CELTEL ACQUIRES VIVENDI'S STAKE IN KENCELL 
-  A LEADING MOBILE OPERATOR IN KENYA

Celtel is investing US$250 million to acquire the majority stake in KenCell,
formerly owned by Vivendi Telecom International, in one of Kenya's
largest-ever corporate transactions.


.       Celtel International, the leading pan-African mobile communications
group, is investing US$250 million in Kenya to acquire the majority stake in
KenCell Communications Ltd, the shareholder debt and to develop the
business. 
        
.       KenCell, with its Yes! brand is one of the two major mobile network
operators in Kenya. Founding local partner, Sameer Group, continues to hold
40% of the equity in KenCell.
        
.       The acquisition adds a further 1.2 million subscribers to Celtel's
pan African network bringing the number of users to four million in 13
African countries. 
        
.       Celtel is East Africa's only regional operator covering the three
key countries: Kenya, Uganda and Tanzania. 
        
.       Celtel is funding the acquisition with a combination of new equity
from existing and new shareholders, funds raised from asset disposals and
debt.  

Marten Pieters, Celtel International's Chief Executive Officer, commented:

"This is a very important acquisition for Celtel.  This re-affirms our
position as the fastest growing mobile operator in the fastest growing
market in the world.  It also gives us both scale and scope in the East
African region.  

"As the operator with the largest footprint in Africa, we bring a broad
understanding of the trends and challenges of mobile telephony; the perfect
complement to KenCell's successful experience in Kenya. We are committed to
developing African networks, with over US$300 million planned for capital
investment in existing operations this year."  

"Kenya is one of the more established mobile markets in Africa.  It still
has a significant potential for organic growth in the next few years to
increase penetration levels to 10% from 7% today.  We look forward to
integrating the 1.2 million KenCell customers into Celtel."  




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