The iliad Group has just announced a significant investment through Freya Investissement, an investment vehicle jointly owned by iliad and NJJ Holding, in Tele2, a leading player in the Swedish and Baltics telecom markets. The binding agreement with Kinnevik AB (publ) will see Freya acquire approximately 19.8% of Tele2’s share capital, comprising both Class A and Class B shares, for a cash consideration of around SEK 13.0 billion (€1.16 billion). Pending approval by relevant authorities, Freya will become Tele2’s reference shareholder upon transaction closure. Leveraging its expertise in telecom asset management, iliad Group, via Freya, aims to further Tele2’s growth and collaborate with its management team on innovation, convergence, and next-generation network investments.

Key Transaction Terms

Freya will acquire 20,733,965 A shares and 116,879,154 B shares from Kinnevik, representing approximately 19.8% of Tele2’s share capital, at a weighted average price per share of SEK 94.2.

The transaction, unanimously supported by iliad, Freya, and Kinnevik boards, is divided into three tranches:

– Tranche 1 involves Freya acquiring 31,329,972 B shares (4.5% of Tele2’s share capital, 3.5% of voting rights) shortly after signing.

– Tranche 2 comprises Freya acquiring 14,202,766 A shares and 85,549,182 B shares (approximately 18.8% of Tele2’s share capital, 28.8% of voting rights), conditional upon foreign direct investment approvals.

– Tranche 3 includes Freya acquiring the remaining shares held by Kinnevik (6,531,199 A shares), resulting in Freya owning about 19.8% of Tele2’s share capital, with potential conditional antitrust approval.

Tranche 2 is expected to close in the second quarter of 2024, while Tranche 3 is anticipated to close by the third quarter of 2024. Freya’s voting rights in Tele2 will be below 30% due to the conversion of Class A shares to Class B shares. iliad holding will finance up to €500 million of the transaction, with NJJ Holding and Freya funding the remaining €650 million. This transaction will have no impact on iliad Group’s leverage and only a limited impact (0.14x) on iliad Holding.

Thomas Reynaud, director of Freya and CEO of the iliad Group, expresses enthusiasm about the investment: “We share similar values with Tele2 Group, emphasizing innovation and an entrepreneurial mindset. We respect Tele2’s achievements and are pleased that Kinnevik has chosen Freya as Tele2’s new reference shareholder. We look forward to contributing to Tele2’s growth story!”