United Group BO FY 2018 financial results presentation 29 April - - PowerPoint PPT Presentation
United Group BO FY 2018 financial results presentation 29 April - - PowerPoint PPT Presentation
United Group BO FY 2018 financial results presentation 29 April 2019 Disclosure regarding forward-looking statements and the presentation of certain financial information This presentation contains forward-looking statements, which include all
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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 other important factors beyond our control that could cause our actual performance or achievements to be materially different from future performance or 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
- nly as at the date of this presentation. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking
statements contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any
- f such statements are based.
This presentation contains summary audited condensed financial information for Adria Midco B.V. and its subsidiaries for the twelve months ended December 31, 2018. The statement of financial position for Adria Midco B.V. and its subsidiaries as at 31 December 2018 and as at 31 December 2017, as well as the condensed consolidated interim statements of profit or loss and cash flows for Adria Midco B.V. and its subsidiaries for the twelve months periods then ended have been audited by our independent auditors in accordance with IFRS. 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
- perating performance and financing structure. Our management believes this information, along with comparable IFRS measures, is useful to investors
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.
Disclosure regarding forward-looking statements and the presentation of certain financial information
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Financial review Mergers & Acquisitions
Agenda
Introduction Operational review Appendices
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Introduction to United Group
- South-East
Europe’s leading multi-play telecommunications and media provider
- 3.8 million cable and satellite TV, broadband, fixed-line
and mobile RGUs across the six countries of former Yugoslavia
- Operating in a market characterized by 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
- ur 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
- Owned by funds affiliated with BC Partners, KKR and
the management
Issuer United Group B.V. Listed International Stock Exchange (Channel Islands) Governing Law State of New York Outstanding notes €575 million Coupon 4.375% Maturity 1-Jul-22 Coupon dates 15 January & 15 July Outstanding notes €325 million Coupon 4.875% Maturity 1-Jul-24 Coupon dates 15 January & 15 July Outstanding notes €450 million Coupon Three-month EURIBOR plus 4.375% Maturity 1-Jul-23 Coupon dates 15 October, 15 January, 15 April, 15 July United Group B.V. Senior Notes * 2022 Fixed Rate Notes 2024 Fixed Rate Notes Floating Fixed Rate Notes
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Financial review Mergers & Acquisitions
Agenda
Introduction Operational review Appendices
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SBB Serbia
- Increase of 3% driven by organic network
expansion Telemach Slovenia
- Additional
3k homes passed due to
- rganic growth
Telemach BH
- Increase of 3% due to organic network
expansion Telemach MNE
- Additional 21k homes passed driven by
- rganic growth
Homes passed across key markets Key developments
Network expansion
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RGUs vs. Unique cable subscribers Key developments
Increasing subscribers and RGUs
- Increasing
cable subscribers as a result of organic network growth
- Faster growth in RGUs per unique
cable subscriber driving
- verall
performance
SBB Serbia, Telemach BH & Telemach MNE
- Cross-selling of multi-play offers to 1-
Play subscribers in all three entities
- RGU per subscriber growth in Serbia
and Bosnia to 2.2x, and in Montenegro to 2.1x
Telemach Slovenia
- Cross-selling of 3-Play offers to 1-Play
subscribers
–
Mobile offering supporting take up
- f multi-play packages
- Upgrading
existing customers to premium products Our 1,164k unique cable subscribers order on average between 2.1x and 2.7x different services
RGUs vs. Unique cable subscribers 2017 2018 SBB Serbia 2.1x 2.2x Telemach Slovenia 2.7x 2.7x Telemach BH 2.1x 2.2x Telemach MNE 1.9x 2.1x
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RGUs by service Key developments
Increasing RGUs
Healthy YoY RGU growth across almost all services
Cable pay TV growth resulting from organic growth of our operations
Broadband internet RGUs increased by 6% YoY, primarily attributable to an increase in multi-play subscriptions
DTH pay-TV RGUs decreased by 8% YoY due to the sale of DTH operations in Croatia with 33k subscribers on January 12, 2018
OTT subscribers growth of 2% driven by
- rganic growth
Fixed line telephony RGUs up 17% YoY due to an increase in multi-play subscriptions
Mobile services up 10% due to high organic growth at Telemach Slovenia
Other service RGUs decreased by 1% mostly due to lower number of MMDS subscribers.
