United Group BO 9M 2014 financial results presentation 25 November - - PowerPoint PPT Presentation

united group bo 9m 2014 financial results presentation
SMART_READER_LITE
LIVE PREVIEW

United Group BO 9M 2014 financial results presentation 25 November - - PowerPoint PPT Presentation

United Group BO 9M 2014 financial results presentation 25 November 2014 Disclosure Regarding Forward-Looking Statements This presentation includes forward-looking statements. Forward-looking statements can be identified by the use of


slide-1
SLIDE 1

9M 2014 financial results presentation

25 November 2014

United Group BO

slide-2
SLIDE 2

2

This presentation includes forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology, including words such as “believes,” “estimates,” “anticipates,” “expects,” “intends,” “may,” “will”, “could”, “should” or, in each case, their negative or other variations thereof or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this presentation and include statements regarding, or based upon, our Management’s current intentions, beliefs or expectations concerning, among other things, our future results of operations, financial condition, liquidity, prospects, growth, strategies, potential acquisitions, or developments in the industry in which we operate. Forward-looking statements are based upon assumptions and estimates about future events or circumstances, and are subject to risks and uncertainties. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will materialize. Accordingly, our actual results may differ materially from those expressed or implied thereby. Unless otherwise specified, forward-looking statements herein speak only as of the date of this

  • presentation. We undertake no obligation, and do not intend, to publicly update or revise any forward-

looking statements, whether as a result of new information, future events or otherwise. All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the cautionary statements referred to above. Readers are cautioned not to place undue reliance on any forward-looking statements.

Disclosure Regarding Forward-Looking Statements

slide-3
SLIDE 3

3

Highlights Financial review Mergers & acquisitions

Agenda

Introduction Operational review Appendices

slide-4
SLIDE 4

4

Introduction to United Group

  • South-East Europe’s leading provider of pay-TV and broadband

services

  • 2.0 million cable and satellite TV, broadband, fixed and mobile RGUs

across the six countries of former Yugoslavia

  • Operating in a market characterised by rapidly growing pay-TV and

broadband that is currently underpenetrated relative to other CEE and Western European markets

  • Broad reach via cable and direct-to-home platforms across the region,

and ethnically targeted over-the-top content platforms internationally

  • Reputation for providing the most attractive content in its respective

markets, available across all devices and formats

  • Group strategy leverages established proven strengths

extensive network,

differentiated content offerings, and

loyal customer base to further strengthen market leadership in the region and to target the region’s expat community with best in class local content delivered through the internet

  • Following successful acquisition of the Group in March 2014, United

Group is now majority-owned by funds affiliated with KKR, EBRD and the management

2020 Senior Notes

Issuer United Group B.V. Listed GEM, Irish Stock Exchange Governing Law State of New York Outstanding notes €475 million Coupon 7.875% Maturity 15 November 2020 Coupon dates 15 November & 15 May ISIN code XS0992294388 (Reg. S) XS0992293810 (144A)

slide-5
SLIDE 5

5

Highlights Financial review Mergers & acquisitions

Agenda

Introduction Operational review Appendices

slide-6
SLIDE 6

6

1,256 1,375

9M 2013 9M 2014

Homes passed (k)

+9% + 799 387 55 403 153 20

806 420 74 448 218 53 Cable pay-TV DTH pay-TV IPTV (NetTV Plus) Broadband internet Fixed telephony Other services

RGUs by service (k)

9M 2013 9M 2014 +1% +9% +35% +11% +42% +165% 16.7 17.8 9M 2013 9M 2014

Blended cable ARPU (€)

+7%

9M 2014: operational highlights

  • Healthy year-on-year RGU growth
  • Homes passed up by 9% to 1,375k vs. 9M 2013

Homes passed increased primarily as a result of network expansion and modernisation

  • Blended cable ARPU up by 7% to €17.8 vs. 9M 2013

Stable growth trend driven by increased revenue from cable network-based services as a result of successful execution of our strategy aimed at selling more services to our cable subscribers:

