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Full year 2024 Results February 2025
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2 1 Historical 2023 proforma figures and 1Q24 based on aggregated numbers from Grupo MASMOVIL and Orange Spain, clean of intercompany transactions. FY24 figures include 1Q24 for Orange Spain and MásMóvil standalone as communicated previously plus 2Q24, 3Q24 and 4Q24 for MASORANGE. 2 Subject to NetCo closing Growth in customers, top line and Adj. EBITDA; synergies’ target over-achieved and transformational initiatives ongoing 2024 Key Highlights >7.1M broadband lines >25.8 mobile lines Growth in FTTH (+168k) and in mobile contract services (+301k) Total revenues +1.5% YoY driven by organic growth Billed Service revenues +1.2% YoY Equipment revenues +5% YoY Adj. EBITDA1 +10.8% YoY Adjusted EBITDA Margin of 37.9% (+3.2 p.p.) ~120m€ of synergies realized in 2024 (above target) Main measures: network efficiencies and last mile MasOrange FiberCo binding agreement signed with Vodafone Proceeds to be fully devoted to debt repayment Leverage target to be tightened to 2.75x2 Open RAN agreement signed between MasOrange & Ericsson Europe's most modern, open and programmable 5G mobile network
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3 Q4 23 Q1 24 Q2 24 Q3 24 Q4 24 6,6 6,7 6,7 6,7 6,8 +91k +44k +7k +25k Q4 23 Q1 24 Q2 24 Q3 24 Q4 24 21,1 21,2 21,3 21,3 21,4 +120k +85k +3k +93k Mobile postpaid excl. M2MFTTH customers 52.8€ / +0.5€ YoYQ4 FMC ARPU: -0.7pp YoYQ4 FMC Churn: We have grown in FY 2024 by close to 500k additional FTTH & Postpaid lines Million lines +O: growth in customers Growth +168k FY24 Growth +301k FY24
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4 Public clients Private clients +O: Growth in the enterprise segment and public administrations +O leads innovation with first public emergency network to 5G and new CyberSoc in Comunidad de Madrid. The only operator to submit an offer for all 4 lots of public “CORA” tender (Spanish national government) 5G emergency network in Madrid city +ORANGE's 5G CORE / Network slicing Telco contract for Endesa +Renew telco services + fibre services in their cabinets Cyber SOC Event monitoring for Region of Madrid Ilunion Group +O appointed to deliver telco services +O bets on innovation and participates in all 4 lots of CORA tender
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5 +O: FiberCo, ongoing selection process for a financial investor Expected closing of FiberCo by end of H1 2025; +O awarded as best-in-class network • Status: Binding agreements signed between +O and Vodafone/Zegona & to create a joint FiberCo • Footprint: ~12.2 million premises • Tenants: +O and Vodafone to become long term anchor tenants of the FiberCo • Clients: c.4.5m customers on the FiberCos footprint (~37% penetration rate) • Operations: +O and Vodafone Spain to keep operating and maintaining their contributed networks Creation of a futureproof and efficient FTTH network… • Financing: capital opened to a financial investor (selection process ongoing) to assure investment capacity • Targeted capital structure: 50% +O, 50% financial investor & Vodafone/Zegona; deconsolidated from +O • Use of proceeds: to be fully devoted to +O’s debt repayment, accelerating the deleverage plan • Benefit for Spanish customers and society: best-in-class FTTH connectivity with highest ESG standards … and maximization of value crystallisation for us, clients and society +O FTTH network distinguished as “best-in-class” 1st in Global Score of Customer Experience with Fixed Network Orange brand ranks 1st in all Customer Experience categories
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6 +O: First operator in Europe with commercial Open RAN deployment +O's strong 5G deployment Orange network ranks 1st in 5G Availability Award MasOrange network leader in 5G base stations in 2024 Orange co-leads 1st as the best mobile network in Spain 11.055 9.866 6.983 5G population coverage ~90% 5G nodes by YE 2024 Number of sites Source: CNMC Exposing network capabilities through APIs allows third parties to implement new services Greater innovation Avoiding vendor lock-in allows operators to diversify suppliers and select the best HW/SW components Increased flexibility Increased competition among suppliers and disaggregation of HW and SW helps to reduce network costs Reduced costs The ability to dynamically adjust network resources improves quality of service for users Enhanced user experience Automation enables faster delivery of services, especially to B2B customers Faster time to market O-RAN will create significant benefits for +O, our partners and clients and complements +O's strong 5G deployment Benefits of O-RAN
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7 To protect children in the digital space * Real driving emissions measured for 4,687 vehicles at our headquarters in Madrid; high emitters are getting repaired to improved air quality. 𝐸𝑚𝑖𝑠𝑠𝑖𝑜𝑛 𝑆𝑐𝑜𝑟𝑒=20∙𝑃𝑀+2∙𝑁𝑂𝑥+𝐻𝐶+𝐶𝑂/10: +O’s emission score is ~2x below the Spanish city benchmark Alliance with UNICEF Save first mobile for kids Clean vehicle fleet* To assure safe and monitored access for kids when using their first mobile phone To improve air quality Emission score Protection of children in digital environment, and commitment to generate a positive impact on our environment, starting by ourself and our fleet. ESG: We want to be the best company for the world Espana +O 1,82 0,89 -83%
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8 70 48 Total revenues FY23 Billed revenues (Ex-Wholesale) -9 Wholesale revenues Equipment sales Total revenues FY 24 7,279 7,388 1.5% Total revenues +1.5% YoY , fueled by organic Billed revenues +1.2% YoY and Equipment revenues +5.0% YoY €M Total revenues 1 Mainly due to lower regulated MTR and international traffic both with low margin contribution +1.2% -1.4%1 +5.0% % YoY Growthxx
