Proposed Divestment of M1 Limited
11 August 2025
Creating a nimble & competitive digital-first telco
Together, Simba and M1 can scale more efficiently and contribute to Singapore's digital economy.
The proposed transaction strengthens Singapore's telco sector and can benefit both the industry and consumers by bringing together two agile and innovative companies.
Enlarged entity better placed to accelerate investments into 5G and digital infrastructure, boosting service quality while contributing to more resilient networks and a future-ready digital ecosystem.
Better enables investments in future technologies to make the business more resilient and responsive in cybersecurity, AI and sustainability.
Proposed divestment of M1 Limited
On 11 August 2025, Keppel Ltd. ("Keppel")1 entered into a sale and purchase agreement ("SPA") with Simba Telecom Pte. Ltd. ("Purchaser"), for the sale of M1 Limited ("M1") after the Restructuring (as defined below) (the "Proposed Transaction")
Prior to the completion of the Proposed Transaction (the "Completion"), M1's ICT business and certain assets (the "Excluded Assets") will be carved out from the Proposed Transaction (the "Restructuring")
M1 and its subsidiaries, excluding the Excluded Assets, shall be known as "Restructured M1 Group"
M1 Limited
100%
100%
50%2
M1 Shop Pte. Ltd.
M1 Net Ltd.
Antina Pte. Ltd.
100%
M1 Network Private Limited (M1NPL)
100%
M1 Telinet Pte. Ltd.
100%
AsiaPac Technology Holding Pte. Ltd.
M1's leasehold interest in MiWorld
Proposed Transaction Excluded Assets1 Through its wholly-owned subsidiary Keppel Konnect Pte. Ltd., and its indirect subsidiary Konnectivity Pte. Ltd.
2 Remaining 50% held by Starhub Mobile Pte. Ltd.
Transaction Summary |
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Conditions Precedent5 |
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Advisors |
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Transaction overview
1 Based on FY2024 EBITDA of S$195M.
2 Subject to post-completion adjustments in accordance with the terms of the SPA.
3 The estimated loss on divestment to Keppel excludes the transaction cost related to the Proposed Transaction and is an approximated figure computed on a pro forma basis, assuming the Proposed Transaction had been effected on 30 June 2025. The actual loss on divestment on Completion will depend on the estimated Consideration which is subject to post-Completion adjustments and the carrying value of Keppel's effective interest in the Restructured M1 Group, including the goodwill (which arose from the acquisition of M1 by Keppel in 2019) to be attributed to the carrying value of Keppel's effective interest in theRestructured M1 Group, at the date of Completion.
4 Considering the Company's initial investment in M1 in 1994 and the subsequent privatisation of M1, as well as dividends and divestment proceeds from 1994 to 2025.
5 Refer to Chapter 10 announcement for details.
Expected net cumulative cash of more than S$700M
Keppel is expected to receive net cumulative cash of more than S$700M, considering:
Keppel's initial investment in M1 in 1994 and the subsequent privatisation of M1; and
Expected proceeds from the Proposed Transaction and cash proceeds from dividends and divestment proceeds from 1994 to 2025
This does not include the carrying value of Excluded Assets of over S$300M2.
c.2,100
1,400
c.700
c.300
(S$M)
c.1,000Carrying value of Excluded Assets2 Net cumulative cash
i) Total investment in M1 ii) Total cash proceeds from M11
Net cumulative cash and value of Excluded Assets
1 Subject to post-completion adjustments in accordance with the terms of the SPA. Includes i) expected proceeds from the Proposed Transaction and ii) dividends and divestment proceeds from 1994 to 2025.
2 Based on Keppel's 83.9% effective stake as at 30 June 2025, including goodwill attributed to ICT business which will be re-assessed at completion of the Proposed Transaction.
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