Q1 215 Financial Results Conference call for investors May 14 th, 215
Total Netia Key highlights for Q1 215 Revenue was PLN 389m for Q1 215 (-4% q-o-q and -11% y-o-y) Profitability maintained thanks to cost optimizations despite a revenue pressure Adjusted EBITDA 1 was PLN 113m for Q1 215 (% q-o-q and -16% y-o-y) EBITDA was PLN 111m for Q1 215 (-51% q-o-q and -12% y-o-y) Netia generated PLN 68m Adjusted OpFCF 2 for Q1 215 (+3% q-o-q and -19% y-o-y) Net debt at PLN 38m on March 31, 215 (-58% q-o-q and -85% y-o-y), representing.8x of Adjusted EBITDA for full 214 year at PLN 493m Netia s Supervisory Board appointed Mr. Paweł Szymański as President of the Management Board of the Company, Mr. Cezary Chałupa and Mr. Tomasz Szopa as Management Board Members running B2B Department and B2C Department, respectively (effective April 1, 215) Management Board of Netia is proposing to its AGM, convened for June 2, 215, to pay a dividend of PLN.42 per share which would be payable on June 26, 215 to shareholders of record on June 12, 215 On May 8, 215, Netia entered into a preliminary agreement to purchase 1% of shares of TK Telekom Sp. z o.o. from PKP Group. The transaction is conditional upon a consent of the Office of Competition and Customer Protection and an approval of the General Meeting of Shareholders of PKP S.A. In January 215 Netia introduced a second phase of Netia Lajt program including among others group headcount redundancies. The aim of the Netia Lajt project is to deliver additional cost savings within the Netia Group 1 Adjusted EBITDA excludes as appropriate, one-off costs related to restructuring, integration, M&A activity, impairment 2 Adjusted OpFCF = Adjusted EBITDA less Capex excluding integration capex, capitalised interests from the bank loan and investments related to the Netia Lite project; Capex = investments in tangible and intangible fixed assets Note: In Q1 215 Netia modified the method of presenting capitalised interests from the bank loan and investments related to the Netia Lite project, which are currently excluded from the adjusted capex (comparatives restated) Revenues investor.netia.pl 2 5 4 3 2 1 Adjusted EBITDA 1 15 1 5 Adjusted OpFCF 2 9 8 7 6 5 4 3 2 1 434 422 413 44 389 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 134 125 12 113 113 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 84 74 67 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 52 68
Total Netia Trends maintained in both commercial segments B2B 1,3,4 3 8% 25 17 168 167 168 164 7% 6% 2 41.8% 4.7% 42.3% 41.4% 41.5% 5% 15 4% 28.5% 28.3% 28.5% 24.2% 23.9% 1 3% 2% 5 1% % Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Revenues Adjusted EBITDA margin % Adjusted OpFCF% B2C 2,3,4 3 258 248 239 229 218 4% 25 35% 26.6% 3% 24.7% 2 22.3% 22.3% 25% 16.4% 19.7% 15 15.9% 2% 1 1.7% 11.4% 15% 6.9% 1% 5 5% % Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Revenues Adjusted EBITDA margin % Adjusted OpFCF% Other unallocated items 4 12 1 8 6 4 2 2.6% 2.5% 2.7% 1.6% 1.3% 11 11 11 1.