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Group
- Blended cable ARPU up 7% to €22.1 in FY
2018 as a result of positive trends across all markets SBB Serbia
- ARPU growth primarily a result of the
continued positive impact of subscribers upgrading to multi-play packages and the price increase of the basic cable service starting from January 2018 Telemach Slovenia
- Blended cable ARPU increase of 1% driven
by the growth in the number of our multi play subscribers.
- Price increase, effective as of February
2018, had a positive impact on pay-TV and Internet revenues Telemach BH
- Increase in blended cable ARPU per
customer primarily due to a price increase in April 2018 and full year effect of a price increase from March 2017 Telemach MNE
- ARPU growth driven by increase in the
number of our multi-play subscribers
Blended cable ARPU Key developments
ARPU development
in € 2017 2018 2017 2018 2017 2018 2017 2018 Cable pay-TV 9.4 10.3 18.5 18.8 8.9 9.8 10.6 11.1 Broadband internet 9.7 10.2 17.3 17.8 9.2 9.6 8.5 8.3 Fixed-line telephony 4.4 4.0 3.7 3.3 8.4 7.4 5.1 3.3 Blended cable ARPU 17.3 19.0 35.5 36.0 18.2 20.0 15.9 17.7 Telemach MNE SBB Serbia Telemach Slovenia Telemach BH
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Financial review Mergers & Acquisitions
Agenda
Introduction Operational review Appendices
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Revenue development FY 2018 Key drivers
Revenue development by segment
Group
- FY 2018 revenues up 23% YoY to 635.6 million driven
by growing RGUs, overall increase in ARPU, organic growth and effect of acquisitions SBB Serbia
- Reported revenues up by 9% YoY to €227.4 million
driven by price increase (Jan 2018) and increase in multi-play subscribers Telemach Slovenia
- Revenue up by 11% to €221.5 million due to growth of
RGUs, price increase (Feb 2018) and higher mobile handsets sales Telemach BH
- Revenue up by 12% to €69.3 million driven by growth
- f internet and fixed-line telephony segments and price
increase (April 2018) Telemach MNE
- Stable total revenue, however with external revenue
(excl. intercompany revenue) up 1% YoY due to
- rganic growth
United Media
- Growth of 64% primarily driven by acquisitions of Nova
Croatia and Direct Media Group in the third quarter of 2018
Other Businesses
- Revenue growth of 24% YoY primarily as a result of
- rganic growth of our OTT business
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Key drivers
Adjusted EBITDA development
Group
- Adjusted EBITDA up by 17% YoY to €260.6 million as a
result of growth in profitability across our business segments and contribution from acquisitions
SBB Serbia
- Growth of 23% YoY driven by new subscribers, upselling of
existing subscribers to more profitable packages, a price increase for cable subscribers and the full year effect of the Ikom acquisition
Telemach Slovenia
- Increase of 9% compared to FY 2017 due to ARPU and
- rganic RGU growth as well as the full year effect of Teleing
acquisition
Telemach BH
- EBITDA growth of 10% YoY driven by organic growth
Telemach MNE
- Decrease of 10% YoY mostly due to higher programming
costs
United Media
- EBITDA growth of 28% as a combination of organic growth
and acquisitions of Nova Croatia and Direct Media Group in the third quarter of 2018
Other Businesses
- EBITDA decline primarily due to negative impact of Holding
companies
Adjusted EBITDA development FY 2018
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Capital expenditures
Capex development Key drivers
Group
- Group Capex reached 30% of consolidated revenues in 2018
- The majority of investments during this period were related to the
upgrade and expansion of our network, customer premise equipment, purchase of new programming rights and investment in mobile infrastructure SBB Serbia
- Growth in FY 2018 mostly coming from higher CPE and Acquisition Cost
CAPEX resulting from organic growth as well as one-off project of digitalization of Belgrade network
Telemach Slovenia
- Increase in FY 2018 primarily due to network expansion, network
modernization (one-off project), investment in new data center & new premises and higher Acquisition Cost CAPEX
Telemach BH
- Growth attributable to additions to our backbone, which was partially
- ffset by a lower level of investment in network
Telemach MNE
- Higher capex in FY 2018 due investments in fiber and reconstruction /
upgrade of acquired coaxial network.
