Q1 2020 Financial Results Presentation
28 May 2020
Strictly Confidential
Q1 2020 Financial Results Presentation 28 May 2020 Strictly - - PowerPoint PPT Presentation
Q1 2020 Financial Results Presentation 28 May 2020 Strictly Confidential Disclosure regarding forward-looking statements and the presentation of certain financial information This presentation contains forward-looking statements, which include
28 May 2020
Strictly Confidential
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This presentation contains forward-looking statements, which include all statements other than statements of historical facts, including, without limitation, any statements preceded by, followed by or including the words “targets”, “believes”, “expects”, “aims”, “intends”, “may”, “anticipates”, “estimates”, “would”, “will”, “could”, “should” or similar expressions or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and
achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding our present and future strategies and the environment in which we will operate in the future. These forward-looking statements speak only as at the date of this
herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any of such statements are based. This Presentation contains summary unaudited condensed financial information for Adria Midco B.V. and its subsidiaries for the three months ended March 31,
consolidated interim statements of profit or loss and cash flows for Adria Midco B.V. and its subsidiaries for the three months periods then ended have been prepared in accordance with IFRS, but have not been reviewed by our independent auditors. As a consequence, the summary condensed financial information presented is subject to potential change. If in connection with any review there is any material change to such summary condensed financial information, we intend to present a supplemental report detailing such change. Certain financial measures and ratios related thereto in this Presentation, including EBITDA, Adjusted EBITDA, Adjusted EBITDA minus capital expenditure, RGUs and ARPU (collectively, the ‘‘Non-IFRS Measures’’) are not specifically defined under IFRS or any other generally accepted accounting principles. These measures are presented here because we believe that they and similar measures are widely used in our industry as a means of evaluating a company’s
because it provides a basis for measuring the operating performance in the periods presented. These measures are used in the internal management of our business, along with the most directly comparable IFRS financial measures, in evaluating the operating performance. These measures may not be comparable to other similarly titled measures of other companies and are not measurements under IFRS or other generally accepted accounting principles, and you should not consider such items as alternatives to net income (loss), operating income or any other performance measures derived in accordance with IFRS, and they may be different from similarly titled measures used by other companies. Adria Midco B.V. is providing this information voluntarily, and the material contained in this announcement is presented solely for information purposes and is not to be construed as providing investment advice. As such, it has no regard to the specific investment objectives, financial situation or particular needs of any recipient. No representation or warranty, either express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. It should not be regarded by recipients as a substitute for the exercise of their own
liability for any direct, indirect, consequential or other loss or damage suffered by any person as a result of relying on all or any part of this information, and any liability is expressly disclaimed.
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leading multi-play communications and media provider in South-East Europe
market positions in Serbia, Croatia, Slovenia, Bosnia Herzegovina, Montenegro and, with the signing of the Vivacom acquisition, Bulgaria
services, attracted by superior service and range
growth in Pay-TV and broadband, that remains underpenetrated relative to other CEE and Western European markets
formats
experienced home-grown management team
23% 18% 4% 8% 12% 4% 24% 7% Broadband Internet Cable Pay-TV OTT Mobile service Telephony Fixed-line DTH Pay-TV Media Other revenues
Revenue* by category (LTM Q1 2020)
* External revenue (not including Inter-segment revenue)
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2019
more than 100 successful acquisitions since 2000
and KKR, EBRD and by management
Europe
Outstanding track record of growth resulting from organic growth and acquisitions
€742m
LTM Q1 2020
€459m
PF L2QA** Q1 2020 FY 2015 FY 2016 FY 2018 FY 2017 FY 2019 L2QA* Q1 2020
€1,479m €377m €518m €636m €756m €788m CAGR +18%
Revenue
FY 2018 FY 2015 FY 2017 FY 2016 PF L2QA** Q1 2020 L2QA* Q1 2020 FY 2019 LTM Q1 2020
€547m €295m €261m €161m €190m €223m €301m €305m CAGR +16%
Adjusted EBITDA
* As reported L2QA performance of United Group. ** Pro Forma L2QA Adjusted EBITDA includes adjustment for Tele2 acquisition contribution before closing (Oct19-Feb20), United Media 2018 acquisitions synergies and PF adjustment for Vivacom acquisition.
