United Group BO Q1 2016 financial results presentation 24 May 2016 - - PowerPoint PPT Presentation

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United Group BO Q1 2016 financial results presentation 24 May 2016 - - PowerPoint PPT Presentation

United Group BO Q1 2016 financial results presentation 24 May 2016 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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Q1 2016 financial results presentation

24 May 2016

United Group BO

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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 only 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 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, 2016. Both Q1 2015 and Q1 2016 data is based on management results, which may differ from IFRS results. 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 operating 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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Highlights Financial review Mergers & Acquisitions

Agenda

Introduction Operational review Appendices

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Introduction to United Group

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

services, with a strong presence in mobile telephony following the Tušmobil acquisition

  • 2.9 million cable and satellite TV, broadband, fixed-line 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 our 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 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 €625 million Coupon 7.875% Maturity 15 November 2020 Coupon dates 15 November & 15 May

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Highlights Financial review Mergers & Acquisitions

Agenda

Introduction Operational review Appendices

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Q1 2016: operational highlights

  • Healthy year-on-year RGU growth

– across all services – driven predominantly by increased multi- play subscribers

  • Homes passed up by 9% to 1,499k YoY due to

– expansion of and investment in our network – acquisition of Broadband Montenegro and 6 entities in Bosnia and Herzegovina

  • Blended cable ARPU up by 3% to €19.0 YoY as a

result of – successful execution of our strategy aimed at selling more services to

  • ur

cable subscribers – increased revenue from cable network-based services – migration from lower-priced to higher-priced service packages – Blended ARPU growth dampened by one time negative effect of BH acquisitions, which had lower blended ARPU than existing BH

  • perations

805 437 93 479 271 16 95 922 475 110 566 364 343 112 Cable pay- TV DTH pay- TV OTT Broadband internet Fixed -line telephony Mobile services Other services

RGUs by service (k)

Q1 2015 Q1 2016

+15% +9%

+19%

+18% +34% +18% +2001% 1,378 1,499 Q1 2015 Q1 2016

Homes passed (k)

+9% 18.3 19.0

Q1 2015 Q1 2016

Blended cable ARPU (€)

+3%

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New reporting structure

  • Prior to January 1 2016, results of DTH operations throughout the region reported within SBB Serbia

segment - as of January 1 2016, results of DTH operations reported within the segment where these

  • perations occur

– SBB Serbia includes the results of cable services in Serbia and DTH operations in Serbia, Croatia and Macedonia, including the results of EUnet (acquired in May 2015). Absolut Solutions and Totalna TV Croatia results are included in the SBB Serbia segment, however their results are not reflected in the consolidated results of SBB Serbia Group. In Q1 2015 SBB Serbia results also included DTH operations in Slovenia, Bosnia and Herzegovina, and Montenegro – Telemach Slovenia includes the results of cable and mobile services in Slovenia and DTH

  • perations in Slovenia (as of January 1, 2016)

– Telemach BH includes the results of cable and DTH services in Bosnia and Herzegovina (as of January 1, 2016) – United Media Group (formerly Adria Media Group) includes the results of media and content business including the results of N1 Info, Grand Production and Orlando Kids and Bambino – Other Businesses includes other operating businesses, such as NetTV and Telemach Podgorica (renamed from Broadband Montenegro) including DTH services in Montenegro (as of January 1, 2016) Please see appendix for like for like comparisons of revenue, adjusted EBITDA and capital expenditures for Q1 2016 vs. Q1 2015.

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Q1 2016: financial highlights

  • Revenues up 40% YoY to €103.8 million as a result of

  • rganic growth and acquisitions

– growing number of RGUs – price increases

  • Adjusted EBITDA up 36% YoY to €45.5 million

– EBITDA growth lower than revenue growth due to inclusion of mobile business in Slovenia with lower margins than the cable business – Like for like margin improvements in both cable and mobile businesses

  • Net leverage* up to 4.01x from 3.97x

– Leverage increase due to deferred payment for Tušmobil of €20 million at the end of March

* Annualised Last Two Quarter Adjusted Pro Forma EBITDA is calculated as two times the amount of Consolidated Adjusted Pro Forma L2Q EBITDA 74.2 103.8 Q1 2015 Q1 2016

Revenue in m (€)

