Confirmed: PTCL Signs a Share Purchase Agreement to Acquire 100% Stake in Telenor Pakistan

Pakistan Telecommunication Company Limited (PTCL), a part of the e& Group (e&), has announced the acquisition of 100 percent of Telenor Pakistan, as per a stock filling.

According to the filing, PTCL has signed a Share Purchase Agreement with Telenor Pakistan for the acquisition of a 100% stake in Telenor Pakistan (Pvt) Ltd (Telenor Pakistan).

The transaction only concerns the company’s telecom business and does not include Easypaisa in the acquisition.

This acquisition is based on an Enterprise Value of Rs. 108 Billion, and it is a cash-free, debt-free transaction.

The transaction values Telenor Pakistan at $495 million on a cash-and-debt-free basis. This includes repayment of intercompany loans of $325 million and reduced interest-bearing liabilities of $167 million, including leases.

PTCL said that acquisition will be financed by external sources, and would mainly be recorded as debt.

The PTCL Group had been engaged in discussions with the Norwegian operator for the acquisition of its Pakistani arm for some time. This possibility was first hinted at by the Telenor Group CEO in 2022, when he indicated the group’s shift in focus from Asia to Europe and the potential divestiture of its Asian assets, including Pakistan.

“We are looking for ‘merger opportunities” in Pakistan,” Sigve Brekke, President and CEO of Telenor Group, stated in November 2022.

Subsequently, in January 2023, PTCL made a stock filing expressing its interest in making a significant investment in Pakistan’s telecom sector, setting the wheels in motion.

PTCL had then announced that its board of directors had authorized the company to explore investment opportunities in Pakistan’s telecom sector.

The combined operations and customer base of Ufone and Telenor Pakistan will ultimately result in the largest cellular operator in Pakistan, dethroning Jazz, which has enjoyed the leadership position in the cellular market of Pakistan for over a decade and a half.

Hatem Bamatraf, President and Group CEO, PTCL & PTML, said, “We are confident that the strategic synergies created by combining forces with Telenor Pakistan will result in enhanced value for our customers and stakeholders as they are the ultimate beneficiaries of this transaction. The combined entity will serve as a best-in-class provider across all domains with better coverage, seamless data experience, massive reach and a wide range of products and services for customers.”

Hatem Dowidar, Group CEO of e&, said, “The strategic acquisition of Telenor Pakistan presents a significant opportunity for market consolidation, empowering us to invest more in creating the best next-generation network in Pakistan. This move reinforces our commitment to the progress of the country’s telecom sector, delivering added value to our customers and shareholders. In shaping a telecom legacy where innovation and connectivity merge to explore future opportunities, we aim to accelerate digital transformation to better serve our customers and community.”

Hassan Nasir Jamy, Chairman PTCL Board, said, “PTCL Group has played a pivotal role in connecting the people of Pakistan. This commitment further solidifies our resolve to build a prosperous and digitally connected nation and to be the national champion to support Pakistan’s digital transformation. This agreement will go a long way in ensuring that we provide our customers with the most efficient and technologically advanced solutions.”

Sigve Brekke, CEO, Telenor Group commented: “Our decision to pursue the sale of our Pakistan operations follows 18 successful years of operations in the country, which started as a greenfield rollout. We are proud of the company Telenor Pakistan is today. It is an efficient and future-ready telco operator, with a strong distribution network and talented team serving 45 million customers. By selling to the country’s largest integrated ICT company, we believe this consolidation move would help strengthen Pakistan’s telecoms sector, creating opportunities in new areas of growth to the benefit of consumers in Pakistan.”

Petter-Børre Furberg, Head of Telenor Asia, added: “We systematically considered all alternatives during the strategic review process and believe that, following a sale, the market will be better served by a strong local champion. Our strategy in Asia is to build number-one positions in the markets we operate, with scale as a pre-requisite for value creation and profitable growth. We thank and acknowledge the commitment of the Telenor Pakistan team and partners, who will continue to serve customers well in the transition. Looking ahead, Telenor Asia will remain an active owner for the three market-leading businesses that make-up our Asian portfolio.”

It won’t be out of place to mention here that the completion of the acquisition is subject to regulatory approvals and customary closing conditions.

PTCL has said that it is actively working towards a smooth transition process to ensure minimal disruption for employees, customers, and other stakeholders.

