UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE
ISSUER
PURSUANT TO RULE 13a-16
OR 15d-16 OF THE
SECURITIES EXCHANGE ACT
OF 1934
For the month of November, 2021.
Commission File Number: 001-38763
MILLICOM INTERNATIONAL CELLULAR S.A.
(Exact Name of Registrant as Specified in Its
Charter)
2, Rue du Fort Bourbon,
L-1249 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive office)
Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F:
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
MILLICOM INTERNATIONAL CELLULAR S.A.
INDEX TO FURNISHED MATERIAL
Item
______
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1.
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Press release dated November 12, 2021
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Item 1
PRESS
RELEASE
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Millicom files standard form
for notification of major holdings
Luxembourg,
November 12, 2021 – Millicom International
Cellular S.A. announced today the CSSF regulatory filing of the form:
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·
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ANNEX A: Standard form for notification of major holdings
(attachment)
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-END-
For further information, please contact
Press:
Vivian Kobeh, Director Corporate Communications
+1-786-628-5300
press@millicom.com
Yocasta Valdez, Group Manager Digital
Media & Communications
+1-305-929-5417
press@millicom.com
|
Investors:
Michel Morin, VP Investor Relations
+1-786-628-5270
investors@millicom.com
Sarah Inmon, Director Investor Relations
+1-786-628-5303
investors@millicom.com
|
About Millicom
Millicom
(NASDAQ U.S.: TIGO, Nasdaq Stockholm: TIGO_SDB) is a leading provider of fixed and mobile services dedicated to emerging markets in Latin
America and Africa. Millicom sets the pace when it comes to providing high-speed broadband and innovation around The Digital Lifestyle®
services through its principal brand, TIGO. As of December 31, 2020, Millicom operating subsidiaries and joint ventures employed more
than 21,000 people and provided mobile services to approximately 55 million customers, with a cable footprint of more than 12 million
homes passed. Founded in 1990, Millicom International Cellular S.A. is headquartered in Luxembourg. For more information, visit: millicom.com.
Connect with Millicom on Twitter,
Instagram, Facebook
and LinkedIn.
Annex A
ANNEX
A: Standard form for notification of major holdings
Form
to be used for the purposes of notifying a change in major holdings pursuant to the amended law and Grand-ducal Regulation of 11
January 2008 on transparency requirements for issuers (referred to as “the Transparency Law” and “the Transparency
Regulation”)
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NOTIFICATION
OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the CSSF)i
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1.
Identity of the issuer or the underlying issuer of existing shares to which voting rights
are attachedii:
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MILLICOM INTERNATIONAL CELLULAR S.A.
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2.
Reason for the notification (please tick the appropriate box or boxes):
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☒
An acquisition or disposal of voting rights
☐
An acquisition or disposal of financial instruments
☐
An event changing the breakdown of voting rights
☐
Other (please specify)iii:
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3.
Details of person subject to the notification obligationiv:
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Name:
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City
and country of registered office (if applicable):
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Dodge
& Cox
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San
Francisco, United States
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4.
Full name of shareholder(s) (if different from 3.)v:
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5.
Date on which the threshold was crossed or reachedvi:
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08/11/2021
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6.
Total positions of person(s) subject to the notification obligation:
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%
of voting rights
attached to shares
(total of 7.A)
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%
of voting rights
through financial
instruments
(total
of 7.B.1 + 7.B.2)
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Total
of both in %
(7.A
+ 7.B)
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Total
number of voting rights of issuervii
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Resulting
situation on the date on which threshold was crossed or reached
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5.09
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0.00
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5.09
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101,739,217
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Position
of previous notification (if applicable)
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4.99
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4.99
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7.
Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii:
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A:
Voting rights attached to shares
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Class/type
of
shares
ISIN code (if possible)
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Number
of voting rightsix
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%
of voting rights
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Direct
(Art
8 of the
Transparency
Law)
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Indirect
(Art
9 of the
Transparency
Law)
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Direct
(Art
8 of the
Transparency
Law)
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Indirect
(Art
9 of the
Transparency
Law)
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SE0001174970
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5,177,873
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5.09
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|
|
|
|
|
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|
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SUBTOTAL
A
(Direct
& Indirect)
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5,177,873
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5.09
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B 1: Financial Instruments according to Art. 12(1)(a) of the Transparency Law
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Type of financial instrument
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Expiration datex
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Exercise/
Conversion Periodxi
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Number of voting rights that may be acquired if the instrument is exercised/ converted.
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% of voting rights
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B 2: Financial Instruments with similar economic effect according to Art. 12(1)(b) of the Transparency Law
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Type of financial instrument
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Expiration datex
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Exercise/
Conversion Periodxi
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Physical or cash settlementxii
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Number of
voting rights
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% of voting rights
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|
|
|
|
|
|
|
|
|
|
|
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|
|
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8.
Information in relation to the person subject to the notification obligation:
(please
tick the applicable box)
☒
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other
undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.xiii
☐ Full
chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with
the ultimate controlling natural person or legal entityxiv (please provide a separate organisational chart in case of a
complex structure):
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N°
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Namexv
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% of voting rights held by ultimate controlling person or entity or held directly by any subsidiary if it equals or is higher than the notifiable threshold
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% of voting rights through financial instruments held by ultimate controlling person or entity or held directly by any subsidiary if it equals or is higher than the notifiable threshold
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Total of both
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Directly controlled by (use number(s) from 1st column)
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9. In case of proxy voting:
The proxy holder named
will cease to hold
% and
number of voting rights as of
.
