BHARTI-MTN DEAL LARGEST INDIAN CROSS-BORDER CORPORATE MERGER

--- India’s biggest cross border deal, twice the value of Tata Steel – Corus and Vodafone – Hutchison Essar transactions


The potential merger of India’s largest GSM mobile telecom service provider Bharti Airtel Ltd and South Africa's largest telecom company MTN Group Limited highlights the attractiveness of fast-growing telecoms markets in India and Africa and reinforces India Inc.’s global ambitions undeterred by the worldwide economic slowdown.

”The companies are buying international scale and growth in the world’s fastest growing telecoms markets of India and Africa,” said Bundeep Singh Rangar, Chairman IndusView Advisors Ltd, the India-focused cross-border advisory firm. “This one deal worth $23 billion will almost match the value of the 280 cross-border mergers and acquisitions last year at $25 billion. It marks the grand entry of India as an acquirer in the international telecoms industry, just as previous years saw India Inc. buy into international steel, auto and IT industries.”

“It shows what a catalyst a stable government with an unencumbered policy toward economic liberalization can be,” he added. The Indian National Congress led United Progressive Alliance (UPA) won a second term in Parliament with an increased majority, in an affirmation of its economic policies of continued liberalization and desire for political stability and continuity.

The merger of Bharti and MTN will be India’s biggest cross border deal at almost twice the value of the acquisition of U.K.’s top steel maker Corus Group Plc for $12 billion by India’s Tata Steel Ltd in January 2007. It also surpasses the acquisition of Hutchison Essar Ltd, India’s second largest GSM mobile service provider then by the U.K.’s Vodafone Group Plc for $11 billion, by more than a similar margin.

The Bharti Airtel and MTN Group combine will create a leading emerging market telecom operator with more than $60 billion in market value, revenues of about $20 billion and over 200 million subscribers. The combined entity will be amongst the top five service providers globally with operations spanning more than 23 countries in Asia, Middle East and Africa.

The new entity will enjoy better pricing power in the market, lower costs on account of shared infrastructure and resources, better purchasing power with suppliers, doubling up of subscribers to 200 million that will gradually result in more average revenue per user (ARPU) as new mobile applications and services are offered to them.

Global telecom companies are drawn to India’s market estimated to grow to more than 650 million subscribers by 2012 from 360 million currently as 10 million new subscribers are added each month. Africa’s telecommunications growth is driven by its 360 million mobile users who account for 90% of all subscribers, growing at about 40% per year.

The telecommunication sector has been a significant driver of merger and acquisition (M&A) deals in India accounting for the highest share of deals at 18.6% and 22% during the last two years with values of $5.7 billion and $11 billion in 2008 and 2007, respectively.

“The deal will add the much needed traction to the deal flow in the country this year encouraging other companies to pursue their growth ambitions that had been stalled owing to the downturn,” added Rangar.

The total number of M&A deals during the first four months of 2009 at $2 billion against $9.43 billion during the corresponding period last year illustrates the impact of the economic slowdown.

The string of investments in Indian telecom companies since last year, including, Tata Teleservices Ltd, the telecommunication services arm of India’s largest private sector diversified Tata Group by NTT DoCoMo, Inc., the largest Japanese mobile telecom service provider; Unitech Telecom, the telecom arm of India’s second largest real estate developer Unitech Ltd by Norwegian telecom firm Telenor ASA, world’s seventh largest telecom service provider at $1.36 billion; and Swan Telecom, a start-up GSM telecom service company of a Mumbai-based real estate developer Dynamix Balwas Group by Dubai-based Emirates Telecommunications Corp (Etisalat) at $900 million; Gulf-based Bahrain Telecommunications Co’s acquisition of 49% stake in S Tel Ltd, joint venture between Skycity Foundations and Telecom Investments (Mauritius) Ltd for $225 million; and now, South Africa’s largest telecom company MTN Group’s renewed attempt to enter the Indian market – are an indication of the fact that there is ample room to enter this market, at least inorganically.

Other international telecom service providers seeking an India entry include Kuwait-based Zain Group, Qatar Telecom, Italy-based Telecom Italia SpA, among others. However, some of the global mobile telecom service providers such as Telefonica SA of Spain, French mobile telecommunication services provider, France Telecom and Deutsche Telekom AG of Germany are among those missing out on the opportunity to tap a market that is projected to offer overall mobile services revenues of more than $37 billion by 2012 growing at a CAGR of 18%, according to estimates.

Such growth trends bring with it corresponding increase in investments as government estimates suggest that the overall telecommunication sector will need $73 billion over the next five years to achieve a tele-density of up to 45%. And, a major chunk of the investment is expected to be realized through Foreign Direct Investment (FDI), particularly in the area of mobile communication.

