ANACOM believes that the operation in question could have pro-competitive effects in the electronic communications sector and contribute positively to strengthening Digi's ability to exert relevant competitive pressure, increasing the competitive dynamics in the market, compared to the existing level, and contributing to greater efficiency in the use of scarce resources, such as the radio spectrum.

Despite this, ANACOM has some doubts about the absence of a network development obligation associated with the spectrum in the 3.6 GHz frequency band. If Nowo's acquisition is approved, Digi could end up controlling a significant amount of spectrum in this band which, had it been acquired under the rules defined in the 2021 5G auction, would have subjected it to network development obligations, as was the case with the other operators—MEO, NOS, and Vodafone. ANACOM could impose this obligation if, after the merger, there is a request for spectrum transfer in this frequency band between Nowo and Digi. If no such request is made, ANACOM expects the company to take the initiative to propose assuming this obligation.

ANACOM notes that there are some obstacles or difficulties associated with Digi obtaining the necessary wholesale inputs for producing electronic communications services for end users. Some of these difficulties could be resolved with the acquisition of Cabonitel/Nowo, which has existing contracts granting it access to these inputs. However, some or all of these contracts could be subject to renegotiation if the merger is approved by the AAC. If these negotiations fail, or if they result in less favorable terms than the current ones, Nowo's existing customers could see their service offerings worsened in relative terms, which naturally concerns the sector regulator. In this context, it is expected that Digi's business options following the merger will minimize any potential impacts, within a framework of compliance with the Electronic Communications Law.

However, this effect is not specifically a result of the merger, much less an increase in Digi's market power as a result of the merger, but could be evidence of a lack of market power/negotiating strength on the part of Digi/Nowo.