The Deal: Vivendi, Etisalat Finalize Maroc Telecom Deal

NEW YORK (The Deal) -- Abu Dhabi-listed Emirates Telecommunications  has become the largest Middle Eastern buyer of a telecom asset after signing a definitive agreement to pay 4.2 billion Euros ($5.7 billion) for a 53% stake in Maroc Telecom owned by France's Vivendi

The deal, announced on Tuesday, Nov. 5, comes five months after the companies announced exclusive talks, based on the same 4.2 billion Euro figure, and follows two missed deadlines to finalize an agreement. 

Emirates Telecommunications, known as Etisalat, said at the end of September that it was waiting to execute a shareholder agreement with the Kingdom of Morocco, which owns 30% of Maroc Telecom, and for regulatory approval. On Tuesday, it said it was still waiting on those agreements and had inserted them as conditions for the transaction's completion. 

Etisalat spokespeople did not answer calls to their head office in Abu Dhabi. 

Vivendi dismissed the approvals as part of the usual conditions of a deal and said it expected the sale to complete early next year. "The question of the shareholder agreement is one for Etisalat," said spokesman Jean-Louis Erneux. "From our side, we had been in exclusive talks and now we have a definitive agreement. This is good news." 

The cash deal values Maroc Telecom at 92.6 dirham ($11.16) per share, equivalent to 3.9 billion Euros, and includes a DH7.4-per-share dividend, worth a total of about 300 million Euros, which Etisalat will pay to Vivendi when the deal closes. 

Maroc Telecom shares traded Tuesday on the Casablanca exchange at DH98. It is not clear if Etisalat will have to make an offer for the 17% of Maroc Telecom shares that are in free float. 

Buying Maroc Telecom will add four countries, Morocco, Mauritania, Burkina Faso and Mali, to Etisalat's existing operations in 15 Middle Eastern, African and Asian nations. The deal is part of an acquisition spree by the telecom, which is also in talks to buy the Sri Lankan operations of India's Bharti Airtel and Warid Telecom's Pakistani operations. 

For Vivendi, the deal for Maroc Telecom is the third in a series of one billion dollar-plus deals finalized or announced in the past month as it overhauls its operations to focus on its media businesses. Last week it agreed to pay 1.02 billion Euros to Lagardere SCA for the 20% it didn't already own of French pay-TV venture Canal Plus France. Earlier in October it finalized a $8.2 billion sale of a 49.1% stake in video game maker Activision Blizzard (ATVI). 

Vivendi has said it will use cash from the sale to pay its debt down to 6.5 billion Euros from 17.4 billion Euros. Shares in Vivendi traded Tuesday morning at 18.68 Euros, marginally lower than their Monday close. 

Written by Paul Whitfield