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across genres:
and innovation
3rd party content such as world class sports
(2015)
service reflected in:
high customer satisfaction scores
customer churn
approximately 10% per annum
Croatia
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3.92m 2016 3.15m 2.85m 2015 3.61m 3.82m 3.79m 4.90m Q1 2020 Q1 2019 2019 2018* 2017 CAGR +8% +28%
RGUs RGUs by service Successful track record of up-selling and cross-selling multi-play packages
Q1 2019 Q1 2020 1.17m 1.17m 0% Q1 2019 Q1 2020 0.83m 0.87m +5% Q1 2019 Q1 2020 0.66m 0.70m +7% Q1 2020 Q1 2019
Tele2 0.94m
TM SLO 0.56m
0.52m 1.50m +187%
Cable Pay-TV Broadband internet Fixed-line telephony Mobile services DTH pay-TV OTT Other services
0.45m Q1 2020 Q1 2019 0.46m
0.13m Q1 2019 Q1 2020 0.12m +5% 0.08m 0.07m Q1 2019 Q1 2020 +20%
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Group Blended cable ARPU Blended cable ARPU by subgroup
€22.8 €18.3 €22.5 2017 2018* 2015 €19.4 €20.6 Q1 2019 Q1 2020 2019 €22.0 2016 €23.5 CAGR +6% +4%
ARPU growth through up-selling, cross-selling and price increases
Q1 2019 Q1 2020 €19.5 €20.4 +5% €36.5 Q1 2019 Q1 2020 €36.5 0%
SBB Serbia Telemach Slovenia Telemach BH Telemach MNE
Q1 2020 Q1 2019 €20.4 €22.4 +10% Q1 2019 Q1 2020 €18.0 €19.0 +6%
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Revenue by subgroup
€377m Q1 2019 FY 2019 FY 2016 FY 2015 €179m €518m Q1 2020 FY 2018 FY 2017 €459m €636m €742m €194m +22% +13% CAGR +18% +23% +17% +8%
Revenue
€60m Q1 2019 Q1 2020 €62m +3%
SBB Serbia Telemach Slovenia Telemach BH Telemach MNE
YoY revenue growth mainly due to Tele2 acquisition
Q1 2020 Q1 2019 €57m €58m +3% Q1 2020 Q1 2019 €19m €18m +6% €3m Q1 2019 Q1 2020 €4m
Q1 2019 €62m Q1 2020 €66m
United Media Other
Q1 2020 Q1 2019 €7m €8m
Drivers of revenue growth:
mobile revenues)
subscribers
carriage fees €15m Q1 2019 Q1 2020
Tele2
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Adjusted EBITDA and Adj. EBITDA margin Adjusted EBITDA by subgroup
0.02
100 0.06 400 200 0.04 300
0.00 €190m Q1 2019 €78m FY 2017 Q1 2020 FY 2015 FY 2016 FY 2018 FY 2019 €295m €223m €261m €73m €161m CAGR +16% +7% Q1 2020 Q1 2019 €29m €30m +4% Q1 2019 Q1 2020 €19m €20m +6% €6m Q1 2019 Q1 2020 €6m
Tele2 contribution and operational efficiency key to maintaining robust EBITDA growth
SBB Serbia Telemach Slovenia Telemach BH Telemach MNE United Media Other
Q1 2019 Q1 2020 €1m €1m
€19m Q1 2020 Q1 2019 €18m
€-1m Q1 2019 Q1 2020 €-1m
+17% vs 2016 +17% vs 2017
41% 43% 43% 41% 40%
+18% vs 2015
Drivers of Adj. EBITDA growth:
mobile revenues)
subscribers
TV carriage fees
+13% vs 2018
41% 40%
Q1 2019 Q1 2020 €5m
Tele2
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Capex (as % of revenue)
FY 2018 FY 2015 Q1 2020 FY 2016 FY 2017 Q1 2019 FY 2019 €185m €150m €133m €137m €188m €44m €56m CAGR +6% +27%
Capex by subgroup
Q1 2019 Q1 2020 €15m €16m +3%
Majority of investments related to fixed and mobile networks, CPE and own and exclusive content
Q1 2019 Q1 2020 €16m €15m +11%
SBB Serbia Telemach Slovenia Telemach BH Telemach MNE United Media Other
