December 28, 2021
After a period of exclusive negotiations and the approval of Enodia’s board of directors, Orange Belgium and Nethys signed an agreement for the acquisition by Orange Belgium of 75 percent less one share of the quadplay operator VOO SA.
The operation involves an enterprise value of 1.8 billion euros for 100% of the capital.
According to Orange Belgium, the acquisition represents a major step forward in its national convergence strategy and will increase investment and competition in the telecommunications sector for the benefit of customers and the competitiveness of the Walloon and Brussels regions.
VOO offers a portfolio of fixed and mobile telephony, broadband Internet and television services. With the acquisition of VOO, Orange Belgium will have a very high speed network in Wallonia and part of Brussels, thus strengthening the deployment of its convergent strategy at national level.
The investment plan, consisting of the modernization of the cable and the deployment of optical fiber (FTTH), and the pooling of the skills of the two companies will ensure and strengthen the quality of the VOO network over the long term. , serving customers and the competitiveness of the Walloon and Brussels regions.
Orange’s industrial project, the complementarity of its assets and its teams and the excellent working conditions within the two companies will offer interesting prospects for the employees of VOO and Orange Belgium. Orange Belgium is committed to the development of WBCC, the VOO call center, and intends to strengthen BeTV.
Nethys will retain a minority stake in VOO and governance rights to guarantee the implementation of the industrial and social project. Orange offers Nethys the possibility of converting its stake in VOO into Orange Belgium shares in order to secure the development of VOO and Orange Belgium thanks to further integration between the two companies.
The enterprise value of 1.8 billion euros for 100% of the capital corresponds to an EBITDA multiple of 9.5x. This transaction will generate significant synergies, mainly linked to the transfer of the MVNO activity from VOO to the Orange Belgium network. After synergies, the EBITDA multiple amounts to 6.5x. Orange Belgium, which currently has very low debt leverage, will finance this operation through an intra-Group loan.
The closing of the transaction is subject to the usual conditions precedent, including the approval of the European Commission expected in 2022. Until these approvals and the closing of the transaction are obtained, the two companies will continue to operate independently.
“This acquisition strengthens Orange’s leadership in convergence in Europe and confirms the Group’s long-term commitment in Belgium,” said Mari-Noëlle Jégo-Laveissière, Deputy Managing Director of Operations of Orange Europe. “This operation is based on a strong industrial project, relying on the complementarity of Orange Belgium and VOO.
“Twenty-five years after the creation of Mobistar and five years after the launch of our first fixed telephony offers, this operation strengthens the deployment of the convergent strategy of Orange Belgium at the national level”, added Xavier Pichon, CEO of Orange Belgium. “Our investment plan will allow us to develop the network towards multi-gigabit for the benefit of customers and the competitiveness of Wallonia and Brussels. The merger of Orange Belgium and VOO, two companies with very complementary strengths and skills, will benefit the employment and development of the employees of the two companies.