United Media
- Content investments up 85% YoY due to production of new exclusive
content for certain of our channels, costs associated with acquisitions and the increased cost of sports rights
* IFRS view of CAPEX at United Group level
** Management view of Subgroup CAPEX. This figure includes capitalized inventory. Restated 2017 figures
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Adjusted EBITDA-CAPEX and leverage development
Key drivers
- Adjusted EBITDA less Capex declined
due to Capex growth exceeding Adjusted EBITDA growth
- CAPEX growth due mainly to
investments in production of new exclusive content in Media Segment and network upgrade projects
- Net leverage* down to 4.88x from
5.20x
- Gross leverage* down to 5.04x
- vs. 2017, mainly due to strong
EBITDA growth.
- * Annualized Last 2 Quarter Adjsuted Pro Forma EBITDA calculated as two
times Q3+Q4 2018 Adjusted EBITDA plus two times €0.3 million of 1 months 2018 Nova Croatia EBITDA (consolidated as of 1 August 2018) plus two times negative €0.8 million of 2 months 2018 DM & PINK EBITDA (consolidated as of 1 September 2018) plus €4.2 million of expected synergies with Nova Croatia plus €12.4 million of expected synergies with DM & PINK.
Leverage Adjusted EBITDA-CAPEX
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Financial review Appendices
Agenda
Introduction Operational review Mergers & Acquisitions
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Mergers & Acquisitions
- On January 3, 2018, Ikom merged with SBB d.o.o., Serbia.
- On March 1, 2018, Kabel Group 85 merged with SBB d.o.o., Serbia.
- The mergers of Ikom and Kabel Group 85 were both part of routine corporate structure optimization.
- On January 12, 2018, Totalna TV Croatia was sold to V-Investment Holdings for a total consideration of €3.0 million.
- In April 2018, SBB paid an additional earn out amount of €211 thousand to the former owners of Kabel Group 85,
Čačak.
- In May 2018, SBB paid an additional earn out amount of €5.0 million to the former owners of Ikom.
- In March 2018, Solford acquired BH OTT, Sarajevo (3,135 active IPTV subscribers) for a total consideration of €1.0
million (€320 per active subscriber).
- On July 31, 2018, we announced that Slovenia Broadband closed the acquisition of CME Croatia for a total
consideration of €86.3 million.
- On September 4, 2018, the Group acquired Direct Media for total consideration of €106.7 million
United Group continually monitors M&A opportunities and is currently in the early stages of evaluating multiple potential
- pportunities. 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.
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Financial review Appendices
Agenda
Introduction Operational review Mergers & Acquisitions
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Income statement
in €000 FY 2017* Restated FY 2018 Revenue 517,627 635,627 Other income 7,047 15,329 Content cost (78,606) (103,274) Satellite capacity cost (6,291) (4,718) Link and interconnection cost (39,090) (41,054) Materials cost (39,121) (45,623) Staff costs (55,059) (99,011) Other operating expenses (117,450) (144,061) Impairment loss on trade and other receivables, including contract assets (6,303) (12,563) Impairment loss on other financal assets
- Impairment loss on goodwill
(60,025) (9,255) Impairment loss on other financial assets (2,563) IFRS EBITDA 122,729 188,834 Depreciation (89,089) (99,642) Amortisation of intangible assets (58,934) (68,483) Results from operating activities (25,294) 20,709 Finance income 17,549 7,343 Finance costs (112,501) (71,005) Net finance costs (94,952) (63,662) Profit/(loss) before tax (120,246) (42,953) Income tax (expenses)/benefit (6,465) (3,046) Minority share
- Profit/(Loss) for the period
(126,711) (45,999) Currency translation differences 6,857 (1,016) Other comprehensive loss (income) for the period 6,857 (1,016) Total comprehensive loss (income) for the period (119,854) (47,015) (Loss)/profit attributable to: Owners of the Company (129,146) (48,279) Non-controlling interests 2,435 2,280 (Loss)/profit for the period (126,711) (45,999) Total comprehensive (loss)/income attributable to: Owners of the Company (122,289) (49,295) Non-controlling interests 2,435 2,280 Total comprehensive (loss)/income for the period (119,854) (47,015)
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Statement of financial position