+40%

33.4 45.5 Q1 2015 Q1 2016

Adjusted EBITDA in m (€)

+36%

4.06x 4.11x 3.97x 4.01x FY 2015 Q1 2016

Leverage

Gross leverage Net leverage

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Highlights Financial review Mergers & Acquisitions

Agenda

Introduction Operational review Appendices

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SBB Serbia

  • Increase of 2% caused by organic

network expansion Telemach Slovenia

  • Organic increase against Q1 2015,

with 4k additional homes passed Telemach BH

  • Increase
  • f

52% due to the acquisition of 6 cable operators in July 2015

Homes passed across key markets Key developments

Network expansion

832 846 301 305 199 303 Q1 2015 Q1 2016 Q1 2015 Q1 2016 Q1 2015 Q1 2016 SBB Serbia Telemach Slovenia Telemach BH

Homes passed (k)

2% +1% +52%

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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 and acquisitions

  • Faster growth in RGUs per unique

cable subscriber driving

  • verall

performance

SBB Serbia & Telemach BH

  • Start of telephony liberalization and

cross-selling of multi-play offers to 1- Play subscribers

  • Acquisition of 6 entities in Bosnia

attributed with 144k RGUs

Telemach Slovenia

  • Cross-selling of 3-Play offers to 1-Play

subscribers

Mobile offering to accelerate take up of multi-play packages

  • Upgrading

existing customers to premium products

  • Acquisition of Tušmobil attributed with

310k RGUs Our 922k unique cable subscribers order on average between 1.7x and 2.6x different services 805 922 Q1 2015 Q1 2016

Unique cable subs (k)

+15%

2,198 2,893 Q1 2015 Q1 2016

RGUs (k)

+32%

RGUs vs. Unique cable subscribers Q1 2015 Q1 2016 SBB Serbia 1.7x 1.9x Telemach Slovenia 2.5x 2.6x Telemach BH 1.9x 1.9x

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RGUs by service Key developments

Increasing RGUs

Healthy YoY RGU growth across all services

DTH pay-TV RGUs increased by 9% compared to Q1 2015 due to higher RGUs and lower churn rate

OTT RGUs increased by 19% driven by organic growth

Fixed line telephony RGUs up 34% YoY due to continued growth following the introduction of this service at SBB in April 2014

Mobile services – the largest contributor to the total increase in RGUs due to the acquisition of 310k of Tušmobil mobile subscibers and additional organic growth

Other service RGUs increased by 18% mostly due to organic growth of B2B and MMDS subscribers

* Following theTušmobil acquisition mobile service RGUs are no longer reported under

Other services due to their increased importance.

805 437 93 479 271 16 95 922 475 110 566 364 343 112 Cable pay- TV DTH pay-TV OTT Broadband internet Fixed -line telephony Mobile services Other services

RGUs by service (k)**

Q1 2015 Q1 2016 +15% +9% +19% +18% +34% +18% +2001%

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Group

  • Blended cable ARPU up 3% to €19.0 in Q1

2016 as a result of positive trends across all

  • f our markets

SBB Serbia

  • Key drivers included migration to multi-play

packages and price increase of analogue TV service starting from January 1, 2016 Telemach Slovenia

  • Growth in multi-play subscribers
  • Price increase positively affected pay-TV

and internet revenues Telemach BH

  • Growth in subscribers for multi-play offering
  • Increase in revenue from cable services
  • Decline as a result of the acquisition of six

companies with lower blended ARPU

Blended cable ARPU Key developments

ARPU development

in € Q1 2015 Q1 2016 Q1 2015 Q1 2016 Q1 2015 Q1 2016 Cable pay-TV 8.0 8.9 16.8 17.0 7.4 7.5 Broadband internet 9.6 9.9 15.9 15.7 9.3 8.4 Fixed-line telephony 5.3 5.2 4.1 4.0 10.3 9.7 Blended cable ARPU 14.1 15.9 31.2 31.8 16.0 15.3 SBB Serbia Telemach Slovenia Telemach BH

14.1 15.9 31.2 31.8 16.0 15.3 Q1 2015 Q1 2016 Q1 2015 Q1 2016 Q1 2015 Q1 2016 SBB Serbia Telemach Slovenia Telemach BH

Blended cable ARPU per segment (€)