Q1 2019 Q1 2020 €3m €5m +57% €1m Q1 2019 €1m Q1 2020 +53% Q1 2019 Q1 2020 €10m €16m +55% Q1 2019 Q1 2020 €0m €0m
Drivers of CAPEX growth:
exclusive content
40% 29% 26% 29% 25% 25% 29%
€2m Q1 2019 Q1 2020
Tele2
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Cash conversion
Q1 2019 FY 2017 Q1 2020 €11m FY 2016 FY 2015 FY 2018 FY 2019 €57m €87m €76m €107m €29m €22m CAGR +76%
Cash conversion by subgroup
Q1 2019 €15m Q1 2020 €14m +6%
Higher Capex investments were partially offset by Adj. EBITDA growth on YoY basis
SBB Serbia Telemach Slovenia Telemach BH Telemach MNE United Media Other
€4m Q1 2019 Q1 2020 €3m
Q1 2020 Q1 2019 €3m €1m
Q1 2019 Q1 2020 €-1m €0m
Q1 2019 Q1 2020 €2m €8m
Q1 2020 Q1 2019 €-1m €-1m
* Adjusted EBITDA less CAPEX
Q1 2020 Q1 2019 €2m
Tele2
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** Annualized Adjusted Pro Forma EBITDA is calculated as two times Q1 2020 + Q4 2019 Adjusted EBITDA plus €6.9 million of United Media expected synergies plus €35.8m of Tele2 Standalone L2QA Adj. EBITDA Contribution (Oct19-Feb20) plus Vivacom annualized Q1 2020 + Q4 2019 Adjusted EBITDA (€199.6 million)
Net debt Leverage
€-47m Q1 2020* €1,745m FY 2019 €2,847m €-80m €1,699m €2,768m +63%
Cash
Gross leverage Net leverage 4.84x 4.71x
FY 2019
Net leverage** Gross leverage** 5.20x 5.06x
* Cash and cash equivalents figure includes cash and cash equivalents of United Group and Vivacom and excludes the amount of unpaid transaction costs on Tele2 acquisition; Gross debt figure excludes capitalized transaction costs as shown in the Statement of Financial Position as for IFRS
Q1 2020
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causing disruptions to businesses and economic activity. In the countries of the Group’s operations, COVID-19 pandemic was generally announce mid-March 2020.
spread of the virus and hopefully minimizing the number of fatalities. The Group has reacted swiftly and adhered to all instructions issued by the authorities, with main priority of health and safety of employees and continuous provision of service.
utmost to continue operations as the situation evolves.
profitability and cash flow in Q1 2020 as fairly minimal.
revenues is estimated (2-3% comparing to previous year). Revenue streams most likely affected are advertising, media selling, mobile handsets sales and mobile international roaming revenues. The management expects to be able to mitigate revenues shortfall by cost optimisation to still record a slight organic EBITDA growth for the year 2020 comparing to previous
without hindering the Group’s ability for future growth and quality of services provided.
inorganic growth of the reported operational and financial performance of the Group in 2020. Impact of COVID-19 on the acquired companies is currently estimated to be similar to that of the Group’s existing telco operations. The expected PF contribution of the acquired companies has not materially changed given the crisis.
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telecoms operator in Bulgaria. The transaction is expected to be completed in mid-year 2020.
