Investment Proposition




We successfully completed several major strategic overhauls year-to-date, further strengthening the foundations of our Company for the future and entering into value-accretive long-term partnerships aligned with our 'Partners In Life. For Life." vision. In June, we successfully closed the sale of our mobile telecommunications tower business to DigitalBridge for a total cash consideration of €745.0 million, equivalent to a multiple of 25.1x EV/EBITDAaL 2021. As part of the agreement, we have entered into a long-term MLA with DigitalBridge, which includes an initial period of 15 years and two renewal options of 10 years each. The agreement also includes a build-to-suit (“BTS”) commitment to deploy a minimum of 475 additional new sites with Telenet acting as a subcontractor to TowerCo, resulting in additional proceeds to Telenet over time. As a result, we're introducing Adjusted EBITDAaL as an additional core financial metric as further detailed under 2. Financial highlights. As of June 2022, we've started to make lease-related tower payments to DigitalBridge as further detailed under 2.4 Adjusted EBITDA and Adjusted EBITDAaL.

Mid-July 2022, we entered into a binding agreement with Fluvius to take a joint next step in the realization of the 'data network of the future'. Both companies’ ambition is to provide speeds of 10 Gbps across the entire footprint in time, for which there is a clear roadmap through a mixture of both HFC (DOCSIS) and fiber technologies. As the completion of this transaction is subject to regulatory approval from the relevant competition authorities, it will only have a limited impact on our FY 2022 outlook relating to certain upfront costs to prepare for the go-live of NetCo ("costs to capture"). We expect the associated costs to capture in the current year to be around €5.0 million, which is excluded from our FY 2022 outlook as presented below. For the first nine months of 2022, these costs to capture amounted to €1.3 million.

Furthermore, we increased our share ownership stake in production house Caviar Group from 49% to 70% as of October 1, 2022. As a consequence, we will include Caviar Group in our consolidated financials as from that date. In 2021, Caviar Group generated revenue of €126.4 million and an Adjusted EBITDA of €8.8 million.

Having completed the first nine months of the year, we reconfirm our full year 2022 outlook as presented mid-February and our financial performance over the first nine months of the year shows we are on track to deliver. We do not expect the inclusion of Caviar Group in our consolidated financial information as of October 1, 2022 to meaningfully impact the below mentioned rebased growth rates.


(a) Quantitative reconciliations to net profit (including net profit growth rates) and cash flows from operating activities for our Adjusted EBITDA and Adjusted Free Cash Flow guidance cannot be provided without unreasonable efforts as we do not forecast (i) certain non-cash charges including depreciation and amortization and impairment, restructuring and other operating items included in net profit, nor (ii) specific changes in working capital that impact cash flows from operating activities. The items we do not forecast may vary significantly from period to period.

(b) Excluding the recognition of the capitalized football broadcasting rights and mobile spectrum licenses and excluding the impact from certain lease-related capital additions on our accrued capital expenditures.

(c) Including certain payments for the temporary prolongation of our current 2G and 3G mobile spectrum licenses but excludes payments on licenses acquired as part of the 2022 multiband spectrum auction, and assuming the tax payment on our 2021 tax return will not occur until early 2023.