% 8 6 7 4 2.5% 2.1% 1.7% 1 7 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215.4% 1 3% 3% 2% 2% 1% 1% % Revenue was PLN 164m in Q1 215 (-2% q-o-q and -3% y-o-y) Stable trends in data transmission and broadband services, continued price pressure in voice Adjusted EBITDA was PLN 68m with a margin of 41.5% Capital expenditure at PLN 21m resulted in Adjusted OpFCF at the level of PLN 47m in Q1 215 Revenue was PLN 218m in Q1 215, down by 5% compared to Q4 214 and down by 16% y-o-y RGUs at 1,77k (-2% q-o-q, -11% y-o-y) while commercial performance visibly improved (-33k RGUs vs -58k RGUs a quarter earlier) Decline in RGUs still concentrated mostly in the area of regulated access (WLR, BSA, LLU) Adjusted EBITDA was PLN 49m with a margin of 22.3% Capital expenditure at PLN 24m in Q1 215 resulted in Adjusted OpFCF at the level of PLN 25m Unallocated capex in Q1 215 mainly related to Petrotel company Most of Other expenses and Other capex were allocated to either B2B or B2C already (comparatives restated) Q-o-q increase in operating expenses - one-off spending in the corporate support area related to the cost base optimization in the Group Opex Capex Opex as % of Revenue Capex as % of Revenue investor.netia.pl 3 1 B2B comprises Business and Carrier customers sub-segments 2 B2C comprises Residential and SOHO customers sub-segments 3 In January, 215 circa 12k customers were transferred from B2B to B2C segment (comparatives restated) 4 Petrotel revenues not included
Total Netia Total RGUs by product and access type Total Netia RGUs ( ) -2,2% -2,6% -2,4% -1,7% On-net and off-net RGUs ( ) -2,2% -2,6% -2,4% -1,7% 3, -53-57 -38-62 3, -53-57 -38-62 2,5 2, 2,477 2,424 62 54 127 129 2,361 49 134 2,35 2,267 46 47 137 145 837-11 826-2 86-16 79-1 78 2,5 2, 2,477 2,424 2,361 2,35 2,267 1,32-62 1,24-59 1,181-61 1,12-44 1,76 1,5 1,5 1, 5-36 1,451-43 -41-37 1,415 1,372 1,331 1,294 1, 5 1,176 1,184 1,18 1,184 1,19 +8-4 +4 +6 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Voice Broadband TV Mobile Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 On-net RGUs Off-net RGUs Comments In Q1 215 a visible improvement in commercial results (-38k RGUs vs -57k RGUs in the previous quarter) The Company recorded an increase of 6k on-net RGUs in line with the commercial strategy Visible churn reduction in Q1 215 in off-net RGUs mainly due to better retention of voice services (WLR) and internet access services (BSA) investor.netia.pl 4
Total Netia Revenue development by service Revenue breakdown by service 5 45 4 35 3 25 2 15 1 5 434 422 413 44 389 69 68 71 75 73 18 179 176 173 169 185 175 166 157 147 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Voice Revenues Data Revenues Other Revenues Data revenue 1 breakdown by access 2 18 179 176 173 169 15 39 39 39 38 37 1 61 6 57 54 52 5 8 8 8 8 8 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Own network - broadband Regulated access - broadband Own network - other data Voice revenue breakdown by access 2 185 175 18 4 166 3 157 16 3 147 3 14 2 18 12 12 97 91 1 84 8 6 4 73 2 7 67 64 61 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Own network Regulated access Indirect voice and other Other revenue 2 8 7 6 5 4 3 2 1 69 68 71 27 26 29 25 26 24 3 29 26 26 17 16 17 18 17 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Interconnect Wholesale Other 75 73 investor.netia.pl 5 1 Including revenues from VAS, elsewhere reported as Other Telecommunication revenue 2 Includes revenues from TV services
B2B Overview investor.netia.pl 6