– migration from lower-priced to higher-priced service

packages

– growth in subscribers for the multi-play offering, and – price increases in Serbia (March 2014) and Slovenia

(April 2014)

slide-7
SLIDE 7

7

176.0 206.3

9M 2013 9M 2014

Revenues (€ m)

+17%

9M 2014: financial highlights

  • Revenues up 17% year-on-year to €206.3 million as a result of

– growing number of RGUs – price increases – organic growth and acquisitions

  • EBITDA up 22% year-on-year to €98.0 million

– Group EBITDA growing faster than revenues – Reflects ability to capitalise on customer relationships through sales of

additional and higher margin products

  • Net leverage down to 3.90x from 3.98x

Annualised Last Two Quarters EBITDA is calculated by multiplying EBITDA for the two most recent quarters by two.

80.4 98.0

9M 2013 9M 2014

EBITDA (€ m)

+22% 4.10x 4.05x 3.98x 3.90x Q2 2014 Q3 2014 Gross leverage Net leverage 4.30x 4.16x 4.22x 4.00x Q4 2013 Q1 2014 Gross leverage Net leverage

slide-8
SLIDE 8

8

Highlights Financial review Mergers & acquisitions

Agenda

Introduction Operational review Appendices

slide-9
SLIDE 9

9

SBB Serbia

  • Organic increase driven by investments aimed at

network extension and modernisation in regions where a strong penetration rate is expected.

  • YoY comparison affected by addition of 43k HPs

from KDS. Telemach Slovenia

  • Slight organic increase against 9M 2013, with

3k additional homes passed. Higher year-on- year growth in H1 was due to the acquisition of Elektro Turnsek Telemach BH

  • Positive results due to increased rollout and

further network expansion during the period

  • Accelerated network expansion is expected

during H2 2014.

Homes passed across key markets Key developments

Network expansion

772 878 296 299 188 198 9M 2013 9M 2014 9M 2013 9M 2014 9M 2013 9M 2014 SBB Serbia Telemach Slovenia Telemach BH

Homes passed (k)

+14% +1% +5%

slide-10
SLIDE 10

10

RGUs vs. Unique cable subscribers Key developments

Increasing subscribers and RGUs

  • Increasing subscribers
  • Faster growth in RGUs per unique

cable subscribers driving overall performance Our 806k unique cable subscribers order on average between 1.6x and 2.4x different services

RGUs vs. Unique cable subscribers 9M 2013 9M 2014 SBB Serbia Segment 1.5x 1.6x Telemach Slovenia Segment 2.3x 2.4x Telemach BH Segment 1.6x 1.8x 799 806 9M 2013 9M 2014

Unique cable subs (k)

+1% 1,817 2,019 9M 2013 9M 2014

RGUs (k)

+11%

slide-11
SLIDE 11

11

799 387 55 403 153 20 806 420 74 448 218 53 Cable pay-TV DTH pay-TV IPTV (NetTV Plus) Broadband internet Fixed telephony Other services

RGUs by service (k)

9M 2013 9M 2014 +1% +9% +35% +11% +42% +165%

RGUs by service Key developments

Increasing RGUs

  • Healthy year-on-year RGU growth
  • 74k NetTV Plus IPTV RGUs generated

through

– organic growth, – acquisition of Solford (52k), and – acquisition of 7k subscribers from

Bosna TV in June 2014

*Revenues from DTH pay-TV services for all six countries of operation reported under SBB Serbia

46% 32% 15% 7%

Telemach BH

44% 29% 9% 18%

Telemach Slovenia

34% 23% 2% 0% 31% 10%

SBB Serbia*

Cable pay-TV Broadband Internet Fixed Telephony IPTV DTH pay-TV Other services

Revenue split by cable segment and service

slide-12
SLIDE 12

12

12.9 13.7 30.2 30.7 13.2 14.9 9M 2013 9M 2014 9M 2013 9M 2014 9M 2013 9M 2014 SBB Serbia Telemach Slovenia Telemach BH

Blended cable ARPU per segment (€)

Group

  • Blended cable ARPU up 7% to €17.8 in 9M

2014 as a result of increased blended cable ARPUs across all of our markets SBB Serbia