Ongoing Mergers & Acquisitions Completed Mergers & Acquisitions
Year Company Business Country
2020 Telecoms fixed 2020 E-commerce 2020 Telecoms fixed 2020 Telecoms mobile 2020 I.R.V. d.o.o. Media 2019 Telecoms fixed 2019 Telecoms fixed 2019 Telecoms fixed 2018 Media 2018 Media 2018 Media 2018 BH OTT TV OTT Worldwide 2018 Kabel Group Telecoms fixed 2018 Media 2017 Telecoms fixed 2017 Media 2017 Media 2017 Telecoms fixed 2016 Telecoms fixed 2016 Telecoms fixed 2015 Telecoms fixed 2015 Telecoms mobile 2015 2014 Telecoms fixed
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SBB Serbia Telemach SLO Telemach BH Telemach MNE Tele2* ARPU
Q1 2019 Q1 2020 Q1 2019 Q1 2020 Q1 2019 Q1 2020 Q1 2019 Q1 2020 Q1 2019 Q1 2020
Cable pay-TV €10.5 €10.5 €19.0 €18.6 €10.0 €11.0 €11.1 €11.7
€10.6 €11.2 €18.2 €18.3 €9.8 €10.4 €8.3 €8.3
€3.7 €3.7 €3.4 €3.1 €6.9 €6.8 €2.9 €2.7
€10.9
€12.9 DTH pay-TV** €10.8 €10.3 €18.2 €18.3 €9.5 €10.1 €12.0 €11.3
€19.5 €20.4 €36.5 €36.5 €20.4 €22.4 €18.0 €19.0
* Prior year figures included for presentation purposes only. Tele2 Croatia acquired in March 2020. Q1 2020 ARPU is for the period after the closing. ** Q1 2019 ARPUs are restated due to allocation of IFRS 15 effects across lines of service.
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Issuer United Group B.V. Listed International Stock Exchange (Guernsey) Governing Law State of New York Outstanding notes €525 million Coupon 4.875% Maturity 01-Jul-24 Coupon dates 15 January & 15 July Outstanding notes €550 million Coupon Three-month EURIBOR (subject to a zero floor) plus 4.125% Maturity 15-May-25 Coupon dates 15 February, 15 May, 15 August and 15 November United Group B.V. Senior Notes 2024 Fixed Rate Notes 2025 Floating Rate Notes Outstanding notes €600 million Coupon 3.125% Maturity 15-Feb-26 Coupon dates 15 February & 15 August Outstanding notes €450 million Coupon Three-month EURIBOR (subject to a zero floor) plus 3.25% Maturity 15-Feb-26 Coupon dates 15 February, 15 May, 15 August and 15 November Outstanding notes €625 million Coupon 3.625% Maturity 15-Feb-28 Coupon dates 15 February & 15 August 2026 Floating Senior Secured Notes 2028 Refinancing Senior Secured Notes 2026 Fixed Rate Senior Secured Notes
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in €000 Q1 2019 Q1 2020 Revenue 179,363 193,974 Other income 1,515 1,723 Content costs (31,403) (28,551) Link and interconnection costs (9,865) (11,434) Cost of end-user equipment and other material cost (10,917) (16,964) Staff costs (31,255) (21,537) Media buying (8,058) (7,944) Impairment loss on trade and other receivables, including contract assets (84) (2,279) Impairment loss on other financial assets (42)
(29,851) (30,630) IFRS EBITDA 59,403 76,358 Depreciation (26,144) (27,126) Depreciation (right-of-use assets) (4,478) (5,550) Amortization of intangible assets (19,431) (22,254) Operating profit 9,350 21,428 Finance income 1,692 1,342 Finance costs (18,260) (34,715) Net finance costs (16,568) (33,373) Profit/(loss) before tax (7,218) (11,945) Income tax (expenses)/benefit (1,274) (1,433) Profit/(loss) for the period (8,492) (13,378) Other comprehensive loss Items that are or may be reclassified subsequently to profit and loss Currency translation differences 1,881 (2,832) Other comprehensive income/(loss) for the period 1,881 (2,832) Total comprehensive income/(loss) for the period (6,611) (16,210) Profit/(loss) attributable to: Owners of the Company (9,437) (14,192) Non-controlling interests 945 814 Profit/(loss) for the period (8,492) (13,378) Total comprehensive income/(loss) attributable to: Owners of the Company (7,556) (17,024) Non-controlling interests 945 814 Total comprehensive income/(loss) for the period (6,611) (16,210)
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in €000 Q1 2019 Q1 2020 Assets Property, plant and equipment 406,072 504,700 Goodwill 761,905 823,955 Intangible assets 298,313 299,689 Investment property 323 292 Right-of-use assets 114,910 149,149 Loans to related parties
