Oi gives Samba 34% stake in Namibia’s MTC in return for Samba reducing Africatel share to 14%

Mergers, Acquisitions and Financial Results

AngolaAngolaBrazilBrazilCape VerdeCape VerdeNamibiaNamibiaSao Tome and PrincipeSao Tome and Principe

Brazilian telecoms group Oi has issued a statement confirming that Samba Luxco S.a.r.l. (Samba), Oi’s investment partner in developing markets holding company Africatel B.V. (Africatel), has agreed to reduce its Africatel stake from 25% to 14%, thereby increasing Oi’s Africatel ownership to 86%. In exchange, Africatel will transfer to Samba its approximately 34% stake in Namibia’s market leading cellco Mobile Telecommunications Ltd (MTC). Aside from Namibia, Netherlands-registered Africatel owns stakes in telecoms operators in Angola (Unitel), Cape Verde (CVT, CV Movel) and Sao Tome & Principe (CST). The transactions are subject to necessary regulatory and antitrust approvals being obtained.

The deal with Samba – an affiliate of Helios Investors – brings to an end an arbitration proceeding commenced by Samba in November 2014 (alleging breaches of the Africatel shareholders’ agreement in relation to the transfer of Africatel’s ownership from Portugal Telecom to Oi). The deal with Samba was agreed via Oi’s wholly owned subsidiaries PT Participacoes SGPS SA and Africatel GmbH & Co KG.

In a separate announcement, Oi has revealed that Brazil’s Bridge Administradora De Recursos – through an investment fund under its management – has become the holder of 4.75% of the voting capital and 10.90% of preferred shares in Oi, equivalent to 5.92% of the company’s share capital. Meanwhile, Oi said in another investor release that it is currently negotiating with an ad hoc group of entities holding beneficial interests in notes issued by the group, with a view to facilitating discussions concerning Oi’s capital structure and potential alternatives for a proposed restructuring.