in €000 FY 2017* Restated FY 2018 Assets Property, plant and equipment 372,189 401,405 Goodwill 649,115 761,335 Intangible assets 250,755 304,257 Investment property 386 336 Loans to related parties 32,011 30,000 Other financial assets 3,088 7,373 Non current prepayments 1,239 161 Contract assets 4,148 Deferred costs 3,175 4,385 Deferred tax assets 3,609 4,156 Non-current assets 1,315,567 1,517,556 Inventories 7,014 22,172 Trade and other receivables 110,674 163,722 Short term loan receivables and deposits 209,361 5,711 Prepayments 26,628 35,609 Contract assets ST 12,926 Income tax receivable 5,202 7,480 Cash and cash equivalents 32,560 43,430 Other current assets 4,085 Current assets 395,524 291,050 Total assets 1,711,091 1,808,606
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Statement of financial position - continued
in €000 FY 2017* Restated FY 2018 Equity Issued and fully paid share capital 125 125 Share premium 337,557 337,557 Other capital reserves
- 32,809
Translation and other reserves (14,026) (15,042) Accumulated losses (251,653) (296,887) Equity attributable to owners of the Company 72,003 58,562 Non-controlling interests 10,509 10,584 Total equity 82,512 69,146 Liabilities Loans and borrowings 77,729 69,902 Other financial liabilities 1,330,844 1,333,867 Long term liabilities 296 3,568 Long term provisions 22,413 24,652 Deferred revenue 7,185 3,859 Contract liabilities
- 2,065
Finance lease liabilities 1,449 1,006 Deferred tax liabilities 27,029 29,957 Employee benefits 639 631 Non-current liabilities 1,467,584 1,469,507 Trade and other payables 135,943 240,560 Current tax liabilities 4,218 10,516 Loans and borrowings 1,037 3,031 Deferred revenue 14,597 7,283 Contract liabilities 7,442 Finance lease liabilities 5,200 1,121 Current liabilities 160,995 269,953 Total liabilities 1,628,579 1,739,460 Total equity and liabilities 1,711,091 1,808,606
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Consolidated statement of cash flows
Capex data including capitalized inventory
in €000 FY 2017* Restated FY 2018 Cash flows from operating activities Profit/(Loss) for the year (126,711) (45,999) Adjustments for:
- Depreciation
89,089 99,642 Amortization 58,934 68,483 Impairment of trade and other receivables 6,303 12,007 Impairment of contract assets
- 556
Impairment of other financial assets
- 2,563
Impairment of inventories 690 1,023 Impairment loss on goodwill 60,025 9,255 Impairment loss on acquisition cost 367 1,321 Income tax 6,465 3,046 Gain on sale of subsidiary
- (7,654)
Long term provision 10,113 764 Share based payment
- 32,809
Net finance cost 94,952 63,662 Operating cash flows before WC changes 200,227 241,478 Changes in working capital: Trade and other receivables (33,619) (21,960) Deferred revenue 5,041 (5,954) Deferred cost (1,753) (2,487) Contract assets
- (5,120)
Contract liabilities
- 3,665
Employee benefits 40 (8) Inventories (1,972) 273 Prepayments (10,893) (6,084) Trade and other payables 78 30,589 Cash generated from operations 157,149 234,392 in €000 FY 2017* Restated FY 2018 Interest paid (80,322) (62,164) Income tax paid (4,355) (6,791) Net cash from operating activities 72,472 165,437 Cash flows from investing activities Acquisition of property, plant and equipment (91,852) (130,081) Acquisition of intangible assets (44,650) (65,247) Acquisition of subsidiaries, net of cash acquired (53,909) (137,499) Change in short term loan receivables (203,888) 203,882 Other (outflows)/inflows 197 (390) Net cash used in investing activities (394,102) (129,335) Cash flows from financing activities Distribution of share premium (231,035)
- Proceeds from bond issue
1,350,000
- Repayment of bond
(775,000)
- Proceeds from borrowings
199,617 204,400 Repayment of borrowings (163,992) (217,243) Transaction costs related to loans and borrowings (23,165)
- Acquisition of non-controlling interest
(1,770) (3,799) Repayment of derivate (2,871) (1,546) Proceeds from finance lease
- Repayment of finance lease
(10,838) (5,583) Dividends paid to non-controlling interest (752) (1,470) Net cash used in financing activities 340,194 (25,241) Net increase/(decrease) in cash and cash equivalents 18,564 10,861 Cash and cash equivalents at 1 January 13,941 32,560 Effects of movements in exchange rates on cash held 55 9 Cash and cash equivalents at end of period 32,560 43,430