Vodafone India and Idea to merge to create country's biggest telecom player

Idea will have sole rights to appoint a Chairman, while Vodafone has the right to appoint the Chief Financial Officer.

In its filing to BSE, Idea had said that after the deal, its promoters will hold a 26% stake in the resultant entity, while Vodafone will hold 45.10% after its promoters would transfer a 4.9% stake to Idea promoters for Rs 3,874 crore in cash.

The merger is set to create India's largest network, with around 35 percent of market share and an nearly 400 million strong customer base.

The new entity will likely have around 40 crore customers or almost one in every three customers in the country.

As per IBEF, India is now the second-largest telecommunication market and has the third highest number of internet users in the world.

On the one hand, Idea Cellular and Vodafone India on Monday (March 20) announced a merger to form the country's biggest telecom company.

Indicating Vodafones intention of gradually exiting the country, Colao and Birla said that over a period, both will have equal stakes in the merged entity.

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The merger, while subject to several regulatory approvals, comes at a time when the telecom sector is going through intense competition, with Mukesh Ambani-led Reliance Jio throwing down the gauntlet to established operators.

Analysts at India Ratings beleive the two companies can complement each other - Idea has a strong presence in rural areas and Vodafone India in urban areas - and will be more competitive together.

The combine - the name and brand identity of which will be decided in due course - will be jointly managed with three representatives each on a 12-member board. If Birla chooses not to exercise the option, Vodafone will sell down shares to equalize its shareholding with Idea.

The implied enterprise value of the deal is INR828 billion, equivalent to USD12.4 billion, for Vodafone India, and INR722 billion or USD10.8 billion for Idea.

Investors have welcomed Vodafone's move to address its most hard market, with the deal enabling the British company to reduce leverage and gain additional financial flexibility which could help it to invest more in Europe.

Before the transaction is completed, Vodafone and Idea also plan to sell their standalone tower assets and Idea's 11.15 per cent stake in Indus Towers to reduce leverage in the combined company. "The combined company will have the scale required to ensue sustainable consumer choice in a competitive market and to expand new technologies - such as mobile money services - that have the potential to transform daily life of every Indian", he added.

To compensate Vodafone for the difference, Idea will contribute an additional stake in a telecom-towers business, which might be worth $1 billion, and a bit less net debt.

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