B2B Operations Revenue split and margins in the Segment Revenue by service 1 18 17 168 167 168 164 16 14 41 41 42 45 44 12 1 55 52 5 49 47 8 6 39 39 39 38 37 4 2 36 36 36 36 36 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Broadband Other Data Voice Other services Adjusted EBITDA margin and Adjusted OpFCF 17 168 167 168 164 18 5% 16 41.8% 4.7% 42.3% 41.4% 41.5% 45% 14 4% 35% 12 28.5% 28.3% 28.5% 24.2% 23.9% 3% 1 25% 8 2% 6 15% 4 1% 2 5% % Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 Revenues Adjusted EBITDA margin % Adjusted OpFCF% Comments A revenue decline visible in voice services due to a continuous price pressure combined with a lower traffic volume Stable trends in the data and broadband services despite a competitive market environment Broadband revenue levels maintained despite a strong price pressure thanks to a shift of commercial focus on services with higher bandwidths and ARPUs investor.netia.pl 1 In January, 215 circa 12k customers were transferred from B2B to B2C segment (comparatives restated) 7
B2B financial performance Adjusted B2B EBITDA bridge for Q1 215 85 Actual Q1 214 vs Q1 215 75 65 55 45 71 2 9 4 2 1 5 68 35 25 Adjusted EBITDA Q1 214 RGU revenue change ARPU revenue change Service cost change Variable costs A&P costs Other fixed costs Adjusted EBITDA Q1 215 Increase in Adjusted EBITDA Decrease in Adjusted EBITDA Comments ARPU decline related mainly to a visible price pressure in voice services Lower fixed costs reflect a number of optimization initiatives introduced by the Company during 214 and early 215 within Netia Lajt program Stronger focus on data transmission, resignation from active sales on regulated access and increased supervision over a discounting process are intended to improve B2B financial results in subsequent periods investor.netia.pl 8
B2B market consolidation Preliminary agreement to acquire TK Telekom On May 8, 215, Netia entered into a preliminary agreement to acquire 1% of shares of TK Telekom from the PKP Group The transaction is conditional upon a consent of the Office of Competition and Customer Protection as well as an approval of the General Meeting of Shareholders of PKP SA The transaction is in line with the Netia Group s strategy to play an active role in consolidation of the Polish telco market and focus on development of its own network infrastructure The total value of the transaction amounts to ca. PLN 221m, an equivalent of Enterprise Value of PLN 2m (representing approx. 5.2x EV/EBITDA based on TK Telekom pro-forma EBITDA of PLN 38m for 214 full year) Management estimates that the transaction will bring visible synergies to the Group The deal will scale up Netia operations (pro-forma) by over 28% in the B2B segment and over 11% overall, extend Netia s own infrastructure footprint (approx. 7.5k km extra fiber optics) and will bring additional balance sheet flexibility to the Group Revenue 214 pro-forma Revenue B2B 214 pro-forma EBITDA 214 pro-forma 9 1,8 193 193 7 5 38 1,3 1,674 1,867 866 +11% +28% 5 8 673 4 493 +8% 531 3 3 3 Netia revenue TK revenue Total revenue Netia B2B revenue TK revenue Total revenue Adjusted EBITDA Netia EBITDA TK Total EBITDA Note: Revenue and EBITDA of TK Telekom for 214 are fro-forma values (construction activity separated) investor.netia.pl 9
B2C Overview investor.netia.pl 1
B2C Operations RGUs and ARPU by Customer RGUs by access type 1 2,5 2, 1,5 1, ( ) 1,987-62 -64-58 -33 1,925 1,861 1,83 1,77 1,226 1,167 1,19 1,5 1,7 Customers and RGUs 1 ( ) 2,5 2, 1,5 1, 1.4x 1.44x 1.42x 1.43x 1.43x 1,987 1,925 1,861 1,83 1,77 1.4 1.2 1..8.6 5 761 759 753 754 762 5 1,375 1,359 1,36 1,259 1,224.4.2 Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 - Q1 214 Q2 214 Q3 214 Q4 214 Q1 215. On-net RGUs Off-net RGUs Customer locations RGUs RGUs x Average ARPU per Customer 6 55 5 45 4 35 3 PLN Q1 214 Q2 214 Q3 214 Q4 214 Q1 215 investor.netia.pl 1 In January, 215 circa 12k customers were transferred from B2B to B2C segment (comparatives restated) Comments Visible progress in commercial performance (-33k RGUs vs -58k RGUs a quarter earlier Share of on-net RGUs up by 5 pp to 43% y-o-y TV cross-sell, higher broadband speeds offered and unlimited voice keep ARPU per customer at a relatively stable level On-net bundling increases number of RGUs per customer Most customer losses are single play off-net voice (WLR) and off-net broadband (BSA) 11
