Poste Italiane takeover puts TIM Brasil’s future up for discussion
The possibility that TIM Brasil could be sold following the state-owned Poste Italiane’s takeover of Telecom Italia is drawing the attention of investment banks, Valor has learned. Although the Italian government has yet to make a final decision on a potential sale and the asset is not formally on the market, industry sources are working on the assumption that the Brazilian operation could be put up for sale.
Expectations of a sale gained momentum after Poste Italiane CEO Matteo Del Fante said TIM Brasil was not essential to the new parent company’s plans. His statement opened the door to discussions about a change in ownership, although the executive also said the subsidiary was not for sale. TIM Brasil declined to comment when contacted.
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If the Italians decide to divest TIM Brasil, V.tal—which is owned by funds managed by BTG Pactual—would be among the leading candidates to consider an acquisition, according to industry sources. A combination would bring together Brazil’s third-largest mobile carrier by number of customers and a fiber and broadband infrastructure platform. Being identified as a potential buyer does not mean that an offer has been made or negotiations are under way.
An acquisition by Vivo or Claro would face significant antitrust hurdles, as it would further increase concentration in a market that went from four to three major national groups after the sale of Oi’s mobile business, completed in 2022. Earlier, in 2019, Claro had acquired Nextel.
In August, Vivo held a 37.8% share of Brazil’s mobile phone market, while Claro and TIM Brasil had shares of 33% and 22%, respectively, according to data compiled by consulting firm Teleco. In other words, a potential acquisition of TIM Brasil by either of its two main competitors would create a carrier with a market share of more than 50%. This scenario is likely to favor buyers that would keep TIM as an independent competitor in the mobile market.
The public signal about the subsidiary’s role in the group’s plans came from Del Fante at an economic conference in Rome on Tuesday (27). The executive described TIM Brasil as profitable but not essential to the strategy behind the acquisition of Telecom Italia. He added that he intends to use the Brazilian operation “tactically” in the coming months, without specifying what measures might be taken.
In a report released on October 28, UBS BB analysts Leonardo Olmos and Gustavo Farias noted that Del Fante’s statement “could encompass a range of possible outcomes for a profitable but non-core asset, including a partial monetization, a strategic combination or, potentially, an outright sale.”
“In the short term, the most likely scenario, based on what I have been hearing from both local and foreign investors, is for the company to issue debt to pay a special dividend and increase leverage, putting a more highly leveraged capital structure in place at TIM Brasil. In the medium to long term, the possibilities remain wide open, including a sale or a sale combined with a merger with a broadband company or group of companies,” Olmos said in an interview.
Poste’s strategy is focused on expanding its presence in digital services in Italy, leveraging Telecom Italia’s relationships with corporate customers. The new business plan for the combined group is expected to be released in the first quarter of 2027 and could clarify the role envisaged for the Brazilian operation.
The change of control took place through a takeover and share exchange offer, followed by purchases on the market. According to a filing by TIM Brasil with the Securities and Exchange Commission of Brazil (CVM), these transactions increased Poste Italiane’s stake in Telecom Italia to approximately 86.95%. As a result, the Italian State gained indirect control of the Brazilian subsidiary.
A potential sale would involve substantial sums. Telecom Italia owns about 68% of TIM Brasil, a stake valued at approximately R$31 billion based on the carrier’s market capitalization of R$45.6 billion at Friday’s (30) close. The value of any transaction would depend on the terms negotiated and any control premium.
Industry sources say the complementary nature of the businesses would make V.tal one of the potential buyers. The company has a fiber network reaching more than 22 million homes, built following its acquisition of Oi’s fiber infrastructure. It also acquired Oi’s fixed broadband customer base and rebranded the operation as Nio. V.tal also operates data transmission infrastructure and submarine cables. When contacted, V.tal said it is always monitoring market opportunities but stressed that no discussions on the matter are underway.
A combination with TIM would add a nationwide mobile operation and could expand the range of services offered jointly. A deal structure would depend, however, on financing capacity and an agreement on asset valuations, control, and corporate governance. It would also be necessary to assess the impact on V.tal’s business of supplying infrastructure to other carriers.
For Vivo and Claro, the main obstacle would be the overlap with TIM in the mobile market. A full acquisition by either competitor would reduce the number of major national groups in the segment from three to two.
In 2022, Brazil’s antitrust regulator, the Administrative Council for Economic Defense (CADE), approved the division of Oi’s mobile assets among TIM, Vivo, and Claro, subject to competition-related commitments. The decision required a casting vote by the agency’s president after the board members were deadlocked. The measures included the divestment of some of the radio base stations acquired and obligations to provide wholesale services.
At the time, the antitrust regulator had already identified a high level of concentration resulting from the reduction in the number of major national carriers from four to three. This history suggests that any further consolidation would face close scrutiny, although the outcome would depend on the structure of the proposed transaction.
On the Italian side, any potential sale would have to be weighed against the subsidiary’s financial contribution. TIM Brasil accounts for nearly half of the group’s earnings before interest, taxes, depreciation and amortization (EBITDA) and generates cash.
TIM Brasil: expectations gained momentum after Poste Italiane CEO said Brazilian carrier was not essential to new parent company’s plans
Divulgalção/TIM