“The Indian National Congress led government’s pledge to revive the economy from the slowdown with continued liberalization will likely see more regulatory reforms toward attracting investments in the telecom sector, among others,” added Rangar

It becomes significant as the government has granted new licenses and spectrum to aspiring operators such as Datacom Solutions a subsidiary of one of India’s leading consumer durables company Videocon Industries Ltd; and Loop Telecom, a BPL Mobile Communications group company, which are likely targets – but within the regulatory purview of the overseas entity’s stake in the domestic company not to exceed 74%.

TELECOM: DIAL INDIA FOR GROWTH

India’s mobile telecommunication services sector has defied the economic recession. The incumbent mobile telecommunication service providers collectively added 15 million new subscribers in the month of January, which is more than twice the population of Finland, home country of largest mobile handset manufacturer Nokia Corp., taking the country’s total tally of wireless subscribers to 362 million.

The world's fastest-growing mobile telecom services market estimated to reach a subscriber base of about 650 million by 2012, exposes the growth potential for global mobile telecom service providers who are not yet present in India. Such service providers are missing out on opportunities to grab a share of the projected mobile services revenues of more than $37 billion by 2012 growing at a CAGR of 18%, while the profitability of their operations in saturated developed markets continue to be under pressure.

The string of investments in Indian telecom companies last year, including, Tata Teleservices Ltd, the telecom services arm of India’s largest private sector diversified Tata Group by NTT DoCoMo, Inc., the largest Japanese mobile telecom service provider of $2.7 billion; Unitech Telecom, the telecom arm of India’s second largest real estate developer Unitech Ltd by Norwegian telecom firm Telenor ASA, world’s seventh largest telecom service provider at $1.36 billion; and Swan Telecom, a start-up GSM telecom service company of a Mumbai-based real estate developer Dynamix Balwas Group by Dubai-based Emirates Telecommunications Corp (Etisalat) at $900 million; as well as South Africa’s largest telecom company MTN Group’s attempts to enter the Indian market – are an indication of the fact that there is ample room to enter this market, at least inorganically.

Of significance is the fact that the government has granted new licenses and spectrum to aspiring operators such as Datacom Solutions a subsidiary of one of India’s leading consumer durables company Videocon Industries Ltd; Loop Telecom, a BPL Mobile Communications group company; S Tel Ltd, joint venture between Skycity Foundations and Telecom Investments (Mauritius) Ltd; among others which are likely targets – but within the regulatory purview as an overseas entity’s stake in the domestic company cannot exceed 74%.

INDIAN MOBILE TELECOMMUNICATION: AMPLE SCOPE TO ENTER

--- Potential market of 700 million subscribers and $37 billion revenue base by 2012

--- Tata Teleservices - NTT DoCoMo, Swan Telecom – Etisalat and Unitech Telecom – Telenor deals expose Indian Telecom M&A Potential: Deals at $5.8 billion

--- IT and Telecom most consolidating sectors; only sector to cross three digits mark of 100 deals for $6 billion with 21.4% share in M&As worth $28 billion this year to October;

--- IT and Telecom sectors expected to close the year with deals worth $10 billion

The deal by NTT DoCoMo Inc, Japan’s largest mobile telecommunication service provider to pick up 26% stake in Tata Teleservices Ltd, the telecom services arm of India’s largest private sector diversified Tata Group for $2.7 billion exposes the India entry potential for global mobile telecom service providers who do not have on their radar an India entry strategy yet.

Such service providers are missing out on opportunities in a country where incumbent mobile telecommunication service providers collectively add more than nine million subscribers a month and are projected to have overall mobile services revenues of more than $37 billion by 2012 growing at a CAGR of 18%, according to estimates.

The string of investments in Indian telecom companies, including, Tata Teleservices Ltd, the telecommunication services arm of India’s largest private sector diversified Tata Group by NTT DoCoMo, Inc., the largest Japanese mobile telecom service provider; Unitech Telecom, the telecom arm of India’s second largest real estate developer Unitech Ltd by Norwegian telecom firm Telenor ASA, world’s seventh largest telecom service provider at $1.36 billion; and Swan Telecom, a start-up GSM telecom service company of a Mumbai-based real estate developer Dynamix Balwas Group by Dubai-based Emirates Telecommunications Corp (Etisalat) at $900 million; or, South Africa’s largest telecom company MTN Group’s attempts to enter the Indian market – are an indication of the fact that there is ample room to enter this market, at least inorganically.

“The investments in Tata Teleservices by NTT DoCoMo and the start-up operations of Swan Telecom by Etisalat and Telenor ASA’s in Unitech Telecom exposes the potential for inorganic activity in a market that is otherwise considered to be crowded but has a tele-density of less than 30%, signifying the expected growth potential in the sector.” said Bundeep Singh Rangar, Chairman IndusView Advisors Ltd, the India-focused cross-border advisory firm.

The Tata Teleservices deal will accelerate the telecommunication sector deal activity to $5.8 billion from about $3.1 billion in the deal street that grossed more than $28 billion this year to October.

