated in Malaysia on 9 July 2012. Its issued and paid-up share capital currently stands at RM500,000.00 comprising 500,000 ordinary shares of RM1.00 each. The JVCo is established as the vehicle in which the bid for the Project will be made and the Project will be executed.

In accordance with the Agreement, the shareholders of the JVCo are Celcom and Media Broadcast with each holding 51% and 49% respectively of the issued and paid-up share capital of the JVCo.

The Parties will enter into a Shareholders’ Agreement to govern their relationships as shareholders in the JVCo in due course.

3.0 SOURCES OF FUNDS

The acquisition of DMSB Shares by Celcom for the sum of RM255,000.00 was funded through internally generated funds.

4.0 FINANCIAL EFFECTS

The acquisition of DMSB Shares by Celcom does not have any effect on the issued and paid-up share capital of Axiata and is not expected to have any material effect on the earnings, gearings and net assets of the Axiata Group for the financial year ending 31 December 2012. 5.0 APPROVALS OF SHAREHOLDERS AND AUTHORITIES

The acquisition of DMSB Shares by Celcom is not subject to the approval of the shareholders of Axiata.

6.0 DIRECTORS’ AND MAJOR/SUBSTANTIAL SHAREHOLDERS’ INTEREST

None of the directors and major shareholders of Axiata and/or persons connected to them have any interest direct and/or indirect in the acquisition of DMSB Shares by Celcom. This announcement is dated 24 July 2012.

 


Announcement Info

Company Name AXIATA GROUP BERHAD  
Stock Name AXIATA    
Date Announced 24 Jul 2012  
Category General Announcement
Reference No AG-120724-2C9A9