B2C Operations RGUs by service Broadband ports 1 9 8 7 6 5 4 3 2 1 ( ) 259 249 238 225 216 162 158 152 145 138 33 298 284 271 26 6 69 8 96 113 Voice lines -11-2 -17-1 -44-44 -42-33 12 785 774 754 1,2 737 727 976 1 932 89 Q1 14 Q2 14 Q3 14 Q4 14 Q1 15 Own network - NGA Own network - legacy LLU BSA 8 6 4 2 ( ) 636 6 566 534 59 113 111 19 15 11 272 265 257 252 247 ` Q1 14 Q2 14 Q3 14 Q4 14 Q1 15 Own network LLU (VoIP) WLR 857 TV services ( ) 14 12 1 8 6 4 +1 +5 +3 +7 126 127 132 135 142 Comments TV services at 142k in Q1 215 (6% q-o-q and 13% y-o-y) Focus on retention in regulated access RGUs 51% of broadband customers served directly via Netia s own network (+5 pp y-o-y and +1 pp q-o-q) 38% of on-net broadband customers now take TV services from Netia 2 ` Q1 14 Q2 14 Q3 14 Q4 14 Q1 15 investor.netia.pl 12
B2C financial performance Adjusted B2C EBITDA bridge for Q1 215 75 7 65 6 14 Actual Q1 214 vs Q1 215 55 5 45 4 35 69 25 12 1 3 1 8 49 3 2 25 Adjusted EBITDA Q1 214 RGU revenue change ARPU revenue change IC and Other Service cost change RGU Acquisition costs Variable costs A&P costs Other fixed costs Adjusted EBITDA Q1 215 Increase in Adjusted EBITDA Decrease in Adjusted EBITDA Comments Revenue decline driven mainly by off-net RGU churn (WLR, BSA, LLU) and on-net ARPU reductions (bundling) Lower service cost reflects lower off-net rental payments to incumbent and lower interconnection costs Lower fixed costs reflect a number of optimization initiatives introduced by the Company during 214 and early 215 within Netia Lajt project investor.netia.pl 13
Netia Group Financial Overview investor.netia.pl 14
Financial Performance Key figures for Q1 215 and FY 214 214 214 vs 215 (PLN ) Q1 Q2 Q3 Q4 Q1 214 Q1 215 y-o-y Revenues 434,371 422,161 413,47 44,1 434,371 388,718 (1.5%) Change (y-o-y%) (11.5%) (11.6%) (9.6%) (1.3%) Gross profit Gross margin (%) 141,816 32.6% 13,59 3.9% 125,436 3.3% 113,161 28.% 141,816 32.6% 11,65 28.3% (22.4%) Adjusted EBITDA 1 Margin (%) Change (y-o-y%) 134,44 31.% (5.3%) 125,16 29.6% (1.9%) 12,253 29.1% (16.6%) 113,352 28.1% (8.7%) 134,44 31.% 113,296 29.1% (15.7%) EBITDA Margin (%) Change (y-o-y%) 125,978 29.% 9.3% 119,81 28.4% (4.9%) 19,49 26.5% (8.6%) 226,9 55.9% 16.5% 125,978 29.% 111,489 28.7% (11.5%) Depreciation 15,294 15,577 16,378 16.743 15,294 15,45.1% Adjusted EBIT 1 Margin (%) 29,146 6.7% 19,529 4.6% 13,875 3.3% 6,69 1.6% 29,146 6.7% 7,846 2.% (73.%) EBIT Margin (%) 2,684 4.8% 14,224 3.4% 3,112.8% 119,347 29.5% 2,684 4.8% 6,39 1,6% (7.8%) Comments Sequentially lower revenue q-o-q driven mainly by lower fixed voice revenue, particularly regulated access (WLR) in B2C and continued price pressure combined with lower voice traffic in B2B Gross margin decreased by 4pp y-o-y due to the continued price pressure in both segments The loss of approximately PLN 14m in EBITDA y-o-y on a decrease in revenue of PLN 46m confirms the need to continue cost optimization programs within the Netia Group investor.netia.pl 1 Adjusted EBITDA, and Adjusted EBIT exclude as appropriate: M&A related expenses, New Netia integration & restructuring costs, impairment provision and decrease in provision for Universal Service Obligation 15
