The Italian Treasury will have veto power on strategic issues affecting Telecom Italia’s fixed telephone network, as part of a deal under which North American KKR will take over the group’s infrastructure.
The powers also include the possibility of appointing the president of a recently created company, Optics HoldCo, which will own the entire infrastructure, according to two sources familiar with the matter.
Approved by TIM’s board of directors in December and authorized by the Italian government this month, the deal values the network at up to 22 billion euros and establishes a wholesale-only company to provide broadband capacity to Telecom Italia and other operators of telecommunications.
The chairman of Optics HoldCo, who will be appointed by the Treasury, will have veto power over matters such as mergers and acquisitions involving the network’s assets, according to the sources.
Roma, which plans to acquire a 15-20% stake in the network venture for up to 2.2 billion euros, will also have the power to prevent KKR from selling part of Optics HoldCo shares to unwanted investors at certain conditions.
KKR will have the right to appoint a majority of the holding company’s board of directors, who will appoint the CEO after consulting shareholders.
Abu Dhabi’s sovereign wealth fund, whose participation in the deal was already disclosed in November, will hold a 20% stake, the sources added.
Italian infrastructure fund F2i said earlier this month it had raised 1 billion euros to control a stake of about 10% in infrastructure.
All parties declined to comment.
Source: Terra

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