Freshfields advises Sinar Mas on the US$6.5 billion proposed merger of Smartfren Telecom with XL Axiata in Indonesia

Global law firm Freshfields is advising Sinar Mas on the proposed merger of PT Smartfren Telecom Tbk (‘Smartfren Telecom’) and its subsidiary PT Smart Telecom with PT XL Axiata Tbk (‘XL Axiata’), a subsidiary of Axiata Group Berhad with a combined pre-synergy enterprise value of over IDR104 trillion (approximately US$6.5 billion).

The merger will combine the parties’ complementary capabilities to create a robust entity serving a significant portion of Indonesia’s telecommunications market. The merged entity will be called PT XLSmart Telecom Sejahtera Tbk and will remain listed on the Indonesia Stock Exchange.

Completion of the merger is expected to take place in the first half of 2025, subject to regulatory and shareholder approvals, and customary closing conditions.

The Freshfields team advising on the transaction was led by partners Philip Morgan and Jon Bowden and counsel Jeremy Tan, with support from associates Shavonne Oh and Daria Park. Additional support was provided by partner and global co-head of M&A Robert Ashworth and counsel Daniel Boyle. Tax advice was provided by partner Peter Clements. Specialist IP/ IT advice was provided by partner Richard Bird, counsel Cedric Lindenmann, and associate Harshavardhan Ganesan.