ADVANC Spends THB32 Billion in Acquisition of Stakes in 3BB and JASIF

Advanced Info Service Pcl. (SET: ADVANC) announced on Monday the takeover of 3BB, a Thai internet service provider, from Jasmine International Pcl. (SET: JAS) for a total of THB19,500 million. The company also acquired Jasmine Broadband Internet Infrastructure Fund (SET: JASIF) for a total of 19.00%, valued at THB12,920 million.

On July 3, 2022, the Board of Directors of ADVANC approved Advanced Wireless Network Co.,Ltd. (AWN), its 99.99%-owned subsidiary, the acquisition of Triple T Broadband Public Company Limited (TTTBB) in the amount of 7,529,242,385 shares, equivalent to 99.87% of total paid-up shares, from Acumen Company Limited (ACU), a subsidiary of JAS. This acquisition also included the purchase of two subsidiaries of TTTBB, namely Triple T Internet Company Limited (TTTI) and Incloud Company Limited (INC) as well as the acquisition of Three BB Company Limited in accordance with the conditions precedent; all of these in the total value of THB19,500 million.

The Board also approved the purchase of Jasmine Broadband Internet Infrastructure Fund, or JASIF, from JAS in a total of 1,520,000,000 units, representing 19.00% of all units at THB8.5 per unit, for a total value of THB12,920 million.

AWN signed the Undertaking Agreement with ACU and JAS on 3 July 2022 intended to purchase TTTBB’s shares and JASIF’s investment units. Under the agreement, the key precedent conditions consist of the shareholders’ approval from the sellers to sell their stakes in TTTBB and JASIF according to the agreed terms, the approval of the unitholders of JASIF to amend terms and conditions of relevant agreements, and all other conditions precedent under the Undertaking Agreement. In addition, AWN shall attain the transaction approval from the National Broadcasting and Telecommunications Commission (NBTC) before signing the share purchase agreement and executing the transaction.The company expects the share purchase and acquisition of investment units to be completed within 1st quarter of 2023.

ADVANC said that this acquisition will enhance consumer access to broader and better quality of service by improving broadband inclusion in new areas targeting the upcountry and non-city areas. This aligns with its business direction to grow the broadband business and effectively develop the nation’s fiber infrastructure. A combined fiber network will support effective sharing that reduces unnecessary fiber network duplication and its environmental impact.

The transaction will also enhance the value of ADVANC’s business and sustainable growth for the key stakeholders i.e. customers, society, and shareholders over the long term. In addition, as the new sponsor and tenant of the JASIF with a strong financial record, ADVANC aims to enhance value to the unitholders with a secure and stable return and will propose the amendment to the lease terms for long-term sustainability, as well as provide a future opportunity for the infrastructure fund to invest in additional telecommunication asset of the company.