STOCK TITAN

Millicom: Atlas set to buy 6M shares for $568M

Atlas's reported 49.5% beneficial ownership includes the scheduled purchase; it also intends further purchases up to 50.5%, subject to conditions.

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Millicom International Cellular S.A. (TIGO) reported that Atlas Investissement SAS is scheduled to physically settle the balance of a transaction and acquire 6,000,000 common shares on September 25, 2026, for approximately USD 568,201,140.51, excluding commissions and interest. Atlas reports beneficial ownership of 82,982,244 shares, or 49.5%; that amount includes 76,982,244 shares it already beneficially owns plus the scheduled purchase. The percentage is based on 167,718,390 shares outstanding as of August 31, 2026.

Atlas's controlling shareholders Iliad Holding SAS and Maya SAS, and Xavier Niel, Jules Niel, John Niel, Elisa Niel and Joseph Niel, may also be deemed to share beneficial ownership. Atlas amended financing arrangements with six unaffiliated financial institutions, increasing the maximum amount available to it by approximately USD 483,886,779 compared with the June financing position; the increased amount was made available September 24, 2026. The purchase is anticipated to be funded by cash on hand, including cash settlement proceeds and increased financing proceeds. Atlas intends, subject to conditions including any required regulatory approvals and the financing documentation, to purchase additional shares up to 50.5% ownership; timing and amount depend on prevailing market conditions. The financing transactions do not themselves require either party to purchase shares.

Positive

  • None.

Negative

  • None.

Filing Explained

The amendments specify that Atlas’s funding is secured equity financing based on the value of shares it owns, using prepaid forwards and equity swaps with margin-call mechanisms.

Scheduled share purchase 6,000,000 common shares Scheduled for September 25, 2026
Aggregate purchase price Approximately USD 568,201,140.51 Scheduled share purchase; excluding commissions and interest
Reported beneficial ownership 82,982,244 common shares Includes 76,982,244 shares already beneficially owned and the scheduled 6,000,000-share purchase
Reported ownership percentage 49.5% Calculated using 167,718,390 shares outstanding as of August 31, 2026
Increase in maximum financing amount available Approximately USD 483,886,779 Compared with the position resulting from the June equity financing transactions; made available September 24, 2026
Contemplated beneficial ownership level Up to 50.5% Target for intended additional purchases, subject to conditions
Shares outstanding 167,718,390 common shares As of August 31, 2026
secured equity financing transactions financial
"secured equity financing transactions based on the value of Common Shares"
prepaid forwards financial
"confirmations consisting of prepaid forwards and equity swaps"
A prepaid forward is a contract where an investor pays cash now in exchange for receiving a specified number of shares at a later date, rather than buying or selling the shares immediately. It matters because it lets holders convert stock into cash or lock in a future delivery while delaying tax or sale recognition, and can affect a company’s future share supply and investor returns much like arranging a delayed trade.
equity swaps financial
"confirmations consisting of prepaid forwards and equity swaps"
margin call mechanisms financial
"including margin call mechanisms"
physical settlement financial
"scheduled to physically settle the balance"
Physical settlement is when the actual item, like a commodity or product, is delivered to the buyer after a trade, instead of just settling with money. For example, if you buy a barrel of oil through a contract with physical settlement, you will receive the oil itself. It matters because it ensures the real thing changes hands, not just the price.
European-style call spread option transactions financial
"the three European-style call spread option transactions"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TIGO shares is Atlas Investissement scheduled to buy, and at what price?

Atlas Investissement is scheduled to acquire 6,000,000 common shares on September 25, 2026, for approximately USD 568,201,140.51, excluding commissions and interest. The purchase is anticipated to be funded by cash on hand, including cash settlement proceeds and increased proceeds from the amended financing transactions.

How much did TIGO's amended equity financing increase?

The maximum amount available to Atlas Investissement increased by approximately USD 483,886,779 compared with the position resulting from the June equity financing transactions. The increased amount was made available to Atlas on September 24, 2026. The financing transactions do not themselves require either party to purchase shares.

What percentage of TIGO does Atlas Investissement report beneficially owning?

Atlas Investissement reports beneficial ownership of 82,982,244 shares, or 49.5%. That amount includes 76,982,244 shares already beneficially owned and the 6,000,000-share purchase scheduled for September 25, 2026. The percentage is calculated using 167,718,390 shares outstanding as of August 31, 2026.

Does Atlas Investissement intend to buy more TIGO shares?

Atlas Investissement intends to purchase additional common shares up to 50.5% beneficial ownership, subject to conditions including any required regulatory approvals and the financing documentation. The timing and amount of such purchases depend on prevailing market conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates





L6388F110

(CUSIP Number)
Denis Klimentchenko
Skadden, Arps, Slate, Meagher & Flom, (UK) LLP, 22 Bishopsgate
London, X0, EC2N 4BQ
44(0)20 7519 7289

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
09/22/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 common shares, par value $1.50 per share ("Common Shares") of Millicom International Cellular S.A., a Luxembourg company (the "Issuer"), beneficially owned by Atlas Investissement SAS, a company incorporated under French law as a societe par actions simplifiee ("Atlas Investissement"), plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements (as defined in Item 4 below) on September 25, 2026. Iliad Holding SAS ("Iliad Holding"), as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya SAS ("Maya"), as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. Xavier Niel, the President of Maya, Jules Niel, John Niel, Elisa Niel and Joseph Niel (together, the "Niel Family") may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 76,982,244 Common Shares beneficially owned by Atlas Investissement, plus 6,000,000 additional Common Shares that Atlas Investissement is scheduled to purchase under the Equity Derivative Transaction Agreements on September 25, 2026. Iliad Holding, as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya, as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. The Niel Family may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya. (2) The percentage reflected in row 13 in the table above is calculated on the basis of 167,718,390 Common Shares outstanding as of August 31, 2026 (169,000,000 Common Shares outstanding, less 1,281,610 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.


SCHEDULE 13D


Atlas Investissement SAS
Signature:/s/ Anthony Maarek
Name/Title:Anthony Maarek, Managing Director
Date:09/24/2026
Iliad Holding SAS
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, President of Maya SAS, itself President of Iliad Holding SAS
Date:09/24/2026
Maya SAS
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, President
Date:09/24/2026
Xavier Niel
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel
Date:09/24/2026
Jules Niel
Signature:/s/ Jules Niel
Name/Title:Jules Niel
Date:09/24/2026
John Niel
Signature:/s/ John Niel
Name/Title:John Niel
Date:09/24/2026
Elisa Niel
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, Attorney-in-Fact, for and on behalf of as Parent/Guardian of Elisa Niel
Date:09/24/2026
Joseph Niel
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, Attorney-in-Fact, for and on behalf of as Parent/Guardian of Joseph Niel
Date:09/24/2026

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