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Foreign investment in Aotearoa/New Zealand
Overseas Investment Office - September 2022 Decision
Spark Sells Cellphone Towers To Canada
SamCo Holdings Limited (Canada 100%) has been given OIO approval to buy 100% of Spark TowerCo Limited for $1,150,000,000. "SamCo Holdings Limited ("SamCo") is seeking consent to acquire 100% of the shares in Spark TowerCo Limited ("TowerCo") from Qrious Limited ("Qrious"). Qrious is wholly owned by Spark New Zealand Trading Limited ("Spark")". Spark is owned: New Zealand (29.5%), Australia (10.8%), United Kingdom (6.8%), North America (24.5%), Europe (8.4%), Asia Pacific (5%), Various (15%)..
SamCo is a special purpose vehicle of the Ontario Teachers' Pension Plan Board ("OTPP"). OTPP invests assets on behalf of approximately 330,000 retired and working teachers in Ontario. SamCo Holdings Limited ("SamCo") is seeking consent to acquire 100% of the shares in Spark TowerCo Limited ("TowerCo") from Qrious Limited ("Qrious"). Qrious is wholly owned by Spark New Zealand Trading Limited ("Spark").
"SamCo is a special purpose vehicle of the Ontario Teachers' Pension Plan Board ("OTPP"). OTPP invests assets on behalf of approximately 330,000 retired and working teachers in Ontario. OTPP has incorporated SamCo to acquire the shares in TowerCo from Qrious Limited. SamCo is wholly owned by FrodoCo Holdings Limited ("FrodoCo"), which was formed by OTPP as an intermediate holding company. FrodoCo is wholly owned by 1000243587 Ontario Limited ("OntarioCo")".
"The transaction represents the sale by Spark, a large New Zealand telecommunications company, of its passive mobile network infrastructure (including approximately 1,263 telecommunications towers and rooftop sites) to independent overseas ownership. The passive mobile network infrastructure is the towers rather than the telecommunications equipment located on the towers".
"By agreement, Spark will continue to have access to these towers for the purpose of operating its mobile network. Spark is also seeking consent to acquire 30% of the shares in FrodoCo from OntarioCo upon completion of the transaction, resulting in Spark holding a 30% interest in Samco (with OTPP holding the remaining 70% interest in SamCo)".
"The transaction is a strategic move by Spark to free up capital for investment in its active mobile network infrastructure. Independent operation of passive mobile infrastructure is a new concept in New Zealand, but is a common model in overseas telecommunications industries. This model can allow for economic efficiencies and increased competition in the telecommunications industry. As some of Qrious' passive mobile infrastructure is located on residential land (being used for a non-residential purpose), Qrious has obtained a discretionary exemption from the requirement for consent for an overseas investment in residential (but not otherwise sensitive) land".
I've chosen this Decision to highlight the continuing alienation of telecommunications infrastructure from the New Zealand people who used to own it. This all started out originally as publicly-owned Telecom, which became the most high-profile example of the privatisation mania of the 1980s and 90s. CAFCA was involved in the campaign to try and stop that sale and, later in the 90s, initiated a coalition - the Society for Publicly Owned Telecommunications (SPOT) - to campaign against Telecom. You have to be of a certain age to get the joke in the title.
The first American owners of Telecom milked it for as much as they could get. Telecom was a frequent finalist in the annual Roger Award for the Worst Transnational Corporation Operating in Aotearoa/New Zealand, winning it in 2007. Telecom changed foreign owners and was split into what is now Spark and Chorus, which took over the broadband infrastructure. And now we have the further splitting away and sale overseas of Spark's cellphone towers.
Vodafone Sells Its Towers Also
This may be, in the OIO's words, "a new concept in New Zealand", but it is not unique. That same month (September 2022) the OIO approved Vodafone selling its cellphone towers to a UK/Canadian investment consortium "that targets investment in core infrastructure", under the same terms as the Spark sale. Vodafone's was the bigger of the two sales, at $1.7 billion.
Unlike the Spark Decision, the Vodafone one does not give the number of towers and rooftop sites being sold. So, in one month, the OIO approved NZ's two biggest telecommunications companies selling their cellphone towers. By the way, I hope you noted the Lord Of The Rings fanboy shout-out in the Spark Decision, which features SamCo and FrodoCo. It might be more accurate to name them SauronCo, GollumCo or NazgulCo.
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