The sale of Telefónica’s Mexican operations is facing fresh challenges amid allegations that the company has failed to disclose essential information needed to assess the business’s actual financial position and determine its valuation. Adding to the uncertainty are potential tax liabilities involving Mexico’s Tax Administration Service (SAT), which could further complicate a transaction announced in April 2026 for USD 450 million.
Sources close to the negotiations indicate that Telefónica has allegedly not provided all the financial and operational information required to move forward with the acquisition, leaving significant questions unanswered regarding the transaction’s financial terms and the obligations that would be assumed by the new owner.
These developments come as the Spanish telecommunications group considers extending a loan to the acquiring consortium, led by Oxio Inc. and Newfoundland Capital Management, as one of several options for structuring the acquisition.
According to information reported by Bloomberg, Telefónica is exploring a vendor financing arrangement that would enable Melisa Acquisition to fund part of the purchase price, initially set at USD 450 million.
However, sources familiar with the process indicate that neither the potential loan amount nor a definitive transaction completion date has been established.
Incomplete Disclosure Complicates the Sale of Telefónica Mexico
One of the main points of contention in the negotiations reportedly concerns the information Telefónica is required to provide to enable the buyer to assess the business’s actual financial and operational position.
According to sources close to the discussions, the Spanish company has allegedly not completed the disclosure process, a fundamental requirement in corporate transactions to verify a target company’s financial, operational and contractual circumstances.
Such information is essential for prospective buyers to assess the assets, liabilities, commitments and risks associated with the acquisition, as well as to substantiate the transaction’s economic valuation.
The reported lack of comprehensive information is believed to be hindering progress in the negotiations, despite the parties having publicly announced a sale and purchase agreement in April.
Further uncertainty arises from allegations concerning outstanding tax contingencies involving Telefónica and Mexico’s Tax Administration Service (SAT), which could potentially result in additional financial obligations for the company.
The amount and specific legal status of these potential liabilities have not been confirmed in relation to the Mexican subsidiary. Nevertheless, they represent a relevant consideration in determining the business’s valuation, particularly if they involve disputed tax assessments, administrative proceedings or outstanding payment obligations.
The existence of such contingencies could also be connected to the alleged failure to disclose information to the buyer, although no direct relationship between these matters has been substantiated.
In a transaction of this magnitude, establishing the scope of potential tax liabilities is essential to assessing risks, negotiating contractual protections and determining possible adjustments to the acquisition price.
To date, no detailed public explanation has been provided regarding the outstanding information requirements, nor has a definitive timeline been established for completing the disclosure process.
Telefónica Considers Financing Oxio to Facilitate Transaction Completion
In parallel, Telefónica is evaluating an alternative arrangement that could facilitate completion of the acquisition: providing financing directly to the acquiring consortium.
Bloomberg reported that the Spanish multinational is holding discussions with Melisa Acquisition regarding a potential loan as part of the transaction’s financing structure.
This mechanism, commonly referred to as vendor financing, enables the seller to extend credit to the buyer to cover a portion of the acquisition price.
Although vendor financing is an established instrument in corporate transactions, it also means that the seller retains financial exposure after transferring ownership of the business.
In the case of Movistar Mexico, several key matters remain unresolved:
- Loan amount: Telefónica has not disclosed what proportion of the USD 450 million purchase price it might finance.
- Financing terms: Potential interest rates, repayment schedules and collateral arrangements remain undisclosed.
- Business disclosure: Sources close to the negotiations indicate that information required to assess the transaction remains outstanding.
- Tax contingencies: Questions persist regarding potential liabilities involving the SAT and their implications for the transaction.
- Completion date: No definitive closing date has been confirmed.
- Transaction valuation: The announced purchase price remains subject to the applicable contractual terms and adjustments.
Discussions over the proposed financing arrangement are taking place while concerns persist regarding outstanding disclosures and potential financial obligations that could influence the acquisition’s final terms.
Movistar Mexico Sale Announced in April for USD 450 Million
On 7 April 2026, Telefónica Hispanoamérica announced an agreement to sell its entire shareholding in the companies comprising its Mexican operations to Melisa Acquisition.
The acquiring consortium comprises Oxio Inc., a telecommunications company specialising in services delivered through third-party infrastructure, and Newfoundland Capital Management, an investment management firm.
The transaction was announced at a valuation of USD 450 million, subject to the applicable adjustments.
Subsequently, Mexico’s National Antitrust Commission authorised the transaction, allowing the parties to clear a significant regulatory milestone.
However, competition clearance does not constitute completion of the acquisition, nor does it resolve the financial and contractual conditions that the parties must fulfil.
Telefónica has progressively reduced its exposure to Latin American markets as part of a broader strategy to concentrate resources on Spain, Germany, the United Kingdom and Brazil.
Mexico forms part of this divestment strategy, following more than two decades of operations under the Movistar brand.
Mounting Pressure on Telefónica to Complete Its Exit from Mexico
Several months have passed since the transaction was announced, with no confirmation that the sale has been completed.
The possibility of vendor financing, the absence of a definitive closing date, allegations concerning outstanding information disclosures and potential tax liabilities attributed to the company continue to raise significant questions regarding completion of the transaction.
These circumstances also create uncertainty surrounding the business’s final valuation and the obligations that each party may ultimately assume.
For Telefónica, the principal challenge will be to complete its exit from the Mexican market under a clearly defined financing structure, while providing the information necessary for the buyer to conduct a comprehensive assessment of the acquisition, including any tax and contractual risks that may form part of the transaction.
Until these matters are resolved, the sale of Movistar Mexico will remain pending, notwithstanding the agreement announced in April and the regulatory clearance subsequently obtained.
