Axiata, Celcom ask court to throw out suit challenging merger

by BLOOMBERG / pic by MUHD AMIN NAHARUL

MALAYSIA’S mobile phone network operator Axiata Group Bhd and its two units urged the Kuala Lumpur High Court to dismiss a lawsuit challenging the planned merger with DiGi.com Bhd.

Case management hearing was held yesterday, and the strike out application will be heard on Jan 5, according to court documents seen by Bloomberg.

Axiata and Norway’s Telenor ASA in June agreed to combine their Malaysian operations into an entity valued at about US$12 billion (RM50.04 billion).

Some investors in Tune Talk Sdn Bhd, a mobile virtual network operator, have challenged the proposed sale of Celcom Axiata Bhd to DiGi.com, saying that the compulsory transfer of the entire 5.25 million shares held by Celcom Mobile in Tune Talk is a material breach of the shareholders’ pact, according to court documents.

Celcom Axiata owns 35% of Tune Talk following the purchase of shares more than a decade ago from Tune Ventures Sdn Bhd, Tune Strategic Investment Ltd, Tune Talk and six individuals, according to a previous filing. Three shareholders of Tune Talk filed for an injunction to prevent Axiata from including this stake in the sale.

Tune Group Sdn Bhd, owned jointly by tycoons Tan Sri Dr Tony Fernandes and Datuk Kamarudin Meranun — founders of budget carrier AirAsia Group Bhd — has a 25.1% stake in Tune Talk, according to its website. The application by Axiata to strike out the lawsuit by Tune Talk shareholders was reported yesterday by The Edge newspaper.

In their definitive agreement, Axiata said it would transfer its stake in Celcom Axiata to DiGi.com for RM17.8 billion. In return, it would get new shares and RM1.7 billion in cash from DiGi. com, and about RM300 million from Telenor. The two also agreed to have an equal ownership of 33.1% each in the merged entity.