VODAFONEZIGGO OPEN OFFICE - 14 MARCH 2019 - VODAFONE INVESTOR RELATIONS
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Disclaimer BY ATTENDING THE PRESENTATION AT WHICH THE FOLLOWING with respect to the information contained in this presentation, adverse impacts; risk involving the parties’ respective ability to realise SLIDES ARE PRESENTED, YOU WILL BE DEEMED TO HAVE including the accuracy, sufficiency or completeness thereof. expected benefits associated with the transaction; the impact of legal REPRESENTED AND WARRANTED THAT YOU HAVE READ AND AGREE or other proceedings; and continued growth in the market for Except where otherwise indicated, this presentation speaks as of the TO COMPLY WITH THE CONTENTS OF THIS NOTICE. broadband communications and mobile services and general date hereof. Neither the JV nor any Representative shall have any economic conditions in the relevant market(s). This document and its contents are confidential and may not be obligation whatsoever to update or correct any of the information reproduced, redistributed, published or passed on to any other person, contained herein. No assurances can be given that the forward-looking statements in directly or indirectly, in whole or in part, for any purpose. If this this announcement will be realised. As a result, recipients should not Safe Harbor Statement: presentation has been received in error it must be returned rely on such forward-looking statements. Subject to compliance with immediately to Vodafone Ziggo Group Holding B.V. In this Certain information contained in this investor presentation constitutes applicable law and regulations, the parties undertake no obligation to presentation “the Company”, “we”, “us”, “our”, “the JV” or “Group” “forward-looking statements”, which can be identified by the use of update these forward-looking statements. No representation or refer to Vodafone Ziggo Group Holding B.V. and its group companies. terms such as “may”, “will”, “should”, “expect”, “anticipate”, “project”, warranty is made as to the reasonableness of such forward-looking “estimate”, “intend”, “continue”, “target” or “believe” (or the negatives statements. These forward-looking statements speak only as of the This presentation is not directed to, or intended for distribution to or thereof) or other variations thereon or comparable terminology, or by date of this presentation. use by, any person or entity that is a citizen or resident of, or located discussions of strategy, plans, objectives, goals, future events or in, any locality, state, country or other jurisdiction where such intentions. Such statements express the intentions, opinions, or distribution or use would be contrary to law or regulation or which current expectations of the parties with respect to possible future would require any registration or licensing within such jurisdiction. events and are based on current plans, estimates and forecasts, which No representation or warranty, express or implied, is or will be given by the parties have made to the best of their respective knowledge, the JV or any of its officers, members, shareholders, employees, concerning, among other things, the respective business, results of affiliates, representatives or advisers ("Representatives") or any other operations, financial position, prospects, growth and strategies of the person as to the accuracy or completeness of the information Company. Due to various risks and uncertainties, actual events or contained in this presentation. Without limiting the foregoing, neither results or actual performance may differ materially from those the JV nor any Representative shall have any liability whatsoever to reflected or contemplated in such forward-looking statements. the recipient of this presentation, any of its affiliates, or any of their Such risks and uncertainties include, but are not limited to, regulatory respective officers, directors, members, shareholders, managers, approvals that may require acceptance of conditions with potential employees, affiliates, representatives or advisers or any other person 2 C2 General
Introducing the Senior Leadership Team Jeroen Hoencamp Ritchy Drost Marcel de Groot John van Vianen Eben Albertyn CEO CFO Consumer Director Business Director Technology Director Robin Clements Thomas Mulder Barbara Jongerden Marieke Dekker Robin Kroes Customer Operations Human Resources Legal & Regulatory External Affairs Strategy & Integration 3 C2 General
