Contents :

1. INTRODUCTION

On behalf of the Board of Directors of DIGI (“Board”), we wish to announce that Digitel, is proposing to issue CPs and MTNs with an aggregate nominal value of up to RM700,000,000.

2. DETAILS OF THE PROPOSED ISSUE

Table 1 sets out the principal terms of the Proposed Issue.

3. RATIONALE FOR THE PROPOSED ISSUE AND PROPOSED UTILISATION OF PROCEEDS

The Proposed Issue will provide Digitel with an alternative source of financing which will enable Digitel to effectively plan and manage its funding costs and requirements.

The proceeds of the Proposed Issue shall be utilised to finance the capital expenditure and for the working capital requirements of Digitel.

4. EFFECTS OF THE PROPOSED ISSUE

4.1 Share capital and substantial shareholders’ shareholdings

The Proposed Issue will not have any effect on the share capital and shareholdings of the substantial shareholders of DIGI as no DIGI shares will be issued in conjunction to the Proposed Issue.

4.2 Net tangible assets (“NTA”) and earnings

The Proposed Issue is not expected to have a material effect on the NTA and earnings per share of DIGI for the financial year ending 31 December 2005.

4.3 Gearing

The Proposed Issue is to provide Digitel with an alternative source of financing, as and when required, for the future capital expenditure requirements and working capital of Digitel. The Board does not expect the Proposed Issue to materially affect the existing gearing level of DIGI.

5. APPROVALS REQUIRED

The Proposed Issue is conditional upon the approval of the Securities Commission (“SC”).

6. DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTERESTS

The Directors and/or major shareholders of DIGI and/or persons connected to them do not have any interest in the Proposed Issue.

7. COMPLIANCE WITH THE SC’S POLICIES AND GUIDELINES ON THE OFFERING OF PRIVATE DEBT SECURITIES (“SC GUIDELINES”)

As far as the Board is aware, there is no departure from the SC Guidelines in respect of the Proposed Issue.

8. DIRECTORS’ RECOMMENDATION

The Board is of the opinion that the Proposed Issue is in the best interest of DIGI.

9. ADVISER

We have been appointed, amongst others, as the principal adviser, lead arranger, lead manager and book runner (if applicable) for the Proposed Issue.

10. TIMING OF SUBMISSION
An application for the approval of the Proposed Issue has been submitted to the SC.

This announcement is dated 26 October 2005.

Announcement Info

Attachments

1. Table-01.pdf (Size: 21,442 bytes)