  • Key drivers: price increase (March 2014)

and fixed number portability. Most of the ported fixed lines (Q3’14: 10k) were ported into SBB

  • DTH ARPU down slightly to €8.8 (9M 2013:

€9.0) due to a temporary effect of the strong take up during the initial promotion period Telemach Slovenia

  • Price increase positively affected pay-TV

and Internet products

  • Blended cable ARPU impacted by

reclassification of B2B subscribers

  • Strong sales in internet, mobile and VOIP

Telemach BH

  • Growth in subscribers for multi-play offering
  • Pressure on telephony ARPU caused by

internet calls Other

  • IPTV ARPU (NetTV Plus) at €11.2, from

€11.1 in Q2 2014

Blended cable ARPU Key developments

ARPU development

+6% +13% +2% SBB Serbia Telemach Slo Telemach BH in € 9M 2013 9M 2014 9M 2013 9M 2014 9M 2013 9M 2014 Cable pay-TV 7.6 8.0 16.8 16.4 7.1 7.4 Broadband internet 11.3 10.8 16.2 15.8 10.2 9.4 Fixed telephony 7.3 6.1 5.2 4.8 12.5 11.5 Blended cable ARPU 12.9 13.7 30.2 30.7 13.2 14.9

slide-13
SLIDE 13

13

Highlights Financial review Mergers & acquisitions

Agenda

Introduction Operational review Appendices

slide-14
SLIDE 14

14

Revenue development 9M 2014 Key drivers

Revenue development by segment

Group

  • 9M 2014 revenues up 17% year-on-year to

€206.3 million driven by growing RGUs, price increases, organic growth and acquisitions (FY 2013: €243.0 million, pro-rata 9M 2013: €182.3 million)

  • Total revenue in Q3 2014 remained stable at

€70.1 million, vs. 70.2 million Q2 2014 SBB Serbia

  • Revenue up by 6% to €105.0 million driven by

subscriber base growth (launch of door-to-door sales and refreshed bundles) and migration to multi-play packages

  • Price increase implemented as of March 2014
  • ~3% currency translation impact

Telemach Slovenia

  • Revenue up by 14% to €63.0 million
  • Price increase implemented as of April 2014
  • Increase in the number of multi-play subscribers
  • Faster than expected digitalisation at Elektro

Turnsek Telemach BH

  • Revenue up by 20% to €16.8 million due to

increased organic subscriber base growth

  • Growth of internet and fixed telephony segments

176.0 206.3

9M 2013 9M 2014

Revenues (€ m)

+17% 99.5 55.3 14.0 19.8

  • 12.6

105.0 63.0 16.8 24.4

  • 2.9

SBB Serbia Segment Telemach Slo Segment Telemach BH Segment United Media Segment *Other and intra-company

Revenue by segment (€ m)

9M 2013 9M 2014 +20% +23% +6% +14%

slide-15
SLIDE 15

15

Key drivers

EBITDA development by segment

Group

  • EBITDA up by 22% to €98.0 million vs. 9M 2013

as a result of increased revenues and cost discipline

  • EBITDA in Q3 2014 slightly reduced by 1% to

€32.7 million, from €33.1 million in Q2 2014

  • Impact on EBITDA related to Grand Production,

launch of N1 TV channel and Bosna TV would amount to an adjustment of €3.5 million to an adjusted L2QA EBITDA SBB Serbia

  • Increased EBITDA as a result of increased

revenues, cross selling of multi-play bundles and increased cost efficiency

  • Harmonised bad debt policy
  • Price increase implemented as of March 2014

(~€0.7 per month) without increasing churn Telemach Slovenia

  • Price increase implemented as of April 2014
  • Continued subscriber migration to higher priced

service packages Telemach BH

  • Increased EBITDA as a result of higher revenues,

growth of more profitable internet and fixed telephony segments and cost control

80.4 98.0

9M 2013 9M 2014

EBITDA (€ m)

