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Regular-article-logo Thursday, 25 April 2024

Infratel, Indus extend merger deadline

The merger was proposed almost 20 months ago in April 2018, with approvals received from the CCI, stock exchanges and the NCLT

Our Special Correspondent Mumbai Published 24.12.19, 07:13 PM
In a presentation made in February, Bharti Infratel had said the merged entity was expected to distribute any excess cash flow to its shareholders through dividends or share buybacks.

In a presentation made in February, Bharti Infratel had said the merged entity was expected to distribute any excess cash flow to its shareholders through dividends or share buybacks. (Shutterstock)

Bharti Infratel on Tuesday said it has extended the deadline for merger with mobile tower company Indus Towers by two more months to February 24, as it has not received the necessary government approvals so far.

The merger was proposed almost 20 months ago in April 2018, with approvals received from the Competition Commission of India, the stock exchanges and the National Company Law Tribunal.

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The Department of Telecom is yet to approve the deal, which will create an entity owning 1,63,000 towers. Bharti Infratel and Indus Towers had said it would be the largest tower company in the world outside China.

Earlier this month, Reliance Industries sold the tower assets of Jio to Brookfield for Rs 25,215 crore. The closing of the deal, announced in July 2019, is subject to certain regulatory approvals, which are expected shortly.

Founded in 2007, Indus Towers is a joint venture among the Bharti group, Vodafone group and the Aditya Birla group. As on September 30, 2019, Bharti Infratel and Vodafone hold 42 per cent each in Indus, while Vodafone Idea holds an 11.15 per cent stake, and the rest held by a private equity firm.

The deal was expected to be completed by October 24 this year. This long stop date — which is the expiry date for deal, usually 18 months after initial announcement — was extended to December 24 as they did not get the clearance from the Centre.

“The board of directors has further extended the long stop date till February 24, 2020, subject to agreement on closing adjustments and other conditions precedent for closing, with each party retaining the right to terminate and withdraw the scheme,” Bharti Infratel said in a filing to the stock exchanges on Tuesday.

The company said it extended the date as the required government approvals have not been received till date.

“There can be no assurance that the merger can be completed within the extended time-frame,” Bharti Infratel added.

According to the merger plan, the combined entity will keep the Indus Towers name, which will be listed on the stock exchanges. The enterprise value of the merged entity will be Rs 71,500 crore, when the deal was announced. Currently, Bharti Infratel is the listed company. Besides, the shares in the listed entity will provide an exit opportunity to the shareholder operators — Bharti Airtel and Vodafone Idea — enabling them to raise funds.

In a presentation made in February, Bharti Infratel had said the merged entity was expected to distribute any excess cash flow to its shareholders through dividends or share buybacks.

The development comes at a time Bharti Airtel and Vodafone Idea are looking towards the government for more relief after they reported huge losses for the quarter ended September 30, 2019 because of the statutory liabilities arising from a Supreme Court ruling.

Bharti Airtel and Vodafone Idea had reported a combined loss of nearly Rs 74,000 crore in the September quarter because of the apex court ruling.

Airtel posted a staggering Rs 23,045 crore net loss for the second quarter ended September 30, because of provisioning of Rs 28,450 crore in the aftermath of the SC ruling. Vodafone Idea recorded losses of Rs 50,921 crore, marking the highest-ever quarterly loss by any corporate in India. The duo have since raised their tariffs from this month even as the sector regulator recently came out with a discussion paper on a minimum floor price for voice calls and data.

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