+12% +2%

  • 5%
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Key drivers

A comprehensive pay-TV package through content

  • wnership and strategic partnerships
  • Market leadership underpinned by ability

to offer the region’s most popular sports channels

  • Continued enhancement in attractiveness
  • f sports rights portfolio – recently added

ABA League (popular regional basketball league)

  • Ownership of popular children’s

entertainment channels across markets

 Critical for attractiveness of package for families

  • Ownership of attractive local content,

complemented by long term strategic partnerships with international entertainment brands

  • “Partner of choice” in the region for

content providers

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Highlights Financial review Mergers & Acquisitions

Agenda

Introduction Operational review Appendices

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Revenue development Key drivers

Revenue development by segment

Group

  • Q1 2016 revenues up 40% YoY to €103.8 million

driven by growing RGUs, overall increase in ARPU,

  • rganic growth and acquisitions

SBB Serbia

  • Results affected by sale of Total TV to Telemach

entities as of 1 January 2016, no effect on United Group results

  • Reported revenues up by 6% to €41.4 million YoY

Telemach Slovenia

  • Revenue up by 95% to €41.5 million
  • Acquisition of Tušmobil in April 2015 and inclusion of

Total TV Slovenia results from 1 January 2016

  • Increase in the number of multi-play subscribers

Telemach BH

  • Revenue up by 106% to €12.7 million
  • Acquisition of 6 entities in July 2015 and inclusion of

Total TV BH results from 1 January 2016

  • Realization of synergies from past acquisitions
  • Growth of internet and fixed-line telephony segments

United Media

  • Growth of 37% due to increased sales of distribution

rights to various channels Other Businesses

  • Revenue growth of 62% YoY as a result of organic

growth in Solford and Telemach Montenegro, which now includes Total TV Montenegro results

74.2 103.8 Q1 2015 Q1 2016

Revenue in m (€)

+40% 39.0 21.3 6.1 11.1 3.7 41.4 41.5 12.7 15.2 6.1 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses w/o IC

Revenue by segment (€ m)

Q1 2015 Q1 2016 +106% +37% +6% +95% +62%

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Key drivers

Adjusted EBITDA development

Group

  • Adjusted EBITDA up by 36% to €45.5 million YoY as

a result of: – Increased revenues and cost discipline and successful integration

  • f

acquired companies – Acquisition of Tušmobil and 6 Bosnian entities SBB Serbia

  • Increase of 17% YoY driven by price incease and

RGU growth

  • EBITDA growth dampened due to sale of Total TV`s

to Telemach entities Telemach Slovenia

  • Increase of 38% compared to Q1 2015 due to
  • rganic growth and acquisition of Tušmobil and

Total TV Slovenia Telemach BH

  • EBITDA growth of 42% YoY driven by acquisition of

6 entities and Total TV Bosnia, higher revenue and lower operating expenses United Media

  • Higher revenue (including Intercompany revenues)

among key drivers of EBITDA growth Other Businesses

  • EBITDA growth of 62% YoY due organic growth of

Solford and Telemach Montenegro (including Total TV Montenegro)

Adjusted EBITDA development

33.4 45.5 Q1 2015 Q1 2016

Adjusted EBITDA in m (€)

+36%

15.7 10.5 2.9 2.9 1.4 18.4 14.5 4.2 6.1 2.3 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses w/o IC

Adjusted EBITDA by segment (€ m)

Q1 2015 Q1 2016 42% +108% +17% +38% +62%

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Capital expenditures

Capex development* Key drivers

* Management capex data incl. capitalized inventory for Q1 2016, but excl. capitalized inventory for Q1 2015

Group

  • Capex growth as result of network expansion,

acquisition of Tušmobil and Bosnian entities, and investment in SWAP MPEG 4 project in DTH countries

  • LfL growth vs. Q1 2015 (excl. capitalized

inventory) of 27%

  • Capex is expected not to exceed depreciation

levels on a long-term basis SBB Serbia

  • Q1 2016 capex impacted by lower investment in

DTH end user equipment (sale of Total TV) Telemach Slovenia

  • Higher capex mainly driven by additional

spending on Tušmobil’s 4G network and end- user equipment for Total TV (incl SWAP project) Telemach BH