Key messages VodafoneZiggo A converged NGN leader A unique asset in We have multiple We have returned We have a resilient an attractive market growth levers to OCF growth balance sheet 4 C2 General
The Dutch market: highly advanced, evolving rapidly to NGN and Convergence Broadband Mobile Postpaid Pay TV 7.5m customers 15.6m SIMs 7.5m customers 32% converged 23% converged 25% converged 95% 90% 95% HH penetration Pop. penetration HH penetration +0.5pp YoY +3.2pp YoY -1.0pp YoY ADSL FTTH Cable Consumer Business Cable DSL FTTH Other 38% 16% 46% 71% 29% 56% 21% 16% 7% Source: Telecompaper market reports Q3 2018 5 C2 General
Clear rationale for Vodafone and Ziggo to merge Two strong and complementary providers… … combined to create VodafoneZiggo + • Nationwide 4G coverage • >90% NL fixed coverage • A leading NGN provider • #2 mobile provider • #1 fixed broadband • Well positioned to address the growing demand provider in Consumer for convergence • Leading mobile brand • Leading fixed brand • Differentiated through content • 1 of only 4 networks in Europe rated ‘outstanding’1 • Leading content provider • Creating significant synergies (€210m run-rate savings) 1. Based on independent network test scores from P3 6 C2 General
VodafoneZiggo at a glance Revenue market shares1 (%) Q4 2018 70% of HH use 8,000 Consumer Business at least one employees FY 2018: €7.2bn FY 2018: €2.9bn product 8.5 9.1 9.4 5m mobile 3m broadband 2.5m fixed phone 15.8 37.8 connections connections connections VZ #1 VZ #2 50.6 30.9 37.9 4m TV Unique Exclusive connections sports rights rights VZ KPN TMO incl. Tele2 Other 1. Source: Telecompaper Total Comms Q4 report & company estimates (all based on IFRS) 7 C2 General
We are a purpose led company PURPOSE Enjoyment and progress with every connection PLAN Live up to the Put the Deliver great Invest for customer promise customer first products the future VALUES 8 C2 General
We are the leading NGN provider… Ziggo footprint Vodafone footprint • 7.2m homes passed • Nationwide 4G (~92% of NL) coverage • 100% DOCSIS 3.0 with • Core 5G ready >500Mbps • 1 of only 4 networks • c.1m homes DOCSIS 3.1 in Europe rated ready with >1Gbps ‘outstanding’ 9 C2 General
… enabling Gigabit speeds to all households by 2021 VodafoneZiggo DOCSIS 3.1 coverage FTTH build¹ (% of VodafoneZiggo footprint) (% NL households) 100% ~50% 37% 17% Today 2021e Today 2021e 1. KPN Capital markets day 2018 presentation and company estimates 10 C2 General
Our convergence strategy is paying off… Convergence penetration of BB households Convergence penetration of Postpaid SIMs (% of VodafoneZiggo broadband customers) (% of VodafoneZiggo postpaid SIMs) Churn down¹ Churn down¹ ~50% ~70% NPS up¹ NPS up¹ +15 +17 More than 1m converged households More than 1.5m converged SIMs 1. FMC vs non-FMC customers 11 C2 General
… supported by our differentiated position Best Network Best content Best converged & viewing experience propositions Home of Sports Gigabit speeds in Ziggo Go app fixed, co-best in mobile Sharing benefits with Red Together Mediabox Next 12 C2 General
Our commercial performance has improved significantly post merger Fixed broadband customer growth Postpaid customer growth (RGU’s ‘000s) (SIMs ‘000s) % of total market net adds % of total market net adds Start JV Start JV 21% 78% 157 63% 22% 67 16% 51 5% 42¹ 35 0% (1%) 31 (7) 3 2015 2016 2017 2018 2015 2016 2017 2018 1. Reported broadband customer net additions +87k. Adjusted for our Q4’16 free customer upgrade campaign for both fixed telephony & TV customers which accounted for +45k net adds 13 C2 General
Financial performance: all guidance metrics achieved OCF back to growth Consistent investment Resilient balance sheet Robust distributions OCF YoY growth (%) Capex intensity (%) Covenant leverage Total shareholder returns (€m) Guidance range² Guidance range² Vendor financing Guidance range² 20.6% 21.5% 20-22% 19.6% 905 1-3% 5.0 0.5% 701 4.0 Target net 400-600 covenant leverage range (4.5-5.0x) 3.0 (5.6%) 2.0 1.0 (10.9%) 0.0 20161 2017 2018 2019e 2016 2017 2018 2019e 2016 2017 2018 2017 2018 2019e 1. Unaudited proforma growth rate 2. Per FY2018 results press release 14 C2 General
Synergy realisation ahead of plan Opex and capex synergies (€m) • Synergies achieved: - FTE reduction 210 - Reduction in joint marketing expenditure 50% of - IT platforms combined synergies realised • Full run-rate synergies to be achieved in 105 2020, one year ahead of original 2021 plan • Additional opportunities: Digital transformation Realised (FY 2018) Original target Radically simpler (2021) 15 C2 General