+22% 41.1 26.5 6.0 7.1

  • 0.3

46.8 31.6 7.8 9.9 1.9 SBB Serbia Segment Telemach Slo Segment Telemach BH Segment United Media Segment *Other and intra-company

EBITDA by segment (€ m)

9M 2013 9M 2014 +30% +39% +14% +19%

EBITDA development 9M 2014

slide-16
SLIDE 16

16

  • United Media provides content across the former

Yugoslav region and through IPTV, serves the ex-pat community worldwide

  • Increasing contribution to Group results:

Revenue up by 24% to €24.5 million (9M 2013: €19.8 million)

67% of revenue generated from third parties; 33% intra-company transactions

EBITDA rising faster than revenue; up by 39% to €9.9 million (9M 2013: €7.1 million)

  • Revenue generated by the sale of distribution

rights to various channels including:

Sport Klub

Cinemania

Grand

Ultra & Mini Ultra

N1

Orlando

United Media revenue and EBITDA development

External vs. intra-company revenue 9M 2014 Key developments

8.0 16.5

United Media Segment

Revenue Intra-Company Revenue External 19.8 24.5

9M 2013 9M 2014

Revenues (€ m)

+24%

7.1 9.9

9M 2013 9M 2014

EBITDA (€ m)

+39%

slide-17
SLIDE 17

17

Revenue share by segment

Organic growth and foreign currency exchange impact

  • 51% of Group revenue is generated by the SBB Serbia segment

which includes revenue denominated in Serbian Dinar (RSD) and

  • ther currencies (e.g. from the DTH business)
  • Around 45% of Group revenue is RSD-denominated
  • The currency devaluation of the Serbian Dinar compared to the Euro

was approximately 3% for the nine months ended September 30, 2014, which has an impact on our Group results. 51% 31% 8% 12%

  • 2%

SBB Serbia Segment Telemach Slovenia Segment Telemach BH Segment United Media Segment Other and intra-company **The organic growth is pro forma for full 9 months of acquisition.

184.8 206.3

9M 2013 9M 2014

Revenue Organic Growth (€ m)

+12%

83.9 98.0

9M 2013 9M 2014

EBITDA Organic Growth (€ m)

+17%

slide-18
SLIDE 18

18

Capital expenditures

CAPEX development Key drivers

Group

  • 9M 2014 Capex at €63.4 million compared to

Capex of €47.5 million in 9M 2013 (FY 2013 Capex: €81.3 million), as the Group continued investments in network extension and modernization, and content

  • 9M 2014 Capex impacted by investment in

growth: capitalised set-up costs for the launch

  • f N1 TV channel (€ 5.9m) and asset deal

with Bosna TV (€ 2.7m) SBB Serbia

  • Higher spending in 9M 2013 caused by

transition from DOCSIS 2.0 to DOCSIS 3.0.

  • Temporary slowdown in CPE and investment

in fibre network and backbone in 9M 2014 Telemach Slovenia

  • Investments into customer premise

equipment, backbone and network upgrades and network extension following integration of newly-acquired entities Telemach BH

  • More intense network expansion during Q3

2014 to counterbalance slowdown in H1 28.5 9.7 5.2 3.5 0.6 24.9 17.3 5.6 6.6 9.0 SBB Serbia Segment Telemach Slo Segment Telemach BH Segment United Media Segment *Other and intra-company

Capex by segment (€ m)

9M 2013 9M 2014 +8% +89%

  • 13%

+78%

47.5 63.4

9M 2013 9M 2014

Capex Group (€ m)

+33%

47.5 54.8

9M 2013 9M 2014

Capex Group (€ m)

  • excl. N1/Bosna TV

+15%

slide-19
SLIDE 19

19

EBITDA-CAPEX and leverage development

Key drivers

  • EBITDA-Capex increased due to

stronger growth in EBITDA compared to Capex

  • Improvement in both gross and net

leverage since Q2 2014 as a result of higher EBITDA driven by organic growth and acquisitions Annualised Last Two Quarters EBITDA is calculated by multiplying EBITDA for the two most recent quarters by two.