  • Higher capex in Q1 2016 due to Coax network

expansion and end-user equipment for Total TV (incl SWAP project) United Media

  • Higher capex due to variations in timing of

content investments Other businesses

  • Increase due to end user equipment for Total TV

Montenegro

17.8 24.2 Q1 2015 Q1 2016

Group capex in m (€)

+36%

11.6 4.1 1.7 0.4 0.1 9.8 7.9 4.6 0.7 1.2 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses

Capex by segment (€ m)

Q1 2015 Q1 2016 +168% +90%

  • 15%

+95% +868%

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Adjusted EBITDA-CAPEX and leverage development

Key drivers

  • Adjusted EBITDA-Capex growth due

to EBITDA growth exceeding capex growth

  • Growth in capex mainly at Telemach

Slovenia, resulting from investments in 4G network, and growth in Telemach BH capex

  • Both gross and net leverage up

compared to FY 2015 due to deferred payment for Tušmobil in the amount

  • f €20 million
  • Annualised Last Two Quarter Adjusted

Pro Forma EBITDA is calculated as two times the amount of Consolidated Adjusted Pro Forma L2Q EBITDA

Leverage Adjusted EBITDA-CAPEX

15.6 21.3 Q1 2015 Q1 2016

Adjusted EBITDA - CAPEX in m (€)

+37%

4.06x 4.11x 3.97x 4.01x FY 2015 Q1 2016 Gross leverage Net leverage

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Highlights Financial review Appendices

Agenda

Introduction Operational review Mergers & Acquisitions

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Mergers & Acquisitions

  • Acquisition of Slovenian mobile operator Tušmobil completed in April 2015
  • EUnet acquisition closed in May 2015

 EUnet develops and implements Cloud technology and provides design and consulting services in Serbia  Initial cash consideration of €600 thousand with additional earn-out amount of €110 thousand to the previous majority owner in May 2016  In May 2016 we acquired the remaining 0.73% from a former minority owner for a consideration of €12 thousand

  • In July 2015, we completed the acquisition of a majority interest in BHB Cable TV d.o.o, a cable pay-TV
  • perator in Bosnia and Herzegovina, and five relatively small cable TV operators in Bosnia and
  • Herzegovina. The consideration for these acquisitions consists of an initial cash consideration of €20

million, and an additional €10 million which has been deposited in an escrow account and will be paid out provided certain conditions are met in following 12 months

  • In October 2015, we signed an SPA for the acquisition of M-Kabl, a cable operator in Montenegro with 20k

subscribers, for a total consideration of €12 million

  • In Q1 2016, we signed an SPA for the acquisition of Maxtel, a Dark fibre B2B operator in Slovenia, for a

total consideration of €4 million

  • The 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

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Highlights Financial review Appendices

Agenda

Introduction Operational review Mergers & Acquisitions

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Income statement

in €000 Q1 2015 Q1 2016 Revenue 74,226 103,800 Other income 140 312 Content cost (15,226) (15,209) Satellite capacity cost (1,826) (2,081) Interconnection link cost (549) (12,014) Materials cost (1,365) (2,353) Staff costs (7,956) (10,806) Other operating expenses (15,993) (19,290) IFRS EBITDA 31,452 42,360 Depreciation (13,099) (17,782) Amortisation of intangible assets (7,416) (11,099) Results from operating activities 10,938 13,478 Finance income 209 611 Finance costs (10,828) (20,829) Net finance costs (10,619) (20,218) Profit/(loss) before tax 319 (6,739) Income tax (expenses)/benefit (126) (190) Minority share (457) (800) Profit/(Loss) for the period (263) (7,730)

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Statement of financial position

in €000 Q1 2015 Q1 2016 Assets Property, plant and equipment 240,187 326,448 Goodwill 623,279 649,094 Intangible assets 189,257 244,887 Investment property 622 485 Deferred costs 2,871 Other financial assets 1,604 6,153 Deferred tax assets 2,844 7,850 Long term loans 2,395 Long term investments Non-current assets 1,057,793 1,240,183 Programming rights held for sale 22 11 Inventories 3,127 8,668 Trade and other receivables 53,722 77,172 Short term loan receivables 102 4,839 Receivables from government 356 Prepayments 14,330 15,749 Income tax receivable 2,270 1,460 Cash and cash equivalents 19,944 18,551 Other current assets 1,996 Current assets 93,518 128,802 Total assets 1,151,312 1,368,985

