Atlas Investissement Amends Millicom Stake Filing

TL;DR

Atlas Investissement updated their 13D on MILLICOM. Niel involved.

AI Summary

Atlas Investissement, through its group members Atlas Luxco S.a R.l. and NJJ Holding, has amended its Schedule 13D filing concerning Millicom International Cellular S.A. The amendment, filed on July 3, 2024, indicates a change in their beneficial ownership. Xavier Niel is a key figure associated with these entities.

Why It Matters

This filing update from a significant shareholder like Atlas Investissement could signal strategic shifts or intentions regarding their investment in Millicom International Cellular S.A., potentially impacting the company's stock.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, introducing uncertainty.

Key Players & Entities

• Atlas Investissement (company) — Filing entity
• Millicom International Cellular S.A. (company) — Subject company
• Atlas Luxco S.a R.l. (company) — Group member of filing entity
• NJJ Holding (company) — Group member of filing entity
• Xavier Niel (person) — Associated with filing entities
• Denis Klimentchenko (person) — Authorized to receive notices

FAQ

Key Financial Figures

• $1.50 — ged for Issuer common shares, par value $1.50 per share (“ Common Shares &rdquo
• $2.9 b — (as defined below) is approximately USD $2.9 billion, or SEK 30.9 billion. The consumm
• $8,000,000,000 — nt ”) for a maximum amount of USD $8,000,000,000 (the “ Initial Debt Financing &rd
• $24.00 — s, the “ Shares ”), for USD $24.00 per Common Share and USD $24.00 per SDR

Filing Documents

• tm2418811d1_sc13da.htm (SC 13D/A) — 76KB
• 0001104659-24-077660.txt ( ) — 78KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of the Schedule 13D is hereby amended and supplemented as follows

Item 3 of the Schedule 13D is hereby amended and supplemented as follows: The maximum amount of funds required to consummate the Offers (as defined below) is approximately USD $2.9 billion, or SEK 30.9 billion. The consummation of the Offers is not subject to any financing condition. The aggregate purchase price for Common Shares and SDRs validly tendered and accepted in the Offers will be funded with borrowings from external debt financing available to Atlas. Atlas has obtained one or more debt commitment letters, which include an irrevocable and unconditional undertaking by the relevant financing sources to execute, within 24 hours of written request by Atlas an English law governed interim facilities agreement in a form agreed upon (the “ Interim Facilities Agreement ”) for a maximum amount of USD $8,000,000,000 (the “ Initial Debt Financing ”) (the debt commitment letters, together with the Interim Facilities Agreement, the “ Commitment Letters ”). Atlas intends to replace or refinance all or a substantial part of the Initial Debt Financing with the Long-Term Financing (as defined in the Offer to Purchase). The foregoing description is qualified in its entirety by reference to the Section entitled “ The Tender Offers — Source and Amount of Funds ” in the Offer to Purchase, which is included as an exhibit to this Schedule 13D and incorporated herein by reference. The foregoing description is also qualified in its entirety by reference to the Form of Commitment Letter concerning the Interim Facilities Agreement, which is filed as an exhibit hereto and incorporated herein by reference.

Purpose of Transaction

Item 4. Purpose of Transaction.

of the Schedule 13D is hereby amended and supplemented as follows

Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On July 1, 2024, Atlas commenced an offer to purchase, through separate but concurrent offers in Sweden (the “ Swedish Offer ”) and the United States (the “ US Offer ”), all of the outstanding Common Shares, including SDRs (the SDRs, together with the Common Shares, the “ Shares ”), for USD $24.00 per Common Share and USD $24.00 per SDR (each such amount, the “ Offer Price ”), upon the terms and subject to the conditions set forth in the Offer to Purchase (together with any amendments or supplements thereto, the “ Offer to Purchase ”) and for the US Offer the accompanying Letter of Transmittal (together with any amendments or supplements thereto, the “ Letter of Transmittal ” and together with the Offer to Purchase and other materials related to the Swedish Offer and the US Offer, as each may be amended or supplemented from time to time, the “ Offers ”). In the US Offer, the Offer Price of USD $24.00 per Common Share is payable net to the seller in cash, without interest, less any withholding taxes that may be applicable. In the Swedish Offer, settlement will be made in SEK and the Offer Price of USD $24.00 per SDR will be converted into SEK in connection with settlement. The initial acceptance period for the Offers (the “ Offer Period ”) commenced on July 1, 2024, and will expire at one minute after 10:59 a.m. EST, or one minute after 4:59 p.m. CEST, on August 16, 2024, unless the Offer Period is extended (the end of the Offer Period, as may be extended, the “ Expiration Time ”). If the conditions for completion of the Offers are satisfied and the Offers are successful, following consummation of the Offers, to the extent legally permitted by applicable law, Atlas currently intends to delist the Common Shares from the Nasdaq Stock Market and the SDRs from Nasdaq Stockholm, Large Cap,

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows: (a) and (b) The percentage of beneficial ownership in this Schedule 13D is based on 171,255,664 Common Shares outstanding as of June 18, 2024 (based on 172,096,305 Common Shares outstanding, less 840,641 Common Shares held in treasury, as set forth in the last relevant update available on the date hereof in the “ Stock Information ” section of the Issuer’s website). The aggregate number and percentage of Common Shares beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference. As of July 3, 2024, Atlas beneficially owned 49,966,734 SDRs, which may be exchanged for Common Shares on a one-for-one basis. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any Reporting Person (other than Atlas to the extent it directly holds the securities reported herein) is the beneficial owner of the Common Shares referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial (c) The Reporting Persons have not effected any transactions in Common Shares during the past sixty days.

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

of the Schedule 13D is

Item 6 of the Schedule 13D is hereby amended and supplemented as follows: The information set forth in Items 3 and 4 of this Amendment No. 12 is incorporated herein by reference.

Material to be filed as Exhibits

Item 7. Material to be filed as Exhibits.

of the Schedule 13D is hereby amended by adding the following

Item 7 of the Schedule 13D is hereby amended by adding the following exhibits: 8 Form of Commitment Letter concerning the Interim Facilities Agreement (incorporated by reference to Exhibit (b) to the Schedule TO-T/Schedule 13E-3 filed with the SEC by the Reporting Persons on July 1, 2024). 9. Offer to Purchase, dated July 1, 2024 (incorporated by reference to Exhibit (a)(1)(A) to the Schedule TO-T/Schedule 13E-3 filed with the SEC by the Reporting Persons on July 1, 2024). 10. Form of Letter of Transmittal (incorporated by reference to Exhibit (a)(1)(B) to the Schedule TO-T/Schedule 13E-3 filed with the SEC by the Reporting Persons on July 1, 2024).

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information set forth in this statement is true, complete and correct. Dated: July 3, 2024 ATLAS LUXCO S.À R.L. By: /s/ Anthony Maarek Name: Anthony Maarek Title: Manager By: /s/ Tigran Khachatryan Name: Tigran Khachatryan Title: Manager ATLAS INVESTISSEMENT By: /s/ Xavier Niel Name: Xavier Niel Title: Président of NJJ Holding itself Président of Atlas Investissement NJJ HOLDING By: /s/ Xavier Niel Name: Xavier Niel Title: Président XAVIER NIEL By: /s/ Xavier Niel [Millicom International Cellular S.A. - Schedule 13D/A]

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View this SC 13D/A filing on SEC EDGAR