CELCOM (Malaysia) Bhd will appoint a committee within 10 days to resolve outstanding issues raised by DeTeAsia Holding GmbH over the planned mer- ger between Celcom and the cellular arm of Telekom Malaysia Bhd, says Celcom chairman Datuk Dr Munir Majid.
The committee would comprise senior executives of Celcom and DeTeAsia, the Asian unit of Deutsche Telekom, Munir told the media after the launch of the TMTouch ACes satellite service in Kuala Lumpur yesterday.
He said the DeTeAsia request via a letter dated Jan 23 was made under Clause 8.6 of the Amended and Restated Supplemental Agreement signed on April 4 last year by Tech- nology Resources Industries Bhd (TRI), DeTeAsia, Celcom and TR International Ltd.
At issue is whether Celcom is under an obligation to obtain DeTeAsia's prior consent to enter into a sale and purchase agreement with Telekom.
Munir said Deutsche's claim that it had veto power to block any mergers that Celcom wanted to pursue was not enforceable.
The German company claimed it had veto rights under a 1996 agreement with TRI when it bought an approximate 8% stake in Celcom for RM9.50 a share.
Industry sources said Deutsche was possibly holding back to obtain a better price for its Celcom shares.
Telekom has offered to buy all remaining Celcom shares it does not already own at RM2.75 each to complete the merger.
Deutsche could get RM413mil from the sale of its Celcom shares if it sells at market prices, which could help pay off some of its global debts amounting to US$68bil.
Munir stressed that Telekom would be making the general offer (GO), not Celcom. Telekom is expected to make the GO in March.
On Celcom's valuation, Munir said it was done by professional, independent financial advisers from abroad, who did not have any interest whatsoever in any of the companies involved in the merger exercise.
Earlier, TM Cellular had signed an agreement with ACes Philippines Cellular Satellite Corp and APAC ACes (Malaysia) Sdn Bhd to buy satellite airtime and supply of network infrastructure for satellite communications.
The newly launched satellite service will be targeted at travellers, outdoor adventurers and industries in isolated areas and the adoption rate is expected to be in the thousands this year.
It has identified such potential clients as Exxon-Mobil, Malaysian Armed Forces, Petronas, Shell Production Malaysia, MISC Sea Liners and logging contractors.
Shareholders of ACeS are PT Pasifik Satelit Nusantara of Indonesia, Phi- lippine Long Distance Telephone Com- pany, Jasmine International Overseas Ltd of Thailand and Lockheed Martin Global Telecommunications.