TIM and a consortium led by Ardian have reached an agreement for the acquisition of an additional 41% stake in the jointly owned holding company Daphne 3, which in turn holds a 30.2% stake in Infrastrutture Wireless Italiane (INWIT). INWIT is an Italian Tower Operator as well as developer of DAS (Distributed Antenna System) infrastructures and small cells to permit a widespread coverage of densely populated open spaces or large closed spaces intended for business, leisure and sporting activities or health facilities.
Once the transaction is completed, the Ardian consortium will hold a 90% stake in Daphne 3. The agreement reached is based on a valuation of the INWIT share of EUR10.75 (US$11.64) and corresponds to consideration for TIM of approximately EUR1.3 billion (US$1.4 billion), in addition to the repayment of the loan of EUR200 million (US$216.65 billion), granted by TIM to the Ardian consortium at the time of the initial acquisition in 2020.
Following the closing, the Ardian consortium will have full and exclusive control over Daphne 3, while TIM will be granted minority governance rights, both in Daphne 3 and INWIT, in order to protect its investment. The closing of the transaction is subject to the fulfillment of certain conditions precedent, including antitrust clearance, clearance under the Golden Power framework and the termination of the shareholders’ agreement with Vodafone Europe and Central Tower Holding Company.