Portuguese cableco Zon and mobile operator Optimus have received clearance from the national competition regulator to merge – a deal which will create Portugal’s second-largest telecoms operator.
Both Zon and Optimus’ parent Sonaecom announced…
Portuguese cableco Zon and mobile operator Optimus have received clearance from the national competition regulator to merge – a deal which will create Portugal’s second-largest telecoms operator.
Both Zon and Optimus’ parent Sonaecom announced that the Portuguese Competition Authority (PCA) has informed them it does not oppose the proposed merger, allaying concerns that it might launch a lengthy phase-two investigation.
The regulatory clearance is however subject to remedies submitted by the merging parties and reviewed by third parties including competitors and customers.
Only one of the remedies changed materially after the third-party review: a commitment from Optimus not to charge its triple-play fibre customers ‘loyalty’ fees if they choose to cancel services.
The other remedies remain much the same. Specifically, Optimus must extend the duration of a network sharing agreement with Vodafone Portugal and remove limitation of liability clauses related to the termination of certain contracts.
Optimus must also remain open to negotiating an agreement with a third party for wholesale access to its fibre network and settle a call option agreement with Vodafone Portugal for the purchase of Sonaecom’s fibre network.
Zon’s largest shareholder, Angolan investor Isabel Dos Santos, and Sonaecom proposed the merger last December and the companies’ boards approved it in January. The PCA review began in February.
Dos Santos and Sonaecom have agreed to create a 50-50 joint investment vehicle that will own 50% plus one share in the merged business, giving it management control. Dos Santos is set to contribute all her holdings in Zon to the joint venture, while Sonaecom will add a substantial part of its stake in Optimus.
Both Zon and Optimus have networks which pass 200,000 homes and offer wholesale access to each other, meaning they have the opportunity to sell services to 400,000 properties.
Optimus’ board is being advised by BPI and Santander. Zon’s board is being advised by Espírito Santo and Caixa BI.
