Digi announces its IPO with up to 25% of the capital | Companies

Digi Spain, a subsidiary of the Romanian telecommunications operator Digi Communications NV, announced this Monday its intention to list on the Madrid, Barcelona, ​​Bilbao and Valencia stock exchanges through a public offer of subscription and sale of shares with the placement of up to 25% of its capital. This decision constitutes the company’s second attempt to access the Spanish stock market, after suspending a similar operation last April due to unfavorable market conditions.

The operation is backed by a binding investment of 100 million euros by Global Portfolio Investments, an investment vehicle company owned by the Domínguez de la Maza family, owners of the Mayoral textile group. Said corporate commitment establishes a stock market valuation of Digi Spain’s own funds, prior to the execution of the subscription process, of up to 1,700 million euros.

The financial structure designed contemplates a capital increase through the issuance of new shares for an approximate value of 150 million euros. After deducting the costs associated with the placement, the company will have net funds of 136 million euros, which it will use to finance its fixed and mobile infrastructure projects in the national territory.

The subscription offer of new securities will be combined with a secondary placement of existing shares owned by Digi Romania, which currently acts as the sole direct shareholder of the Spanish division. The banking syndicate in charge of underwriting the operation will have a purchase option for over-allotment (greenshoe) of up to 15% of the initial offer described in the institutional base design.

The parent group Digi Communications NV, which is regularly listed on the Bucharest Stock Exchange, will retain a minimum shareholding of 75% of the share capital following the completion of the stock exchange transaction. This percentage ensures that the Bucharest corporate management will directly maintain strategic and operational control over the commercial and investment decisions of the Spanish subsidiary.

For the technical and legal management of the transaction, Digi Spain hired Barclays, UBS and Banco Santander as global coordinators. The structure of the placement syndicate is completed with BNP Paribas and Citi in the section of senior placement entities, while BBVA, CaixaBank and ING will participate as additional insurance entities, with independent financial advice from Rothschild & Co.

In the words of the CEO of Digi Spain, Marius Varzaru: “Investment in our own networks, technology, operational efficiency and proximity to the customer have been the key elements for the consolidation of our business model in Spain; a model built to offer quality connectivity, at very competitive prices that is supported by investment in our own networks, as an engine of growth. We are investing to expand the coverage and capabilities of the fiber and to accelerate the deployment of our own mobile network. Going public would give us the opportunity to have an additional source of capital to those “which until now have allowed us to finance our growth: own capital and bank financing. In that sense, the placement of the company’s shares on the Spanish stock market would reinforce the financial strength of our company and its links with the country; all this while the Group maintains its firm commitment to Digi Spain and our long-term industrial plan, maintaining control of the entity.”

Calendar

The final execution schedule and the establishment of the formal price range are subject to regulatory verification and the approval of the issuance prospectus by the National Securities Market Commission (CNMV). The operator, its sole shareholder and members of senior executive management have signed share sale restriction contracts (lock-up) current standards in this type of market operations.

According to the statistical records corresponding to the close of the first quarter ended March 31, 2026, Digi Spain reported a consolidated base of 11.4 million revenue generating units (RGU). The distribution by operating segments is broken down into 7.6 million contract and prepaid mobile lines, 2.8 million fixed broadband accesses, 0.9 million conventional fixed telephone lines and 0.2 million users in its pay television service.

Official data compiled and published by the National Markets and Competition Commission (CNMC) until May 2026 place Digi Spain’s market share at 14% within the national fixed broadband segment and 13% in the mobile telephone business. Competition statistics confirm that the operator maintains leadership in terms of quarterly net customer acquisition in both services since the fourth quarter of fiscal year 2021.

The fixed network technical infrastructure deployed by the operator under the commercial name of SMART network reaches a current coverage of 14.2 million past homes in Spanish territory. The company’s industrial plan foresees an expansion of this network until reaching an intermediate objective of 21 million homes. 95% of the infrastructure is supported on 10 Gbps XGS-PON technology.

In the mobile sector, the company is advancing in the construction of its own network to consolidate itself as the fourth operator with its own infrastructure in Spain, using the awarded radio spectrum frequencies and active network sharing agreements (RAN Sharing) and roaming access (roaming national) signed with Telefónica Móviles.

The corporate structure is characterized by vertical integration that employs 11,700 workers directly hired by the company. The operating model dispenses with outsourcing in the fixed and mobile network installation value chain. The marketing channel relies on 2,500 dedicated internal promoters, who channel 85% of postpaid contracting.

On a financial level, DIGI Spain closed the fiscal year 2025 with ordinary revenues of 929 million euros, registering a compound annual growth rate of approximately 20% from the fiscal year 2023. The adjusted gross operating profit (EBITDA) stood at 175 million euros at the end of said year.

The audited financial results for the first quarter of 2026 indicate a total turnover of 252.2 million euros, which represents an advance of 16.4% compared to the same period of the previous year. Revenues from the mobile segment contributed 138.8 million euros (an increase of 8.1% year-on-year), while the fixed network business added 110 million euros, 25.9% more in a like-for-like comparison.

Adjusted Ebitda for the first three months of 2026 amounted to 50.6 million euros, with a revenue margin stabilized at 20.1%. The financial management estimates for the entire fiscal year 2026 an aggregate turnover of between 1,040 and 1,085 million euros, maintaining the operating margin forecast in the lower range of the 20% band and projecting an investment volume (capex) of 400 million euros.

In the medium term, the official financial objectives point to continuous growth in turnover at double-digit rates, complemented by an efficiency plan that seeks to raise the adjusted EBITDA profitability margin above the threshold of 30% of the total business volume.

The IPO seeks to provide DIGI Spain’s balance sheet structure with an alternative capital financing channel to cushion bank debt and the exclusive use of internally generated resources. The listing will be formally processed under the guidelines of the syndicate of global banks once the liquidity windows on the Spanish stock market are stabilized.

source

Leave a Reply

Your email address will not be published. Required fields are marked *