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United Group (Telemach Croatia) Acquires Optima Telekom
United Group is a telecommunications and media company headquartered in the Netherlands, operating primarily in the Balkans and Southeast Europe. Founded in 2000, it offers a range of services including broadband, mobile, and fixed-line telephony, digital television, and OTT (over-the-top) media services. United Group’s presence is especially prominent in Serbia, Bosnia and Herzegovina, Slovenia, Croatia, Montenegro, and Bulgaria. United Group Croatia
On Friday, Zagrebačka banka (ZABA) and HT signed an agreement with Telemach Hrvatska (priorly TELE2) owned by United Group on the sale and purchase of the shares of the Optima Telekom. The subject of the transaction is sale of a total of 54.31% shares of Optima Telekom out of which 36.90% are owned by ZABA, while 17.41% are owned by HT.
The sale and share purchase agreement determines the value for 100% shares of Optima Telekom (enterprise value) on a debt-free, cash-free basis and amounts to HRK 639m which represents EV/EBITDA (before one-time items after leases) of 5x. Total expected proceeds for HT are yet to be determined based on predefined contractual parameters, however, the share price as agreed in the agreement will be lower than the 3-month volume weighted average from the regulated market that would be implemented by the buyer in the mandatory takeover bid (volume-weighted average of Optima Telekom share price in the regulated market within 8 April and 8 July 2021 period).
The company notes that the aforementioned sale and purchase agreement triggers a takeover bid for the rest of Optima Telekom shares. The minority shareholders should receive a 3-month volume-weighted average price, meaning HRK 5.36 per share. This indicates a premium to the current market (Friday closing) price of 26.1%.
As a reminder, HT acquired its shareholding in Optima Telekom by debt-to-equity swap within the pre-bankruptcy settlement procedure and acquired management rights based on the agreement with Zagrebačka banka. Back in 2014, based on the Management Agreement signed between Croatian Telecom and Zagrebačka banka, the Croatian Competition Agency (AZTN) gave its conditional approval to the concentration of Croatian Telecom and Optima Telekom for a limited period of four years, which was later extended to 10 July 2021.
United Group Croatia
United Group’s acquisition of Optima Telekom was long speculated by the market and media ever since the Group announced that the Swedish Tele2 AB announced the sale of their Croatian subsidiary than called Tele2 Hrvatska (now called Telemach). Back in 2019, it was speculated by the media that United Group might be interested in acquiring Optima Telekom, as the company’s business is majority related to fixed broadband, which is a segment TELE2 Hrvatska (now Telemach) does not operate in. Such an acquisition would lead to a consolidation of all majority telecom segments on the Croatian market by the United Group. As a result of the aforementioned, Optima Telekom’s share price surged in 2019, with OPTE being by far the best-performing CROBEX constituent (+370% in 2019). United Group Croatia
Here’s an overview of some of the major companies under its umbrella:
1. Telecommunication Companies
- SBB (Serbia Broadband): A leading cable operator in Serbia, offering internet, TV, and fixed telephony services.
- Telemach: Operates in multiple countries, including Slovenia, Bosnia and Herzegovina, and Montenegro, providing broadband, TV, and mobile services.
- Vivacom: A major telecom provider in Bulgaria, offering a full range of services, including mobile, internet, and TV.
- Tele2 Croatia: United Group acquired Tele2 Croatia, enhancing its mobile service offerings in the region.
- Nova: Offers telecom services, including TV and broadband, in Croatia, North Macedonia, and Greece.
2. Media Companies
- N1: A 24-hour news channel covering the Balkans, with localized news for Serbia, Bosnia and Herzegovina, and Croatia. It’s an affiliate of CNN International.
- Nova TV: Entertainment channels available in Serbia, Croatia, and other countries, featuring news, sports, and popular shows.
- Sport Klub: A popular sports network in the Balkans, broadcasting sports events, including major international leagues.
- United Media: Manages content production and distribution, including film and television production, which powers many of United Group’s media outlets.
3. OTT and Digital Platforms
- EON: An OTT platform offering TV, films, and on-demand content to United Group customers.
- Total TV: A satellite TV provider available across the Balkans, expanding coverage to rural areas.
United Group’s combination of telecom services and media content makes it a prominent provider across the Balkans, with a strong influence on regional media and telecommunications markets.