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[SCHEDULE 13D/A] MILLICOM INTERNATIONAL CELLULAR SA SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Atlas Investissement and related parties report holding 70,470,018 common shares of Millicom International Cellular S.A., representing 42.2% of the outstanding common shares based on 167,084,562 shares. The Schedule 13D/A (Amendment No. 23) updates prior filings and discloses that on August 20, 2025 Atlas entered into European-style call spread option transactions with third-party financial institutions to obtain economic exposure to Millicom shares.

The call spread transactions initially covered up to 1,111,111 shares per counterparty in multiple tranches and were exercisable in 40 staggered tranches. An amendment on September 2, 2025 extended the initial hedging period from 10 to 20 business days. As of September 18, 2025 the aggregate number of options was adjusted so the final aggregate number of Common Shares covered by the transactions is 1,691,380. The confirmations allow settlement in shares or cash and include strike/cap prices tied to hedging activity.

Positive
  • Material ownership disclosed: Reporting persons beneficially own 70,470,018 shares (42.2% of class).
  • Transparent disclosure of derivatives: Details provided on European-style call spread transactions, tranches, amendment and final aggregate coverage of 1,691,380 shares.
  • Amendment clarity: Filing specifies extension of initial hedging period from 10 to 20 business days and reduction of option aggregate to a stated figure.
Negative
  • Concentrated ownership: Combined shared beneficial ownership of 42.2% may raise control and governance concentration concerns for other shareholders.
  • Derivative exposure could affect share supply: Transactions allow settlement in shares or cash and involve counterparty hedging activity that may influence market dynamics (as disclosed).

Insights

TL;DR: Reporting persons hold a controlling stake (42.2%) and disclosed structured option exposure covering 1,691,380 shares.

The filing confirms Atlas Investissement and affiliated parties beneficially own 70,470,018 Common Shares, representing 42.2% of the class on the stated share base. The disclosure of European-style call spread transactions provides transparency on additional economic exposures that could be settled in shares or cash and were adjusted to relate to 1,691,380 shares. The extension of the hedging period and tranche structure indicate staged execution and counterparty hedging coordination; these operational details may affect timing and market impact of any settlement or hedging activity.

TL;DR: A single group reports material shared ownership (42.2%), with transparent disclosure of derivative positions and amendments.

The Schedule 13D/A reiterates a concentrated ownership position by Atlas Investissement and related entities and family members, which is material for control considerations. The filing documents the use of call spread option transactions providing economic exposure and describes an amendment extending hedging timelines and reducing the aggregate covered shares to 1,691,380. These disclosures are important for assessing governance dynamics, potential voting alignments, and how derivative arrangements may interact with underlying shareholding over time.






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).






SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Reflects 70,470,018 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"). 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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 70,470,018 Common Shares beneficially owned by Atlas Investissement. 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 167,084,562 Common Shares outstanding as of August 31, 2025 (169,000,000 Common Shares outstanding, less 1,915,438 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:09/22/2025
Iliad Holding SAS
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, President of Maya SAS, itself President of Iliad
Date:09/22/2025
Maya SAS
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel, President
Date:09/22/2025
Xavier Niel
Signature:/s/ Xavier Niel
Name/Title:Xavier Niel
Date:09/22/2025
Jules Niel
Signature:/s/ Jules Niel
Name/Title:Jules Niel
Date:09/22/2025
John Niel
Signature:/s/ John Niel
Name/Title:John Niel
Date:09/22/2025
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:09/22/2025
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:09/22/2025

FAQ

How many Millicom (TIGO) shares do Atlas Investissement and affiliated parties report owning?

The filing states they beneficially own 70,470,018 Common Shares, representing 42.2% of the class based on 167,084,562 shares outstanding.

What derivative transactions did Atlas disclose in this Schedule 13D/A for TIGO?

Atlas disclosed European-style call spread option transactions entered on August 20, 2025 that provided economic exposure to Millicom shares, exercisable in 40 staggered tranches.

How many Millicom shares are covered by the option transactions after adjustments?

After confirmations and adjustments, the filing reports the final aggregate number of Common Shares covered by the transactions is 1,691,380.

Did Atlas amend the option confirmations and what changed?

Yes. On September 2, 2025 Atlas amended the confirmations to extend the initial hedging period from 10 to 20 business days; the aggregate options were later reduced as described.

Can the disclosed options be settled in shares?

Yes. The confirmations state the Transactions can be settled in Common Shares or cash subject to certain conditions.
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