Leverage EBITDA-CAPEX

32.9 34.6

9M 2013 9M 2014

EBITDA - Capex (€ m)

5% 4.10x 4.05x 3.98x 3.90x Q2 2014 Q3 2014 Gross leverage Net leverage

slide-20
SLIDE 20

20

Highlights Financial review Appendices

Agenda

Introduction Operational review Mergers & acquisitions

slide-21
SLIDE 21

21

Mergers & acquisitions

  • United Group has entered into agreements to acquire Grand Production. All

approvals have been received.

  • Acquisitions of Orlando Kids and Broadband Montenegro (63.7% acquired)

completed in November 2014.

  • On 17 October 2014, Telemach Slovenia and Tuš Holding, the owner of the

mobile operator Tušmobil, concluded an agreement for Telemach to acquire Tušmobil.

  • United Group continually monitors M&A opportunities and is currently in

early stages of evaluating multiple potential opportunities. In line with its stated strategy, the Group is looking for acquisitions that are value accretive and offer substantial synergies with the Group’s existing operations.

slide-22
SLIDE 22

22

Highlights Financial review Appendices

Agenda

Introduction Operational review Mergers & acquisitions

slide-23
SLIDE 23

23

Income statement

in €000 9M 2013 9M 2014 Revenue 175,975 206,271 Other income 1,839

  • Content cost

(38,110) (41,775) Satellite capacity cost (5,480) (5,483) Internet link cost (4,260) (2,282) Materials cost (4,052) (4,119) Staff costs (15,773) (18,664) Other operating expenses (29,776) (35,978) EBITDA 80,363 97,970 Depreciation (35,995) (41,754) Amortisation of intangible assets (14,352) (16,050) Results from operating activities 30,016 40,166 Other non-operating expenses (10,101) (48,100) Finance income 2,943 243 Finance costs (17,538) (53,202) Net finance costs (14,595) (52,959) Profit/(loss) before tax 5,320 (60,893) Income tax (expenses)/benefit (1,220) (330) Minority share

  • (523)

Profit/(Loss) for the period 4,100 (61,746)

slide-24
SLIDE 24

24

Statement of financial position

in €000 9M 2013 9M 2014 Assets Property, plant and equipment 206,063 222,615 Goodwill 418,011 714,891 Intangible assets 145,486 125,654 Investment property 596 776 Deferred costs

  • 237

Other financial assets 6,007 524 Deferred tax assets 1,394 1,481 Long Term Loan

  • 306

Non-current assets 777,557 1,066,484 Programming rights held for sale

  • 128

Inventories 539 4,031 Trade and other receivables 51,258 50,570 Short term loan receivables 229 60 Receivables from government

  • 490

Prepayments 14,331 14,309 Income tax receivable 1,380 1,995 Cash and cash equivalents 36,621 20,499 Other current assets

  • 1,073

Current assets 104,358 93,155 Total assets 881,915 1,159,639

Equity

9M 2013 9M 2014

Issued and fully paid share capital 200 125 Share premium 1,800 564,592 Preferred equity 277,292

  • Contributions by the owner

168,379

  • Translation reserves

(5,614) 3,588 Accumulated losses (2,547) (37,611) Equity attributable to owners of the Company 439,510 530,694 Non-controlling interests 9,303 8,825 Total equity 448,813 539,519 Liabilities Loans and borrowings 286,257 36,439 Bond loan

  • 475,000

Amortisation of bond related fees

  • (20,160)

Long term provisions 2,012 878 Deferred revenue 7,170 7,139 Finance lease liabilities 3,231 12,467 Deferred tax liabilities 19,019 12,645 Employee benefits 366 695 Non-current liabilities 318,055 525,103 Trade and other payables 95,017 65,466 Interest payable

  • 14,564

Current tax liabilities 210 409 Loans and borrowings 16,370 1,922 Deferred revenue 2,942 5,546 Finance lease liabilities 508 7,110 Current liabilities 115,047 95,017 Total liabilities 433,102 620,120 Total equity and liabilities 881,915 1,159,639

slide-25
SLIDE 25

25

Statement of cash flows

in €000 9M 2013 9M 2014 Cash flows from operating activities Profit/(Loss) for the year 5,320 (61,746) Adjustments for: Depreciation 35,995 41,754 Amortisation 14,352 16,050 Impairment of trade and other receivables 2,749

