- As part of the proposed merger deal between Celcom and Digi, parent company Axiata will transfer 1.23 billion ordinary shares in Celcom Axiata Berhad, representing 100.0% of the issued share capital to Digi for a total consideration of RM17.7billion.
- This will be done via Digi issuing 73.37 million fully paid-up new ordinary shares in Digi or such other number of fully paid-up new Digi Shares representing 0.63% of the enlarged share capital of Digi on completion of the proposed merger, at an issue price of RM4.06 per Digi Share to Telenor Asia Pte Ltd as the nominee of Axiata subject to, amongst others, the payment by Telenor Asia to Axiata of a cash consideration of RM297.9 million.
- Digi issuing 3.88 billion fully paid-up new Digi Shares or such other number of fully paid-up new Digi Shares representing 33.1% of the enlarged share capital of Digi on completion of the Proposed Merger, at an issue price of RM4.06 per Digi Share, to Axiata;
- Digi making the cash payment of an amount equal to RM1.69 billion to Axiata (which may be subject to adjustment for changes in net debt and net working capital amounts of Celcom and its subsidiaries as compared to Digi and its subsidiaries between 31 December 2020 and the last day of the calendar month in which all of the relevant conditions are satisfied or waived; and changes in net debt and net working capital amounts of Celcom Group as compared to Digi Group between 31 December 2020 and the completion date of the Proposed Merger).
The listing and quotation for the additional 3.95 billion new Digi Shares on the Main Market of Bursa Malaysia Securities Berhad
