Digital Nasional Bhd (DNB) has closed a RM5.2 billion syndicated Islamic term financing facility, one of the largest syndicated loans ever arranged for an unlisted Malaysian company, as it prepares for the country's shift to a dual 5G network framework.

The state-backed wholesale network operator said the financing will support the planned exit of the Ministry of Finance Inc (MoF Inc) as an ordinary shareholder and fund the next phase of Malaysia's 5G rollout. Maybank Investment Bank acted as mandated lead arranger, bookrunner and coordinating arranger, with AmInvestment Bank, CIMB Islamic Bank, RHB Islamic Bank and United Overseas Bank (Malaysia) as joint mandated lead arrangers.

The deal, completed Tuesday, refinances DNB's government guarantee revolving credit facility, which expired on September 29, and replaces it with a long-term funding structure for operations and network investment.

Who will own DNB after the MoF exit?

The transaction paves the way for equal ownership among DNB's mobile operator shareholders, expected in early Q4 this year. The buyers are:

• CelcomDigi Bhd, through Infranation Sdn Bhd
• Maxis Broadband Sdn Bhd
• YTL Power International Bhd

MoF Inc will not disappear entirely. It will retain a special share in DNB to safeguard national interests and oversee key strategic matters, a structure that keeps the state involved in decisions without ordinary equity exposure.

What changes with the new spectrum assignment?

On the same day, the Malaysian Communications and Multimedia Commission converted DNB's entire 240MHz spectrum holding into a spectrum assignment, effective immediately. DNB also received the full 100MHz in the 3.3GHz to 3.4GHz (F0) band as part of the arrangement.

DNB said the expanded holding will increase network capacity, efficiency and performance — faster speeds, lower latency and better customer experience — and will enable deployment of Massive MIMO, carrier aggregation, 5G Advanced and AI-driven network capabilities. Those are vendor-style capability claims; measured network gains will depend on how quickly the new spectrum is put into service across the single wholesale network.

What did DNB's CEO say?

DNB chief executive officer Datuk Azman Ismail said the successful financing reflected confidence in the company's business fundamentals, operational track record and long-term role in Malaysia's digital economy.

"This financing provides DNB with a sustainable platform to operate on its own, continue investing in network enhancement and capacity expansion, and leverage our expanded spectrum assets," he said.

Azman added that DNB remained committed to providing digital infrastructure as Malaysia moved towards the dual network framework.

"With strong financing, enhanced spectrum resources and a proven nationwide 5G platform, DNB is well positioned to support the government's AI Nation aspirations and help power Malaysia's next phase of digital growth," he said.

Commercial reality versus the marketing line

The financing marks a structural turning point for Malaysia's contentious single wholesale 5G model. DNB built the country's first nationwide 5G network under state ownership, drawing criticism from operators wary of dependence on one infrastructure provider. The government's decision to move to a dual network framework — with a second 5G operator entering the market — prompted the current ownership restructuring.

For the banks, the RM5.2 billion commitment signals institutional confidence in DNB's cash flows without a government guarantee on the new facility. For the three MNO shareholders, equal ownership formalises the compromise that kept them engaged with the wholesale model while the second network takes shape.

AmInvestment Bank also acted as financial adviser to DNB on the deal.

DNB said the financing and spectrum assignment together strengthen its ability to improve network quality and resilience, cater to future demand and support Malaysia's digital economy ambitions.

The equal-ownership transition among CelcomDigi, Maxis and YTL Power is expected to complete in early Q4 2025, setting the timetable for DNB's first months as a fully operator-owned wholesale carrier under the dual network regime.