Amalgamation of dtac and True in Thailand completed

01 Mar 2023 06:57 CET

The amalgamation of the telecom operations of dtac and True into a new telecom
tech company named True Corporation Public Company Limited has today been
completed.
The new company combines the strength of dtac and True to create a future-fit
leading telecom tech company at the forefront of digitalisation in Thailand and
the combined company is well placed to serve Thailand’s increasing demand for
high-speed data and capture growth opportunities in a fast-changing digital
world.

The transaction is the largest telco merger in Southeast Asia by combined
enterprise value and the new company will be among the largest companies traded
at the Stock Exchange of Thailand, after its listing is completed. On a proforma
basis for the financial year 2022, the company will serve an estimated 55
million mobile customers, 5 million broadband connections and 3.2 million pay-tv
subscribers, and have revenues of around USD 6.2 billion (around NOK 64 billion)
and an EBITDA of around USD 2.4 (around NOK 25 billion).

The transaction marks another step on the strategic road map Telenor presented
at the Capital Markets Day in September 2022, to develop a strong and more
independent portfolio in Asia. In line with earlier communication, Telenor
acquires shares for a total consideration of around NOK 3 billion, which will
result in an ownership share of 30.3 percent.

Based on Telenor’s full-year figures for 2022, the company will deconsolidate
dtac’s revenues of around NOK 22 bn, EBITDA of around NOK 8 billion and net debt
of around NOK 20 billion. The impact on Telenor’s leverage ratio following the
transaction will be limited.

Telenor expects the new company to realise significant opex and capex synergies
after an initial phase of integration cost. For Telenor’s shareholders, the
combined net synergies from the transactions in Malaysia and Thailand are
estimated to be in the range of NOK 20-25 billion on a net present value basis,
confirming the value potential presented at the Capital markets day. Due to
integration costs, Telenor does not expect dividend from the merged company in
2023. In 2025, the new company is expected to contribute to Telenor’s cash flow
approximately in line with the dividend received from dtac in 2022. After 2025
the cash flow from the new company is expected to be dividend accretive for
Telenor.

The transaction will generate a significant accounting gain for Telenor. Based
on market value and the THB/NOK on the last trading day of dtac 17 February
2023, Telenor estimate an accounting gain of around NOK 20 billion to be
recognised in Q1 2023. The final gain calculation will take place once the new
company has completed its first trading day on the stock exchange.

Investor Relations
Øystein Myrvold +47 99230460
Håkon Hatlevik +47 90146070

Media contact
David Fidjeland +47 93467224

More information:
Access the news on Oslo Bors NewsWeb site