  • Impairment of property, plant and equipment

840

  • Tax (income)/expense
  • 330

Minority interest

  • 523

Gain on revaluation of investment/step acquisition (1,051)

  • Net finance cost

10,762 52,959 Operating cash flows before WC changes 68,967 49,870 Changes in working capital: (Increase)/Decrease in accounts receivables and prepayments (15,528) (5,287) Increase/(Decrease) in deferred income (1,254) 137 (Increase)/Decrease in deferred cost (750) (237) (Increase)/Decrease in inventories 9,444 (731) (Increase)/Decrease of programming rights

  • (2,509)

Increase/(Decrease) in trade and other payables (9,557) (12,496) Cash generated from operations 51,322 28,747 Interest paid (12,212) (23,589) Income tax paid (1,822) (855) Net cash from operating activities 37,288 4,303 Cash flows from investing activities 9M 2013 9M 2014 Purchase of property, plant and equipment (43,076) (48,475) Purchase of intangible assets (4,449) (14,879) Decrease in other financial assets 4,885 6,216 Increase in long-term investments (1,535) (1,165) Acquisition of subsidiaries, net of cash acquired (44,766) (550,450) Increase in non-current financial asset (3,501)

  • Net cash used in investing activities

(92,442) (608,753) Cash flows from financing activities Proceeds from borrowings 79,604 45,201 Repayment of borrowings (3,021) (320,706) Proceeds from finance lease, net

  • 10,808

Capital increase

  • 418,139

Net cash used in financing activities 76,583 153,442 Net increase in cash and cash equivalents 21,429 (451,008) Cash and cash equivalents at 1 January 15,193 8,229 Cash at ESCROW account as at 31.12.2013

  • 465,500

Effects of movements in exchange rates

  • n cash held

(1) (2,222) Cash and cash equivalents at end of period 36,621 20,499

slide-26
SLIDE 26

26

Presentation of Financial Information United Group half year pro forma financial statements have been prepared in accordance with Group Accounting Policies. Pro Forma combined financial information gives effect to the business combination (acquisition of Slovenia Broadband S.a.r.l. and its subsidiaries) as if it had occurred as at 1 January 2014 including Adria Midco B.V. and all its subsidiaries. Non-IFRS Financial Measures The Group may present financial information herein that is not prepared in accordance with IFRS or any other generally accepted accounting principles, such as EBITDA and other financial measures. This non-IFRS financial information should be considered in addition to, but not as a substitute for, financial information prepared in accordance with IFRS. Since not all companies compute these or other non-IFRS financial measures in the same way, the manner in which the Group has chosen to compute the non- IFRS financial measures presented herein may not be comparable with similarly defined terms used by other companies.

Presentation of consolidated financial data

slide-27
SLIDE 27

Strictly confidential – intended for the recipient only

27

United Group

Introduction to Tušmobil

25 November 2014

Strictly confidential – intended for the recipient only

slide-28
SLIDE 28

Strictly confidential – intended for the recipient only

Tušmobil acquisition rationale

Attractive target with upside

  • pportunity

 #3 player in a stable 3 MNO Slovenian mobile market  Positive market share momentum, benefiting most from Mobile Number Portability  Strong historical growth (2011–13 Revenue CAGR of 8% and EBITDA CAGR over 100%) combined with

EBITDA margins increasing from 4% in 2011 to 14%+ in 2013, with further scale driven upside

Creates a fully convergent

  • ffering in

Slovenia

 Complementary business to Telemach, and combined entity creates the only fully convergent operator with

enhanced scale and product capabilities

 Enhanced ability to compete with Telekom Slovenije

− Powerful quad-play customer proposition: bundling superior Telemach products with mobile

 Leverage fixed network to offload mobile data traffic (home / wifi) to enhance mobile gross margin