Opportunities Exist

Other international telecom service providers seeking an India entry include Kuwait-based Zain Group, Qatar Telecom, Bahrain Telecom, Italy-based Telecom Italia SpA, South Africa’s MTN Group, among others. However, some of the global mobile telecom service providers such as Telefonica SA of Spain, French mobile telecommunication services provider, France Telecom and Deutsche Telekom AG of Germany are among those missing out on the opportunity to tap the growing mobile subscriber base expected to reach more than 700 million by 2012 from the current 300 million, at a CAGR of 21%.

Such growth trends bring with it corresponding increase in investments as government estimates suggest that the overall telecommunication sector will need $73 billion over the next five years to achieve a tele-density of up to 45%. And, a major chunk of the investment is expected to be realized through Foreign Direct Investment (FDI), particularly in the area of mobile communication.

It becomes significant as the government has granted new licenses and spectrum to aspiring operators such as Datacom Solutions a subsidiary of one of India’s leading consumer durables company Videocon Industries Ltd; Loop Telecom, a BPL Mobile Communications group company; S Tel Ltd, joint venture between Skycity Foundations and Telecom Investments (Mauritius) Ltd; among others which are likely targets – but within the regulatory purview of the overseas entity’s stake in the domestic company not to exceed 74%.

“MTN Group, South Africa’s largest mobile service provider with operations in 21 countries is another service provider waiting in the pit-lane to move in to India after its attempts to do so failed on two earlier occasions with leading Indian telecom service providers Bharti Airtel Ltd on the first count, followed by Reliance Communication, which could have been the largest emerging markets telecoms merger worth more than $65 billion.” added Rangar

Other large mobile telecom deal this year included Idea Cellular Ltd, the telecom business of the diversified Aditya Birla Group, acquiring 40% stake in Spice Communications Ltd, a regional cellular services provider for $675 million.

Information Technology (IT) and Telecom: Deals Despite the Downturn

Taking a collective view of the inorganic growth activity in the technology driven businesses, Information Technology (IT) & IT enabled Services (ITeS) and Telecommunication together account for deals worth about $6 billion emerging as the most consolidating sectors crossing the three digit mark of 100 deals with 21% share in M&As worth $28 billion to October this year.

Some of the large deals in the sector so far include:

§ The acquisition of Citigroup's captive Business Process Outsourcing (BPO) arm Citigroup Global Services (CGSL) for $505 million by India’s largest IT services exporter Tata Consultancy Services - the largest buyout of a foreign captive BPO in India;

§ WNS Holdings acquisition of Aviva Global services for $228 million,

§ Quatrro BPO Solutions buying a majority stake in the U.K.-based Babel Media for $110 million, and

§ Essar-owned Aegis BPO buying Nasdaq-listed People Support for $250 million

§ ITeS company CBay Systems bought 69.50% stake in MedQuist Inc. for $287 million.

In fact the pending purchase of Axon Group Plc, the U.K.-based provider of SAP implementation consulting, by HCL Technologies Ltd for $814 million after it rivalled the bid of its larger competitor and second largest IT services company Infosys Technologies Ltd, will give the IT and Telecom sector top slot in the sectoral ranking of the merger and acquisition (M&A) table with deal value exceeding $10 billion (including the Tata Teleservices deal).

The other deal in the making is that of Tata Consultancy Services’, India’s largest software services exporter, expected acquisition of Europe's largest engineering conglomerate Siemens AG’s IT Solutions and Services (SIS) unit.

Prior to the announcement of the Tata Teleservices-NTT DoCoMo, Swan-Etilsalat and Unitech-Telenor deals, the Power sector led the M&A activity with deal value grossing $5 billion followed by Pharmaceutical sector with M&A deal values of more than $4 billion. These sectors were followed by the Banking & Financial Services at $3 billion and Automotive Sector with deal value of about $2.5 billion.

Reliance, MTN Tie-Up Meets Financiers

Barclays Capital, Calyon and Lehman Brothers are close to arranging the financing behind Reliance Communications’ takeover bid for MTN, Africa’s biggest mobile phone company, following the collapse of talks between MTN and Bharti Airtel. Reliance, India’s second largest mobile phone operator, began discussing a possible merger with MTN only this week. Bankers involved in the financing say talks are at a very early stage. One banker said it was very likely that the banking group would be enlarged before any financing package was sealed.

The Euromoney Institutional Investor
http://www.emii.com/Article.aspx?ArticleId=1940048

Merger offer for MTN by this weekend

Bharti Airtel Ltd’s proposal to merge with MTN Group Ltd—not one buying the other—would be placed before the MTN board by the end of this week and likely taken up by the Johannesburg company’s board early next week, say people familiar with the talks between the two telecom companies. But a few industry analysts also predict MTN, Africa’s largest phone firm, will have to be valued at about $50 billion, or $25 a share (Rs1,060 per share), about 25% more than its current value, for a deal to be consummated.

Mint
http://www.livemint.com/2008/05/
14234019/Merger-offer-for-MTN-by-this-w.html