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Statement of financial position - continued

Equity Issued and fully paid share capital 125 125 Share premium 564,592 564,592 Preferred equity Other capital reserves 6,000 Translation and other reserves (10,619) (17,892) Accumulated losses (81,941) (113,026) Equity attributable to owners of the Company 472,157 439,799 Non-controlling interests 10,741 12,495 Total equity 482,899 452,294 Liabilities Loans and borrowings 47,481 87,967 Bond loan 466,304 625,000 Amortization of bond related fees

  • (5,899)

Long term liabilities 1,350 Long term provisions 921 384 Deferred revenue 7,208 5,794 Finance lease liabilities 12,252 12,616 Deferred tax liabilities 28,501 32,014 Employee benefits 698 727 Non-current liabilities 563,364 759,953 Trade and other payables 81,517 115,481 Interest payable 20,290 Current tax liabilities 88 571 Loans and borrowings 7,566 1,865 Deferred revenue 6,965 5,264 Finance lease liabilities 8,914 13,267 Current liabilities 105,049 156,738 Total liabilities 668,413 916,691 Total equity and liabilities 1,151,312 1,368,985

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Consolidated statement of cash flows

Capex data including capitalized inventory

in €000 Q1 2015 Q1 2016 Cash flows from operating activities Profit/(Loss) for the year 193 (6,929) Adjustments for: Depreciation 13,099 17,782 Amortisation 7,416 11,099 Impairment of trade and other receivables 846 Impairment of prepayments Impairment of property, plant and equipment Impairment of other financial assets Provision for legal cases Tax (income)/expense 126 190 Minority interest Employee benefits Net finance cost 10,619 21,568 Operating cash flows before WC changes 31,452 44,556 Changes in working capital: Trade and other receivables 4,838 (926) Deferred revenue 1,003 (3,176) Deferred cost (273) (3,396) Inventories 454 (2,462) Programming rights Prepayments Other asset 1,299 Trade and other payables (10,966) (5,640) Cash generated from operations 26,509 30,255 Interest paid, net (144) (96) Income tax paid (1,880) (188) Net cash from operating activities 24,484 29,971 Cash flows from investing activities Purchase of property, plant and equipment (19,900) (21,529) Purchase of intangible assets (1,605) (2,663) Change in short term loan receivables Change in other financial assets (1,122) (512) Acquisition of subsidiaries, net of cash acquired Acquisition of NCI Net cash used in investing activities (22,627) (24,704) Cash flows from financing activities Proceeds from bond issue Proceeds from borrowings 14,399 21,000 Repayment of borrowings (12,338) Cash outflow for dividends to minority shareholder Proceeds from finance lease, net 3,150 47 Capital increase (20,000) Net cash used in financing activities 5,211 1,047 Net increase in cash and cash equivalents 7,069 6,314 Cash and cash equivalents at 1 January 16,182 15,126 Cash at ESCROW account as at 31.12.2013 Effects of movements in exchange rates on cash held (3,307) (2,889) Cash and cash equivalents at end of period 19,944 18,551

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Like for like revenue development by segment

Like for like Revenue development Q1 2016

36.5 22.7 8.4 11.1 5.2 41.4 41.5 12.7 15.2 6.1 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses w/o IC

Revenue by segment (€ m)

Q1 2015 Q1 2016 +52% +37% +14% +83% +17%

Q1 2015 figures restated in line with new reporting structure

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Adjusted EBITDA development

Like for like EBITDA development Q1 2016

14.2 11.2 3.4 2.9 1.8 18.4 14.5 4.2 6.1 2.3 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses w/o IC

Adjusted EBITDA by segment (€ m)

Q1 2015 Q1 2016 +23% +108% +30% +30% +26%

Q1 2015 figures restated in line with new reporting structure

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Capital expenditures

Like for like Capex development Q1 2016

10.8 4.2 2.1 0.4 0.4 9.8 7.9 4.6 0.7 1.2 SBB Serbia Telemach Slovenia Telemach BH United Media Group Other Businesses w/o IC

Capex by segment (€ m)

Q1 2015 Q1 2016 +114% +90%

  • 9%

+90% +233%

Q1 2015 figures restated in line with new reporting structure