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Tim, Mandate to Labriola to close with Mef the sale of Sparkle

The board of directors decided 'unanimously' to 'initiate talks with the bidders, exclusively on the EUR 700 million offer

(FILES) A picture taken in Milan on April 5, 2018 shows the logo of TIM, the Italian telecomunications company. Telecom Italia's CEO poured scorn on April 5, 2018 on an activist investor fund's chances of breaking telecommunications giant Vivendi's control of the Italian company, ahead of two key shareholders meetings. Telecom Italia (TIM) said on October 2, 2024 it had received a non-binding 700 million euros bid for the purchase of its Sparkle submarine cable unit from Italy's finance ministry and Spanish fund Asterion. (Photo by MIGUEL MEDINA / AFP)

3' min read

3' min read

Mandate to Managing Director Pietro Labriola to close the sale of Sparkle with the MEF. This was decided by Tim's board of directors, which met briefly last night when the stock exchange was closed, in order to respond to the Treasury, which, together with Retelit, presented a new €700 million offer for the international cable company this week. The board of directors decided 'unanimously', reads the press release, to mandate Labriola to 'initiate talks with the bidders, on an exclusive basis, aimed at investigating the economic and financial profiles of the operation and obtaining the presentation - by 30 November - of a binding offer under the best terms and conditions'.

Mef considered a related party

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The board also decided, again unanimously, to classify the MEF as a 'related party', in application of accounting standard IAS 28, 'insofar as it is the majority shareholder of the vehicle that would acquire the stake in Sparkle'. Consequently, explains the Tim note, 'for the evaluation of the Sparkle takeover bid, the provisions relating to transactions of greater significance set out in the procedure for carrying out transactions with related parties adopted by the company will be observed'.

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The January offer presented only by Mef, which was deemed unsatisfactory by Tim's board of directors on 7 February, assigned Sparkle an enterprise value (equity plus debt) of 750 million, of which 125 million was to be recognised on the occurrence of certain unknown conditions that, however, were said to be difficult to fulfil. The new offer, agreed with the Spanish private equity fund Asterion, which controls Retelit, stops at 700 million, but overcomes the uncertainty of the earnouts.

The Mef Strategy

On Thursday, speaking at the forum organised by Bloomberg in Milan, Economy Minister Giancarlo Giorgetti stressed with regard to Sparkle that the operation 'bears witness to the fact that there is a collaboration with the private sector that wants to achieve modalities aimed at a more efficient response'. For years, the state has shown interest in directly overseeing Sparkle due to its strategic value: suffice it to recall that even today the majority of connections from Israel to the Americas are safely entrusted to the Italian carrier.

If the deal eventually goes through, the majority of Sparkle's capital will be held by Mef, while Retelit, with whom a merger is reportedly not planned, is expected to bring the possibility of developing industrial synergies thanks to its portfolio of business customers in rich areas of the country.

The carrying values in the balance sheet

Telecom Italia Spa currently holds Sparkle for EUR 481 million, to which the company's net financial debt of EUR 383 million would have to be added: this would give an enterprise value of EUR 864 million. Tim will hardly be able to record a capital gain on the sale, although the accounts will ultimately be based on the situation at the time of the closing, which will not be signed until the first half of next year. There will be no benefit, therefore, on Tim's balance sheet for the current year, which should still close in the red.

On the possibility of distributing profits depends the return to dividend for savings shares, which, including arrears, would collect three coupons in one go. The market is also looking at the restitution of the concession fee from the late 1990s, quantified by the Court of Appeals that ruled in favour of Tim at one billion. Ordinary Telecom closed the session up 2.03% to 25.62 cents, while savings shares gained 3% to 29.85 cents.

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