STOCKHOLM--Swedish telecom operator Tele2 AB (TEL2-B.SK) is buying pay-television company Com Hem Holding AB (COMH.SK) to create an integrated digital-services operator and capitalize on increasing demand for fixed and mobile data consumption on the back of consumer appetite for video.
The deal will see Com Hem's shareholders receive 37.02 Swedish kronor ($4.52) in cash plus 1.0374 B shares in Tele2 for each share in Com Hem, meaning Com Hem shareholders will receive 26.9% of the enlarged group and total cash of 6.6 billion Swedish kronor ($806 million).
"Enlarged Tele2 will be well equipped to meet the evolving customer needs for seamless connectivity and digital services," Tele2 said in a statement.
"Digitalization affects nearly every aspect of society and the merger will further contribute to a better digital quality of life for Swedish individuals, households and businesses through a full range of complementary and ubiquitous high-quality connectivity and digital services."
Total annual operating expenditure, capital expenditure and revenue synergies of around SEK900 million are expected to be achieved within five years, creating significant capacity for shareholder remuneration and cash conversion, it said.
Allison Kirkby, Chief Executive of Tele2 will step down on completion of the deal with Com Hem Chief Executive Anders Nilsson taking charge of the enlarged group. Tele2's proposed new Chairman Georgi Ganev is to chair the group.
Tele2's and Com Hem's largest shareholder, Kinnevik AB (KINV-B.SK), has undertaken to vote in favor of the merger.
The merger is expected to be completed during the second half of 2018.
Based on the latest thirty trading days volume-weighted average share price of the Tele2 B share, today's offer values Com Hem at SEK146.00 a share, a premium of 15.9% compared with the last thirty trading days volume-weighted average price. Com Hem shares closed Tuesday at SEK130.60.
-Write to Dominic Chopping at dominic.chopping@wsj.com; Twitter: @domchopping @WSJNordics