Telecom

Telenor–PTCL Merger Awaits Regulatory Green Light as Q2 Earnings Climb

ISLAMABAD: Telenor Group has acknowledged delays in obtaining regulatory clearance for the sale of its Pakistan operations, stating that the process is taking longer than initially expected. However, the company remains optimistic about securing the necessary approvals within the coming months, with the transaction expected to close in the second half of 2025.

In December 2023, Telenor Group announced that it had signed a binding agreement to sell 100% of Telenor Pakistan to Pakistan Telecommunications Company Limited (PTCL), part of the e& Group, for approximately NOK 5.3 billion (~$385 million) on a cash- and debt-free basis.

This strategic move concluded a restructuring review launched in mid-2022. Telenor intends to reorient its Asian portfolio around major players in Bangladesh, Malaysia, and Thailand. The deal is expected to enable consolidation in Pakistan’s telecom sector, combining Telenor’s reach with PTCL/Ufone’s infrastructure and spectrum assets

In its Q2 2025 report, Telenor highlighted that Pakistani tax authorities have intensified efforts to recover disputed tax claims. The report stated:

“Obtaining the necessary regulatory approvals for the divestment of Telenor Pakistan has continued to take more time than anticipated. We continue to engage with the authorities to obtain the approvals. Considering the strong merits of the case for all stakeholders, we still anticipate receiving the required approvals in the coming months, with subsequent closing of the transaction in the second half of 2025.”

Telenor had announced the sale of its Pakistan business to Pakistan Telecommunication Company Limited (PTCL) in December 2023. The transaction remains subject to regulatory approvals and other standard closing conditions.

Despite regulatory hurdles, Telenor Pakistan posted a strong performance in Q2. The company achieved a 15% year-on-year growth in service revenue, supported by continued monetization strategies and rational market dynamics. Additionally, the average revenue per user (ARPU) rose by 18%, attributed mainly to effective price adjustments. However, the subscription base saw a 3.7% decline compared to the same quarter last year.

Operating expenses (Opex) increased organically by 3.3%, driven by higher commission payouts and contractual maintenance costs. These were partially offset by lower energy prices. Overall, the combination of revenue growth and managed expenditures led to an impressive 27.9% organic growth in adjusted EBITDA.

The report also confirmed a payment of NOK 240 million related to ongoing tax disputes in Pakistan, which negatively impacted the financials.

Regionally, Telenor’s Asian operations reported 0.7% organic growth in service revenue, led by positive performance in Pakistan. This growth offset the continuing decline in Bangladesh, where the business environment remains challenging. Additionally, stronger wholesale revenues in Norway and solid gains in Pakistan contributed positively to the group’s overall financial outlook.

Telenor noted that while some macroeconomic indicators in Pakistan have shown signs of improvement, the country still faces weak economic fundamentals and political instability, which continue to pose operational risks.