DIGI.COM BERHAD

EXTRAORDINARY GENERAL MEETING for the proposed Celcom Digi merger

18 November 2022

1

Presentation Outline

1

Proposed Merger

Presenters: CEO & CFO of Digi.Com Berhad

2

Transaction Overview

Presenter: CIMB Investment Bank Berhad

3

Independent Valuation of Celcom

Presenter: KPMG Corporate Advisory Sdn Bhd

4

Independent Adviser Assessment

Presenter: AmInvestment Bank Berhad

5

Q&A Session

10

2

Sensitivity: Open

1. Proposed Merger

Background

Information on Celcom and Digi Rationale

Prospects

Summary of MCMC Undertakings Leadership Teams

3

Background

Proposed Merger of Malaysia Telco operations of two PLCs on the Main Market of Bursa Securities

  1. 8 April 2021
    • Digi was informed that Telenor and Axiata were in discussions to merge the Telco operations of Digi and Celcom
  2. 21 June 2021
    • Digi entered into SPA with Axiata for the Proposed Merger with Celcom
    • Telenor, Telenor Asia and Axiata entered into MTA that set out amongst others, the Shares Equalisation Arrangement which will result in Telenor Asia and Axiata having an equal shareholding of 33.10% each in the MergeCo

The Malaysian Digital Telco

Champion

through a merger of Celcom & Digi

4

Sensitivity: Open

Equal Strength in Network and Financial Performances

Delivering highest quality network to Malaysian customers and businesses

Population Coverage as at Sep-22

95%

96%

90%

80%

4G

4G Plus

Digi

Celcom

Total Subscribers

10,318

9,595

FY 2021

('000)

Digi

Celcom

Total Revenue

6.62

6.34

FY 2021

(RM'b)

Digi

Celcom

Spectrum Ownership as at FYE 20211

PATAMI

1.16

40

40

0.94

30

30

20

20

20

10

900 Mhz

1800 Mhz

2100 Mhz

2600 Mhz

FY 2021

Digi

Celcom

(RM'b)

Digi

Celcom

Notes:

(1) Includes spectrum to be handed back as part of the Undertaking to MCMC

Sensitivity: Open

(RM'b)

EBITDA

3.01

2.84

FY 2021

Digi Celcom

5

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Digi.com Bhd published this content on 22 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 November 2022 12:05:12 UTC.