We have a resilient balance sheet Total debt¹ to annualized L2Q OCF (FY 2018) • No material refinancing needs until 2024 / 2025 6.2x 5.6x 5.0x 4.8x • Interest rates fixed, FX hedged Target net leverage 4.5-5.0x • High cash flow generation • Further flexibility through: – OCF growth – Potential tower monetization 3rd party debt + 3rd party debt Gross covenant Net covenant leverage – Working capital initiatives vendor financing leverage 1. Debt is presented on a fully swapped basis and differs from reported debt 2. Covenant leverage is defined as 3rd party debt divided by the last two quarters OCF on an annualized basis, adjusted for cost synergies not yet captured, opex related integration costs and capital related shareholder charges 16 C2 General
Key takeaways VodafoneZiggo A converged NGN leader A unique asset in We have multiple We have returned We have a resilient an attractive market growth levers to OCF growth balance sheet Delivering on our promises Integration on-track Synergies ahead of plan Driving convergence 17 C2 General
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The Consumer market | leader in total comms Fixed market share¹ Mobile postpaid market share¹ Total communications market share¹ Share Share Share Revenue (€m) Growth Revenue (€m) Growth Revenue (€m) Growth YoY YoY YoY +0.3pp 0.0pp -0.5pp +0.2pp +1.0pp +1.5pp -0.1pp -0.9pp -2.1pp VZ KPN TMO incl. Tele2 Other 1. Source: Telecompaper Total Comms Q4 report & company estimates (all based on IFRS) 19 C2 General
2018 | a more data driven organization, with a greater focus on convergence Implementation of Opened new Flag Ship store Converged % of base Fixed broadband Mobile postpaid 32% 69%¹ Advanced data analytics platform to optimise sales and marketing Churn² -50% -73% • Central decisioning tool TV streaming app available in EU • Best/relevant offer across NPS² channels +15 +19 • Increase in customer lifetime value Net adds +18k +99k 1. Excluding hollandsnieuwe postpaid 2. FMC vs Non-FMC customers 20 C2 General
Our converged benefits 21 C2 General
Consumer growth opportunities The new Increase household Digital TV experience penetration VodafoneZiggo Mediabox Next • Seamless multi-device platform • Increase converged HH’s • Increase digital sales • Cloud based services • Increase HH SIM penetration from 25% to 50% in 3 years • Voice controlled, intuitive UI • Grow ARPA • Drive customer interactions • 4K TV through digital channels 22 C2 General
How we position our brands 23 C2 General
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The Business market | VodafoneZiggo #2 in both fixed and mobile Fixed market share¹ Mobile postpaid market share¹ Revenue (€m) Revenue (€m) Share Share Growth Growth YoY YoY -0.0pp -0.1pp -0.2pp +1.6pp -1.8pp -0.4pp VZ KPN TMO incl. Tele2 Other 1. Source: Telecompaper Total Comms Q4 report & company estimates (all based on IFRS) 25 C2 General
2018 | the year of Value Added Services, fixed and convergence Value Added Services (VAS) Fixed Converged % of base Fixed broadband Mobile postpaid +34% +7.5% 40%¹ 41%¹ Unified Comms Revenue growth YoY Revenue growth YoY (SoHo +15% YoY) Churn² -52% -62% IoT Fixed broadband NPS² +12% +15% +10 +22 Customer base Customer base growth YoY growth YoY Net adds +32k +58k 1. Of eligible base 2. FMC vs Non-FMC customers 26 C2 General
Growth opportunities Stabilize mobile Challenger in fixed Add value through Grow VAS converged • Leverage Vodafone’s • Enhance VPN & SDN offers, • Introduce converged benefits • Focus on the Digital Workplace international footprint using our HFC capabilities for other B2B segments • Cloud solutions (supported by • Introduce ‘Red Pro Team’ • B2B2C solutions in healthcare • Introduce flexible benefits our IBM partnership) to better address the & hospitality SoHo / Small customer • IoT: grow services in select • Grow market share with verticals, beyond just segment SD-WAN connectivity 27 C2 General
IoT case study Dikes 28 C2 General
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Our infrastructure is Best in Class Infrastructure key metrics 1 of only 4 452k networks in Europe Street cabinets 4,700 rated Outstanding² towers¹ Up to 94% of fixed traffic 1Gbps runs via fibre Mobile speed Best internet provider in NL for Up to 9 years in a row³ C.475 homes / node 500Mbps Fixed speed 1. Of which c. 3,000 owned directly 2. P3 Benchmark, April 2018 3. Tweakers award 2019 30 C2 General
