France Telecom-Orange agreed final terms with Orascom Telecom Media and Technology (OTMT) for the purchase of most of OTMT’s holding in Egyptian operator ECMS (MobiNil), a transaction that Stephane Richard, chairman and CEO of the French group, said “demonstrates our continued, strong commitment and belief in ECMS’ potential and in the Egyptian economy in general.”

According to reports, the transaction could be worth around EUR1.5 billion, with France Telecom having up to 95 percent economic ownership of ECMS – although it has also announced plans to maintain Egyptian ownership and management representation moving forward.

MobiNil is Egypt’s second biggest operator, with a market share of around 39 percent, behind Vodafone Egypt, which has a share of 43 percent, according to Wireless Intelligence figures.

The current deal has not been without some criticism. According to a report earlier this year, the Egyptian stock exchange had asked OTMT to deliver a “detailed presentation” to shareholders as to why it had previously rejected a France Telecom offer, which was made at a higher price. The current transaction requires approval by the Egyptian Financial Supervisory Authority.

Under the terms of the agreement, OTMT will reduce its stake in ECMS to 5 percent, and the intention is for up to 15 percent of ECMS’ shares to be held by Egyptian shareholders “if the conditions allow it.” OTMT will remain a strategic partner for the business, with the right to nominate 3 of the 13-strong board, and participation in several ECMS committees.

The deal also includes options for the disposal of OTMT’s remaining stake in the business. France Telecom-Orange has the right of first refusal over any sale, and OTMT also has a “put” option to sell 1.67 percent per year to its partner over a three year-period from 2015 to 2017.

France Telecom-Orange also has a call option on the remaining stake during a January-February window each year from 2013 to 2017, as well as rights in certain other circumstances, such as a change of OTMT management.