As the firms go closer to closing the deal, Vodacom and Remgro have reorganised the terms of their significant R13 billion acquisition of fibre group Maziv.
On Friday, July 18, Vodacom and Remgro each made separate releases outlining the deal’s modifications.
Vodacom plans to purchase a 30% share in Community Investment Ventures Holdings’ (CIVH) fibre assets, which include Dark Fibre Africa (DFA) and Vumatel. Remgro owns 57 percent of CIVH.

Through the merger, Vodacom will purchase up to 40% of the common stock in Maziv, a recently formed fully owned subsidiary of CIVH that was primarily formed to make the deal possible.
According to the new agreement, Vodacom will exchange new Maziv shares for R4.9 billion worth of fibre network infrastructure for high-speed fiber-to-home (FTTH), fiber-to-the-business (FTTB), and business-to-business transmission connectivity.
In order to raise its stake to 30%, the group will also pay R6.1 billion in cash to subscribe for new Maziv shares and purchase an additional R2.5 billion worth of Maziv shares from CIVH.
Maziv plans to reset its capital structure by announcing a pre-implementation dividend of up to R4.2 billion in anticipation of the infusion of Vodacom funds and assets.

Vodacom’s cash consideration will be lowered by up to R1.3 billion if this dividend is announced.
Thus, if Maziv announces the full pre-implementation dividend, Vodacom’s total transaction price will be R12.2 billion. It would be R13.5 billion in the absence of the dividend.
If no pre-implementation dividend is announced, this amounts to an equity value of R29.8 billion prior to the takeover deal, or R34.0 billion.
Vodacom pointed out that it could be at risk for more, though.
Maziv purchased 49.96% of Hero Telecoms Proprietary Limited (Herotel) following the 2021 negotiations.
Depending on the implementation dividend, adding Herotel to the mix will raise the total transaction equity valuation to between R29.8 billion and R36 billion.

According to Vodacom, the transaction’s longstop date has been moved to September 20, 2025, with the possibility of an additional extension to November 30, 2025.
The purpose of this is to allow the Competition Appeals Court (CAC) procedure to proceed.
Vodacom and Maziv are currently appealing the deal’s ban before the CAC; the matter will be heard on July 22 without any opposition.
The parties persisted in their negotiations and came to a new agreement that addressed the competition issues, even though the Competition Commission and Tribunal had rejected the provisions of the agreement.

Although there is no assurance that the ban will be lifted, the chances of the merger closing are favourable because the Competition Commission is now in favour of it and is not contesting the appeal.