In market consolidation to create cost synergies

 Low operational execution risk: longstanding operating track record for the Group and especially Telemach

management in the market and Group’s strong track record of integrating add-on acquisitions

 Common sales channels, operations and marketing  Network and SG&A cost optimisation

Significant potential to accelerate growth

 Recent business performance affected by current shareholders' financial constraints; Upside as Tušmobil

will benefit from strong Telemach platform and Group financial strength to reposition Tušmobil as a high-quality operator (network, customer care, brand perception)

 Ability to cross-sell to each company’s customer base  Leverage Tušmobil’s 3G / upcoming LTE network to promote “Broadband anywhere” for Telemach

customers – e.g. mobile-TV service D3G, etc.

 Actively target corporate customers leveraging improved offerings 1

slide-29
SLIDE 29

Strictly confidential – intended for the recipient only

Tušmobil - Business overview

 #3 mobile network operator (“MNO”) by subs in a market with 3 full mobile

  • perators and 4 MVNOs(1)

− 293k mobile subscribers as of September 2014 − 12.5% market share as of June 2014 (vs. 10.1% as of December 2011)

 Offers voice and data mobile products to postpaid and prepaid customers;

positioned as challenger − Mobile service and handset revenues represent ~75%(3) of revenues − Wholesale and other service revenues mainly from wholesale of voice minutes and revenue share agreements for internet and VoIP services

 Sales/distribution network consisting of 86 PoS (including 9 own shops) and

2 call centers

 The company acquired 4G/LTE licence (for 15 years) in early 2014 for

~€21m

 MNO host to SBB/Telemach’s MVNO (~12k subs as of September 2014)

Overview

Source: Data received from Tušmobil, Tušmobil filings, AKOS. (1) MVNO: Mobile Virtual Network Operator – provides services based on agreement with a mobile network operator. (2) ARPU presented ex. Interconnection. (3) Based Tušmobil management accounts.

Mobile Wholesale and other services Sale of goods and

  • ther

Subscriber and ARPU(2) evolution Breakdown of FY2013 revenue by service

Telekom Slovenije 49%

125 151 175 93 100 98 219 251 272

7.6 7.4 6.3 22.0 24.2 19.3

2011 2012 2013

Users postpaid Users prepaid ARPU prepaid (€) ARPU postpaid (€) (subscribers in 000s, ARPU in €/month)

CAGR 11-13

11.6% 2.3% 18.1% 2

slide-30
SLIDE 30

Strictly confidential – intended for the recipient only

Creation of a truly convergent player in Slovenia

Mobitel

Source: United Group filings, AKOS.

Pro forma

√ √ √ √ √ √

Technology 2G, 3G, 4G 2G, 3G, 4G 3G / MVNO 2G, 3G, 4G MVNO 2G, 3G, 4G

√ √ √ √ √

Technology DSL, FTTx DSL, FTTx DSL, FTTx Cable, FTTx Cable, FTTx Mobile BB Pay-tv Telephony

√ √ √ √ √ √ √ √ √ √

3

slide-31
SLIDE 31

Strictly confidential – intended for the recipient only

Tušmobil - Historical financial performance

Revenue EBITDA(1) EBITDA(1)-Capex(2) Capex(2)

Strong historical revenue growth combined with increasing margins with further scale driven upside

2.7 9.2 11.2 2011 2012 2013 EBITDA 66.7 74.1 78.2 2011 2012 2013 Revenue 4% EBITDA margin (%) 12% 14% 2.7 2.3 2.8 2011 2012 2013 Capex % of revenue

(€m) (€m) (€m)

(1) (1) (1)

Source: Tušmobil filings. (1) FY2013 EBITDA adjusted for €0.8m bad debt impairment in relation to FY2013, but recognized in FY2014. (2) Based on cash disbursements from investing activities.

4% 3% 4%

(2)

0.1 7.0 8.4 2011 2012 2013 Capex % of EBITDA

(€m)

NM 76% 75%

(2)

2011-13 CAGR: 8.3% 4

slide-32
SLIDE 32

Thank you

Strictly confidential – intended for the recipient only

5