Competition Authority approves Zon-Optimus merger, with certain conditions

1 Aug 2013

Portugal’s Competition Authority has approved the projected merger between Zon Multimedia and Sonaecom’s Optimus unit, in a move that paves the way for the creation of the country’s second largest telecoms operator, the pair have announced. However, the enlarged company will be obliged to fulfil certain conditions, chiefly related to the long-standing fibre-optic network sharing agreement between Optimus and Vodafone Portugal. The duration of the fibre pact must be extended so as not to disadvantage Vodafone, and, in due course, Optimus must negotiate a call option with Vodafone for the purchase of Sonaecom’s independent fibre network.

According to TeleGeography’s GlobalComms Database, in January 2013 Zon and Optimus announced that their respective boards had unanimously approved plans to merge the two companies, with all Optimus assets and liabilities scheduled to be transferred to Zon’s control. The merger agreement was based on an exchange ratio that granted Zon a value corresponding to 1.5 times the value of Optimus. As such, Zon will increase its share capital and grant Optimus’ stake-holders new shares representing 40% of the enlarged company’s equity. Following the merger the new company will adopt ‘Zon Optimus’ as its corporate name.

Portugal, Nos, Optimus (Clix), Optimus (Movel), Vodafone Portugal