PETALING JAYA: Axiata Group Bhd’s unit, Axiata Investments (Indonesia) Sdn Bhd, will dispose of its 5% stake in XL – or 533.41 million shares – to Ferrymount Investments Limited (FIL), Procap Partners Ltd and Tiga Investments Pte Ltd for 1,440,205 million rupiah (RM423.5mil).

       This is equivalent to 2,700 rupiah or 79 sen per XL share, the group said in a circular to Bursa Malaysia.

       Axiata held a 66.5% equity stake in XL, which is listed on the Indonesia Stock Exchange, prior to the disposal. The completion of the sale and purchase agreement (SPA) will take place one month from the date of the SPA or such a date that is agreed to in writing by the parties.

       “The disposal consideration was arrived at on a willing buyer-willing seller basis after taking into account the prevailing market price of XL shares.

       “The disposal price of 2,700 rupiah or 79 sen represents a discount of approximately 5% to the one-month volume weighted average market price (VWAP) of XL shares up to and including Sept 23, 2021 of 2,847 rupiah or 84 sen,” it said.

       The disposal will also see FIL granting Axiata the option to purchase the 5% stake in XL from FIL at 2,700 rupiah per XL share, the announcement said.

       This call option is exercisable by Axiata in the event the three-month VWAP of XL shares is less than 2,300 rupiah (67 sen) per XL share on either March 31, 2022 or June 30, 2022.

       However, it said that the call option will be extinguished if the three-month VWAP of XL share exceeds 3,300 rupiah (97 sen) at any time during Jan 1, 2022 to June 30, 2022.

       “The disposal facilitates the timely introduction of Indonesia-focused investors in XL who acknowledge the value and opportunities in the domestic telecommunications sector.

       “The principals of Procap and Tiga Investments have extensive knowledge, experience, business partnerships and investments in Indonesia, as well as in global capital markets,” it said.

       Axiata said the disposal will provide XL with access to partnerships with Procap and Tiga Investments, which will help place XL in a better operational footing in the near future.

       “At the same time, Procap’s and Tiga Investment’s linkages to the Indonesian digital ecosystem will enable XL to actively engage and further develop its digital and value-added services to offer its current base of about 58 million customers, thereby improving the user experience,” the group said.

       Procap is a company with investments in various technology-focused companies based in Indonesia and South-East Asia, including Provident Growth Fund which is a private equity growth fund focused on technology investments in South-East Asia.

       Procap also has investments in the GoTo Group, a “Super App” created from the merger of two prominent Indonesian groups, namely, Gojek which is Indonesia’s largest on-line ride-hailing, food delivery and digital payments platform, and Tokopedia, which is Indonesia’s leading e-commerce platform.

       The announcement also said that Procap’s founders – Winato Kartono, Gavin Arnold Caudle and Hardi Wijaya Liong – also had various other significant investments in Indonesia, including Tower Bersama and Merdeka Copper Gold.