Celcom-Digi merger almost a done deal

The Celcom-Digi merger is just a step away from completion, but the heat is on Axiata Group Bhd as its credit profile is likely to weaken.

The merger will erode the earnings quality of Axiata, and an acquisition-fueled increase in leverage adds further pressure to Axiata’s credit profile, said S&P Global Ratings.

The ratings on Axiata (BBB+) are on CreditWatch with negative implications to reflect a likely downgrade to BBB, following the substantial completion of the Celcom-Digi merger, it said.

Axiata’s weaker earnings quality will translate into a commensurately lower debt tolerance at the BBB+ rating level.

S&P believes the company will breach this tighter leverage threshold. By its estimates, Axiata’s debt-to-earnings before interest, taxes, depreciation and amortisation (ebitda) ratio will rise to 2.7 times to 2.8 times in 2023, from about 2.2 times in 2021. This assumes that all the acquisitions are complete and that the Celcom-Digi merger proceeds.

It said Axiata’s leverage has risen following its series of acquisitions. Over the past 12 months, the company has undertaken close to RM9bil worth of acquisitions.

This rising debt comes amid a likely decline in earnings quality. The merger will weaken Axiata’s earnings quality, mainly due to the loss of direct control over cash flows from wholly-owned Celcom, which has contributed about a quarter of Axiata’s ebitda.

Its view is that, post the transaction, Axiata’s adjusted ebitda, which will include dividends from the merged entity Celcom-Digi, will become more volatile.

That is because dividends are likely to fluctuate with Celcom-Digi’s other cash flow needs, such as capital expenditure.

Last week, the Securities Commission gave its blessing to the merger between Axiata’s wholly owned unit, Celcom Axiata Bhd and Telenor ASA’s Digi.com Bhd


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