Financial Performance Adjusted EBITDA reconciliation to Net Result PLN Q1 214 Q1 215 Change Adjusted EBITDA 134,44 113,296-16 % Unusual Items: M&A related costs - (668) nm New Netia integration costs (1,776) (183) 1-9% Restructuring costs (3,641) 86 2 nm N2 Project and Netia Lajt costs (542) (1,42) 3 +92% Impairment charge (2,53) - 4 nm EBITDA Depreciation and amortization (15,294) (15,45) % EBIT Net financial expenses (4,551) (1,294) -72% Net profit 125,978 2.684 1,953 111,489 6,39 Profit /(Loss) before tax 16,133 4,745-71% Current tax and deferred income tax (5,18) (3,484) -33% 1,261-12% -71% -88% Average number of outstanding shares (basic) EPS (in PLN, basic) 347,91,774.3 348,88,394. 1 Dialog and Crowley integration project costs ( CDN ) 4 Impairment of PLN 2.5m related to the discontinuity of using Dialog s trademark 2 Provisions mainly for staff redundancies related to Netia s reorganisation into B2B and B2C Business Units (N 2 Project) and Netia Lajt 3 Implementation costs for the N 2 and Netia Lajt projects investor.netia.pl 16
Financial Performance Investments Capital investments by Type Capital investments by Operating Segments 279 28 7 7 47 33 22 22 22 7 97 19 18 89 17 Network & IT Broadband & NGA CPE broadband (mainly Netia Spot routers) IPTV (incl. Dedicated CPE - Netia Player) D+C Integration and Netia Lajt Capex Dialog and Crowley Capex Purchase of former head-office freehold Purchase of former Aster CATV network 55 4 4 1 212 213 Q1 214 Q1 215 18 2 47 1 6 7 18 15 6 5 4 3 2 1 55 6 47 1 26 24 22 21 Q1 214 Q1 215 B2B B2C Other Comments Capital investments in the existing network and IT reflect mainly extension of the transmission network capacity to activate new business customers Investments in the broadband networks include mainly upgrades and integration works within the cable networks located in Warsaw and Kraków, which were acquired from UPC Polska in May 213 and NGA upgrades for residential clients As part of the N 2 reorganisation most of the capex was allocated to B2B and B2C investor.netia.pl 17
Conclusions Netia delivered a set of solid financial results for Q1 215, demonstrating business resilience against a strong competition and price pressure in a difficult market environment in both commercial divisions Thanks to the optimization projects - Netia Lajt and Netia Lajt 2. the Group targets significant annual savings which will finance the Company s further development Netia s financial standing remains strong with a leverage at only.8x of the 214 Adjusted EBITDA at PLN 493m, providing flexibility to fund both, distributions and acquisitions Netia s Supervisory Board appointed Mr. Paweł Szymański as President of the Management Board of the Company, Mr. Cezary Chałupa and Mr. Tomasz Szopa as Management Board Members running B2B Department and B2C Department, respectively (effective April 1, 215) On May 8, 215, Netia entered into a preliminary agreement to purchase 1% of shares of TK Telekom Sp. z o.o. from PKP Group. The transaction is conditional upon a consent of the Office of Competition and Customer Protection and an approval of the General Meeting of Shareholders of PKP SA Management Board of Netia is proposing to its AGM to pay a dividend of PLN.42 per share which would be payable on June 26, 215 to shareholders of record on June 12, 215 investor.netia.pl 18
investor.netia.pl 19