In a press statement the Reliance Anil Dhirubhai Ambani group company also pointed out that the exclusivity in the talks was for only 45 days-during which MTN would not talk to any other suitor.
The Reliance move comes close on the heels of Bharti Airtel ending its takeover talks with MTN on Saturday due to differences over control of the combined entity.
In its press statement Reliance Communications pointed out that "the negotiations are currently taking place and a further announcement will be made when appropriate".
It also made it clear "that there is no certainty either on completion, or the timing of the said proposal and warned shareholders "to exercise caution in their dealings in the companies' securities dealings until a further announcement is made". MTN also made a similar statement in the Johansburg Stock Exchange.
A combination of the two companies would create a telecom behemoth with over 115 million customers across 23 countries- which of course is smaller than what the Bharti Airtel-MTN combination would have created (131 million customers). It would of course catapult Reliance Communications ahead of its key rival in the Indian market Bharti Airtel which has over 17 million more customers than the Ambani company (Bharti has 62 million customers compared to Reliance which has 45 million).
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But a combination of their balance sheets would create a US $ 14.4 billion (Rs 58,000 crore) company, with an operating profit of $ 6.1 billion (Rs 25,000 crore) and assets of $ 36.8 billion( over Rs 147,000 crore) making it according to insiders working on the deal the second most profitable mobile operator after China Mobile.
That's not all. The combine would also have the largest Wimax footprint globally covering 3 billion people nearly 50% of the world. At the moment Reliance's Wimax is limited to India ( were it has less than 22,000 customers) and 22 other countries in Asia Africa and Latin America. It will also have one of the world's largest optical fibre network touching over 60 countries.
Sources close to the deal say that at least three key options are expected to be discussed between the two players-one being the merger of MTN into Reliance Communications. Sources say that unlike Bharti Airtel (which was over 70% FDI) Reliance (in which foreign institutional investment is around 7% to 8% ) does not face regulatory hurdles of going over the FDI limit (which is at 74%) in telecom to accommodate MTN shareholders. They point out that the regulatory issue was one key reason why the deal did not come through with Bharti. However Bharti Airtel chairman Sunil Mittal said that was never an issue. And considering the fact that MTN rejected a Bharti offer which was similar in nature-the question is whether they would go in for a similar deal with Reliance.
The second option is Reliance Communications making an equity investment in MTN and MTN picking up some stake and agreeing to work together in emerging market opportunities. The investments of course would not give any of them controlling stakes in the others company.
The third alternative of Reliance Communications merging into or becoming a subsidiary of MTN looks highly unlikely as the Ambanis have always run companies which they control directly. A similar proposal was also rejected by Bharti Airtel which lead to the break up of the talks even though they (with Singtel) were assured controlling interest in MTN.
In the case of Reliance the possibility gets even more complicated by the fact that the market capitalisation of MTN Group is much larger than that of Reliance Communications. While MTN has a market capitalisation of around US $ 40 billion, Reliance Communications has a market capitalisation of around US $ 28 billion. Bankers say that in such a scenario-unlike in the case of Bharti Airtel which had a market cap similar to that of MTN Group- it is not clear how the Ambanis would get controlling stake in such a transaction.
Speaking on the talks with MTN Chairman of Reliance Communications Anil Ambani said : "We are delighted to be engaged in exclusive negotiations with MTN Group to achieve a partnership, which would provide investors, customers and the people of both companies a unique and global platform for exponential growth, creating substantial long term shareholder value."
However the MTN scrip fell down by 7.2 per cent at 144.70 South African rands on the Johannesburg Stock Exchange in the morning trade after news that its negotiations with Bharti had fallen through. The company's share price had risen sharply after talks with Bharti on a takeover started in the first week of May.