    • Telenor has been wanting to leave PK market for ages now, just waiting for a buyer which they finally found.

      They’ve already reduced their presence in other Asian countries (Bangladesh, India and Malaysia) and just maintaining their focus on Europe.

    • This is actually a great news for Pakistan. Pakistan market is suitable for only 3 Telecom operators. Even China, USA and India have shrunk to 2-3 operators. This is not only boost competition but also provide better services to the users of both opeators. Ufone was lacking 4G coverage but had spectrum, Telenor had coverage but facing spectrum congestion. Now as a merged enitity they will have largest 4G spectrum to operate which will be 40 MHz, 20 in 1800 MHz, 10 in 2100 MHz and 10 in either 900 or 800. No other operator has that much spectrum in 4G. Just wait a year and you will see Ufone beating Zong and Jazz in 4G speed.

    • That is what I was thinking, I thought there is regulation in Pakistan that controls the aquisation of markets shares among competitors

      • The deal is still subject to regulatory approval from CCP and PTA, but it will most probably be approved. As Zafar bhai already said, 38% market share is just barely higher than what Jazz has right now. Not a monopoly.

        Pak is too small a market to have multiple carriers fighting for market share, and Telenor was on its way out anyway, this is a step in the right direction for telco market.

  • Bad for Telenor.
    Bad for customers.
    Bad for the telecom industry.

    Imagine the inefficient and lethargic PTCL running the Telenor affairs in pre-historic style.

    • Not true anymore. Ever since PTCL got new leadership and management from Etisalat, they are turning around. Doing well financially and expanding aggressively.

      I trust that they will pull off this acquisition. It will take time, but end result will be worth it.

      Ufone and Telenor were too small separately. Combined, they have the potential and network capacity to beat Jazz and Zong easily.

      • PTCL new management is crap! Shoaib baig is full of nepotism and focus on getting people who suck up to him

  • It was supposed to happen, considering the Mgmt. of TP they did everything to ruin its operations

    • Wouldn’t necessarily say ‘ruined’, but it was true that Telenor PK was planning on leaving Pakistan market for a few years now. There was minimal investment in network upgrades and improvements, they were just functioning in the market, but slowly losing customers every month.

      They still have a decent amount of spectrum and infrastructure, especially in rural areas that Ufone can take advantage of.

  • Telenors management deserves to be blacklisted, they are directly responsible for poor quality and a decaying network.

  • telenor pakistan was last player in asia of telenor group.telenor is eyeing on europe.they have lifted their operations from india bangladesh and it is time to exit from was a long journey of telenor pakistan they were striving millions of people in pakistan.but they did not intend to stay more in pakistan so network perfoemance was below lets see what will do ufone with telenor.

  • Wow! PTCL gets a standing ovation! Unbelievable, Telenor Pakistan, after 18 years of hard work, falls prey to a competitor’s acquisition. And hold your breath for this shocker: CEO TP Khurram Ashfaque splurges on a bulletproof BMW worth Rs.5 Crore amid all this chaos, just because he didn’t want to be the only CEO without extravagant perks. Talk about a jaw-dropping revelation!

    • He’s just trying to enjoy what little time he has left in office. Can’t hate on the guy, at least he didn’t use taxpayer money on the car :D

  • I’m Just Curious As to Why Zong refused to buy Telenor Cuz Telenor Approached them First as far as I know. Telenor must’ve have thought that they’d get paid mucch better from Zong than from PTCL’s Broke A*s. If anybody Knows please share your Thoughts about Zong not pursuing telenor Pakistan.
    Zafar Abbas Saab Hope you can shed some light on it.

    • Jazz and Zong already have enough spectrum and 4g coverage. Why would they buy Telenor against a hefty price just for the sake of rural customers who do not even pay 50 pennies per month. Ufone bought Telenor against an amount they required to spend for 4G expansion and extra spectrum. So it is a win win for both Ufone and Telenor.

  • MNC’s now leaving Pakistan, there will
    be some major impacts on existing MNC’s, the one effected will be Wateen Telecom, whose major revenue was from Telenor for providing them Optical Fiber to their carriers, now PTCL are going to use their infrastructure, this is just one example there were many other MNC’s and local companies benefited from Telenor,

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