Other financial assets 7,798 11,736 Non-current prepayments 161 447 Contract assets 4,151 6,122 Deferred costs 5,254 241 Deferred tax assets 3,808 9,240 Non-current assets 1,602,695 1,812,427 Inventories 23,522 31,499 Trade and other receivables 151,578 192,173 Short-term loans receivables and deposits 5,994 8,891 Prepayments 36,149 45,862 Contract assets 20,583 37,753 Income tax receivables 8,872 10,674 Restricted cash for acquisition purposes
Cash and cash equivalents 82,525 67,213 Current assets 329,223 1,444,065 Total assets 1,931,918 3,256,492
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in €000 Q1 2019 Q1 2020 Equity Issued and fully paid share capital 125 125 Share premium 352,557 352,557 Capital reserves 45,724 54,468 Translation reserves (13,161) (15,307) Accumulated losses (356,336) (424,729) Equity attributable to owners of the Company 28,909 (32,886) Non-controlling interests 10,514 10,838 Total equity 39,423 (22,048) Liabilities Loans and borrowings 121,167 57,010 Other financial liabilities - bonds 1,334,557 2,719,878 Long-term liabilities 3,539 5,827 Long-term provisions 23,664 40,684 Deferred operating lease income 3,799 5,334 Contract liabilities 1,998 1,747 Lease liabilities 96,720 117,092 Deferred tax liabilities 29,048 26,583 Employee benefits 627 784 Non-current liabilities 1,615,119 2,974,939 Trade and other payables 222,658 197,522 Current tax liabilities 12,891 16,404 Loans and borrowings 2,582 36,384 Deferred operating lease income 6,253 5,668 Contract liabilities 13,581 16,614 Lease liabilities 19,411 31,009 Current liabilities 277,376 303,601 Total liabilities 1,892,495 3,278,540 Total equity and liabilities 1,931,918 3,256,492
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in €000 Q1 2019 Q1 2020 Cash flows from operating activities (Loss)/profit for the period (8,492) (13,378) Adjustments for: Depreciation 30,622 32,676 Amortization 19,431 22,254 Impairment of trade and other receivables (90) 2,132 Impairment of contract assets 174 147 Impairment of other financial assets 42
Impairment of inventories
Income tax (benefit)/expense 1,274 1,433 Long-term provisions (92) (372) Share based payment 12,915
16,568 33,373 Operating cash flows before WC changes 72,352 78,795 Changes in: Trade and other receivables 11,489 8,057 Deferred revenue (1,090) 215 Deferred cost (869) (60) Contract assets (7,834) (5,545) Contract liabilities 6,072 6,666 Employee benefits (4) (10) Inventories (1,350) (4,016) Prepayments (540) 435 Trade and other payables (7,862) 3,026 Cash generated from operations 70,364 87,563 Interest paid (26,164) (35,747) Income tax paid (1,958) (1,869) Net cash from operating activities 42,242 49,947 in €000 Q1 2019 Q1 2020 Cash flows from investing activities Acquisition of property, plant and equipment (29,196) (37,626) Acquisition of intangible assets (13,291) (18,186) Acquisition of subsidiaries, net of cash acquired
Short-term loans receivable and deposits inflow 278
Cash inflow other non-current financial assets 30,000 608 Cash outflow other non-current financial assets
Other (outflows)/inflows (282) (750) Net cash used in investing activities (12,491) (181,495) Cash flows from financing activities Proceeds from share premium 15,000
Repayment of bond
Proceeds from borrowings 118,671 44,000 Repayment of borrowings (67,955) (113,928) Transaction costs related to loans and borrowings
Acquisition of non-controlling interest (1,027) (7) Repayment from lease liabilities (5,348) (6,448) Dividends paid (50,000) (78) Net cash from financing activities 9,341 998,704 Net increase in cash and cash equivalents 39,092 867,156 Cash and cash equivalents at 1 January 43,430 250,058 Effect of movements in exchange rate on cash in hands 3 (1) Cash and cash equivalents at 31 March 82,525 1,117,213