Dechert LLP advised Orange in an agreement between Orange and Orascom Telecom Media and Technology (OTMT) relating to the purchase, by Orange, of all the shares and voting rights held directly or indirectly by OTMT in the Egyptian Company for Mobile Services (ECMS), a company listed on the Egyptian stock exchange. ECMS operates under the Mobinil brand and is one of Egypt’s leading mobile telecom providers.
This transaction will be completed through the exercise of Orange’s call option under the shareholders agreement signed by the two parties in April 2012. The transfer of OTMT’s direct stake in ECMS will be completed as an “over the counter” transaction between the two main shareholders. The parties expect the transaction to be finalized by the end of Q1 2015. This transaction will result in the transfer of the totality of OTMT’s direct and indirect interests in ECMS to Orange for a total consideration of €209.6 million. This includes OTMT’s 5% direct stake in ECMS at 280.7 EGP1 per share, and 28.75% of the voting rights of MT Telecom (MTT), the holding company of ECMS that is fully owned by Orange, for a consideration of €45.8 million. These sums have already been provisioned in its entirety by Orange. As a result of this transaction, Orange will increase its stake in ECMS from more than 94% to more than 99% of the capital.
The Dechert team advising Orange included lead partner Francois Hellot assisted by associates Guillaume Briant and Baba Hady Thiam (Paris), and partner René Gonne assisted by associate Ysabelle Vuillard (Brussels).