Full digitalization & DOCSIS 3.1 will enable Gigabit speeds on fixed Free-up spectrum Increase capacity New technology 1,200 MHz Analogue TV 10x DOCSIS 3.0 DOCSIS 3.1 less efficient Maximum 200Mbps 1Gbps 1.2m analogue TV viewers upstream speed Maximum 800k on 2nd/3rd TV set downstream 1Gbps 5Gbps 400k on prime TV set speed Before After 31 C2 General
We will enable Gigabit speeds to all households by 2021 Speed coverage today Speed coverage by 2021 (max download speed; % of households) (max download speed; % of households) VFZiggo DOCSIS 3.0 FTTH & DSL¹ VFZiggo DOCSIS 3.1 FTTH & DSL¹ >50Mbps 100% >50Mbps >500Mbps 100% 15% 25% >100Mbps 37% 10% >500Mbps >1Gbps 5% 50% >1Gbps >150Mbps 15% >100Mbps 20% 10% 13% >200Mbps >150Mbps >200Mbps 1. KPN Capital markets day 2018 presentation 32 C2 General
Preparing for 5G 5G launch requires spectrum and handsets… … and we will be ready Spectrum auction Core network 700, 1400 & 2100 MHz 100% 5G ready In 2020 3500MHz Handsets Radio sites Spectrum First handsets Transmission 20% 5G ready, auction announced only 40% 5G ready initial focus on In 2022 for 3500MHz main cities 33 C2 General
Technology synergies: simplifying our business Infrastructure Digital legacy One Business Support System Unify Derby Unify 3rd party Fibre Fibre • Migrating services to own fibre • Rationalizing legacy voice • Successful upgrade of Unify for infrastructure platforms fixed products • Project commenced (on-track) • Full transition to the Vodafone • Next step: move Ziggo base to platform taking place Unify • Opportunity to remove old CPE, set-top boxes, tariffs etc 34 C2 General
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Revenue trends stabilising despite headwinds Revenue (Old GAAP) (4%) (1.1%) (0.5%) (0.6%) (1%) (1.5%) +0.5% (1.0%) (0.4%) (0.3%) 2016 Regulation SIM only impact B2B Underlying 2017 Regulation SIM only impact B2B Underlying 2018 (MTRs & (Consumer backbook performance (MTRs & (Consumer backbook performance Roaming) Credit) repricing Roaming) Credit) repricing 36 C2 General
Financial performance: all guidance metrics achieved OCF back to growth Consistent investment Resilient balance sheet Robust distributions OCF YoY growth (%) Capex intensity (%) Covenant leverage Total shareholder returns (€m) Guidance range² Guidance range² Vendor financing Guidance range² 20.6% 21.5% 20-22% 19.6% 905 1-3% 5.0 0.5% 701 4.0 Target net 400-600 covenant leverage range (4.5-5.0x) 3.0 (5.6%) 2.0 1.0 (10.9%) 0.0 20161 2017 2018 2019e 2016 2017 2018 2019e 2016 2017 2018 2017 2018 2019e 1. Unaudited proforma growth rate 2. Per FY2018 results press release 37 C2 General
OCF growth and stable capex intensity OCF growth (ex. integration costs) Capex intensity (ex. integration costs) YoY growth (%) (%) 19.6% 19.5% 18.9% 1.7% (4.3%) (10.9%) 20161 2017 2018 2019 2016 2017 2018 2019 guidance guidance Reported OCF Reported (10.9%) (5.6%) 0.5% 1-3% 19.6% 20.6% 21.5% 20-22% growth capex intensity 1. Unaudited proforma growth rate 38 C2 General
Debt maturity profile Debt maturity (€bn) • Gross covenant debt of €9.7 billion • Long term, fixed rate capital structure • Average debt duration of 6.7 years • No material maturities until 2024/2025 • Average cost of debt 4.6% 39 C2 General
Synergy realisation ahead of plan Opex and capex synergies Synergies achieved (€m) FTE reduction Senior management & first wave in all areas 210 Marketing 17% reduction in joint marketing expenditure 50% of synergies IT simplification First steps in IT rationalisation realised Ziggo MVNO migration Migration of 210k Ziggo mobile customers 105 Office rationalisation Reduction of office locations (16 to 9) 25% capex Remaining €105m synergy opportunities 75% opex IT simplification 40% Finalising one BSS/OSS, Office IT, B2B platforms Realised (FY 2018) New target (FY 2020) Organisation 20% Further efficiencies in all areas Network 15% Wholesale to own infrastructure, Core network Marketing 15% Further efficiencies in marketing expenditure 40 C2 General
Regulatory developments Spectrum auction T-Mobile/Tele2 merger Wholesale cable access 41 C2 General
Regulatory timeline | wholesale cable access Projected timeline | If appeal rejected first parties expected to go live in 2020 Q1 2019 Q2 Q3 Q4 Q1 2020 Q2 Q3 Reference offer First version (indicative prices) Full version published incl. tariffs, SLA & volume commitments Timeline (VZ view) Appeal Final verdict expected in Q4 2019 Negotiations Implementation After contract signed First customers connected During 2020 42 C2 General
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