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10. Additional informationxvi:
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Done at:
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San Francisco, United States
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on
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11/11/2021
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Notes
i
Please note that national forms may vary due to specific national legislation (Article 3(1a) of Directive 2004/109/EC) as for instance
the applicable thresholds or information regarding capital holdings.
ii
Full name of the legal entity and further specification of the issuer or underlying issuer, provided it is reliable and accurate
(e.g. address, LEI, domestic number identity).
iii
Other reason for the notification could be voluntary notifications, changes of attribution of the nature of the holding (e.g. expiring
of financial instruments) or acting in concert.
iv
This should be the full name of (a) the shareholder; (b) the natural person or legal entity acquiring, disposing of or exercising
voting rights in the cases provided for in Article 9 (b) to (h) of the Transparency Law; or (c) the holder of financial instruments referred
to in Article 12(1) of the Transparency Law.
As the
disclosure of cases of acting in concert may vary due to the specific circumstances (e.g. same or different total positions of the parties,
entering or exiting of acting in concert by a single party) the standard form does not provide for a specific method how to notify cases
of acting in concert.
In relation
to the transactions referred to in points (b) to (h) of Article 9 of the Transparency Law, the following list is provided as indication
of the persons who should be mentioned:
-
in the circumstances foreseen in letter (b) of Article 9 of that Law, the natural person or legal entity that acquires the voting rights
and is entitled to exercise them under the agreement and the natural person or legal entity who is transferring temporarily for consideration
the voting rights;
-
in the circumstances foreseen in letter (c) of Article 9 of that Law, the natural person or legal entity holding the collateral, provided
the person or entity controls the voting rights and declares its intention of exercising them, and natural person or legal entity lodging
the collateral under these conditions;
-
in the circumstances foreseen in letter (d) of Article 9 of that Law, the natural person or legal entity who has a life interest in shares
if that person or entity is entitled to exercise the voting rights attached to the shares and the natural person or legal entity who
is disposing of the voting rights when the life interest is created;
-
in the circumstances foreseen in letter (e) of Article 9 of that Law, the controlling natural person or legal entity and, provided it
has a notification duty at an individual level under Article 8, under letters (a) to (d) of Article 9 of that Law or under a combination
of any of those situations, the controlled undertaking;
-
in the circumstances foreseen in letter (f) of Article 9 of that Law, the deposit taker of the shares, if he can exercise the voting
rights attached to the shares deposited with him at his discretion, and the depositor of the shares allowing the deposit taker to exercise
the voting rights at his discretion;
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in the circumstances foreseen in letter (g) of Article 9 of that Law, the natural person or legal entity that controls the voting rights;
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in the circumstances foreseen in letter (h) of Article 9 of that Law, the proxy holder, if he can exercise the voting rights at his discretion,
and the shareholder who has given his proxy to the proxy holder allowing the latter to exercise the voting rights at his discretion (e.g.
management companies).
v
Applicable in the cases provided for in Article 9 (b) to (h) of the Transparency Law. This should be the full name of the shareholder
who is the counterparty to the natural person or legal entity referred to in Article 9 of that Law unless the percentage of voting rights
held by the shareholder is lower than the 5% threshold for the disclosure of voting rights holdings (e.g. identification of funds managed
by management companies).
vi
The date on which threshold is crossed or reached should be the date on which the acquisition or disposal took place or the other
reason triggered the notification obligation. For passive crossings, the date when the corporate event took effect.
vii
The total number of voting rights shall be composed of all the shares, including depository receipts representing shares, to which
voting rights are attached even if the exercise thereof is suspended.
viii
If the holding has fallen below the 5% threshold, please note that it is not necessary to disclose the extent of the holding, only
that the new holding is below that threshold.
ix
In case of combined holdings of shares with voting rights attached "direct holding" and voting rights "indirect
holding", please split the voting rights number and percentage into the direct and indirect columns – if there is no combined
holdings, please leave the relevant box blank.
x
Date of maturity/expiration of the financial instrument i.e. the date when right to acquire shares ends.
xi
If the financial instrument has such a period – please specify this period – for example once every 3 months starting
from [date].
xii
In case of cash settled instruments the number and percentages of voting rights is to be presented on a delta-adjusted basis (Article
12(2) of the Transparency Law).
xiii
If the person subject to the notification obligation is either controlled and/or does control another undertaking then the second
option applies.
xiv
The full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity also has to be
presented in the cases in which only on subsidiary level a threshold is crossed or reached and the subsidiary undertaking discloses the
notification as only then the market always gets the full picture of the group holdings. In case of multiple chains through which the
voting rights and/or financial instruments are effectively held the chains have to be presented chain by chain leaving a row free between
different chains (e.g.: A, B, C, free row, A, B, D, free row, A, E, F etc.). Numbers shall be attributed to all persons or entities within
the group in column 1 in order to allow a clear indication of the control structure in column 6. The names of all undertakings of the
control chain shall be provided in column 2, even if the number of the directly held voting rights and/or financial instruments is not
equal or higher than the notifiable threshold. Columns 3 & 4 shall indicate the holdings of those persons or entities directly holding
the voting rights and/or financial instruments if the holding is equal or higher than the notifiable threshold.
xv
The names of controlled undertakings through which the voting rights and/or financial instruments are effectively held have to
be presented irrespectively whether the controlled undertakings cross or reach the lowest applicable threshold themselves.
xvi
Example: Correction of a previous notification.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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MILLICOM INTERNATIONAL CELLULAR S.A.
(Registrant)
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By:
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/s/ Salvador Escalon
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Name:
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Salvador Escalon
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Title:
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Executive Vice President, General Counsel
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Date: November 12, 2021
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