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9 FY 24FY 23 2,499 2,619 +4.8% FY 24FY 23 2,530 2,803 +10.8%2 Adjusted EBITDA growth of +10.8% and Adj. EBITDA Margin up by 3.2 p.p. €M EBITDA Reported EBITDAAdjusted EBITDA1 1 Adjusted for Restructuring and Integration costs; equivalent to an EBITDAaL of €2,503m 2 Historical 2023 proforma figures and 1Q24 based on aggregated numbers from Grupo MASMOVIL and Orange Spain, clean of intercompany transactions. FY24 figures include 1Q24 aggregated standalone figures as indicated previously plus 2Q24, 3Q24 and 4Q24 figures for MASORANGE. 34.8% % EBITDA Marginxx 37.9% 34.3% 35.5%
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10 FY 24FY 23 1,204 1,187 -1.5% FY 24FY 23 1,169 1,083 -7.4% CAPEX efficiencies, lowers capex/sales to c.14.7% on Adjusted basis and to 16.1% on Reported basis €M Net CAPEX Reported CAPEXRecurring Net CAPEX1 1 Adjusted for Restructuring, Integration capex, FTTH deployment and Minorations 16.1% % Capex to Salesxx 14.7% 16.5% 16.1%
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11 FY24 Target: 100m€ Realized ~120m€ On track for c.500M€ total synergies by 2027; c.€120M realized in FY24, over the target for FY24 €M Synergies 2024 realized synergies ~69%OPEX ~31%CAPEX
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12 FY 24FY 23 1,295 1,433 +10.7% FY 24FY 23 1,361 1,720 +26.4% OpFCF increases by c.+26% on adjusted basis1 (+c.11% reported) due to higher EBITDA & lower Net CAPEX €M EBITDA – Recurring Net CAPEX Reported EBITDA – Net CAPEXAdjusted EBITDA1 – Recurring Net CAPEX1 1 Adjusted for Restructuring, Integration capex, FTTH deployment and Minorations
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13 Positive Free Cash Flow €176M despite of interest payments, restructuring and integration costs Cash Flow from operations (FY24) 463 176 -59 License and others Adjusted FCF Adj. EBITDA - recurring net Capex Restructuring & integration and others FCFIncome taxes paid -29 Net interest paid -779 Lease liabilities (IFRS16) -343 Change in NWC -47 1,720 -287
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14 1 Based on LTM Adj. EBITDA, including long tail Euskaltel and MASORANGE run rate synergies expected to be realized by Dec 2027 Note: The above net debt is nominal and includes debt from leases for leverage purposes 2 Subject to NetCo closing / Total net debt LTM leverage LTM Reference EBITDA ª 3,127 Total Net Debt LTM Leverage 4.5 Senior Secured Net Debt 11,422 Senior Secured Net Debt LTM Leverage 3.7 NOMINAL DEBT (€m) Dec'24 TL Nominal Debt 11.367 TLA 4.133 TLB1 - TLB2 250 TLB3 3.661 TLB4 373 SSN 2.950 Senior Unsecured Notes (SUN) 453 Commercial Papers 428 Others 485 Gross Debt 12.732 Cash 96 Net Debt 12.636 Leases 1.472 - Net Debt & Leases 14.108 Nominal debt position Total net debt LTM leverage of 4.5x; Senior secured net debt leverage of 3.7x €M Leverage target to be tightened to 2.75x2 1
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15 Outlook 2025 Total Revenues Continued growth Run rate Synergies Year end 2025 >€300m€ Adj. EBITDA- recurring Net Capex Double-Digit Growth
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16 Disclaimer • Please note that financial data shown in this document is unaudited. • This document and the conference-call webcast (including the Q&A session) (the “Presentation”) may contain forward-looking statements and information (hereinafter, the “Statements”) relating to MASORANGE, or MASORANGE Group (hereinafter indistinctly, “MASORANGE”, the “Company” or the “Group”) or otherwise. These Statements may include financial forecasts and estimates based on assumptions or statements regarding plans, objectives and expectations that make reference to different matters, such as the customer base and its evolution, growth of the different business lines and of the global business, market share, possible acquisitions, divestitures or other transactions, Company’s results and other aspects related to the activity and situation of the Company • The Statements can be identified, in certain cases, through the use of words such as “forecast”, “expectation”, “anticipation”, “aspiration”, “purpose”, “estimates”, “plan”, “believe”, “could”, “foresee”, “intend”, “may”, “will”, “continue”, “ongoing”, “potential”, “predict”, “project”, “target”, “seek”, “should” or “would” or similar expressions or variations of such expressions or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. These Statements include matters that are not historical facts and reflect the current views of MASORANGE with respect to future events, do not represent, by their own nature, any guarantee of future fulfilment, and are subject to risks and uncertainties that could cause the final developments and results to materially differ from those expressed or implied by such Statements. These risks and uncertainties include those identified in the documents containing more comprehensive information filed by MASORANGE before the different supervisory authorities of the securities markets in which its securities are listed. The Statements appear in a number of places throughout this Presentation and include statements regarding the Group’s intentions, beliefs or current expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, competition in areas of its business, outlook and growth prospects, strategies and the industry in which the Group operates. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are based on potentially inaccurate assumptions and are not guarantees of future performance and the Group’s actual results of operations, financial condition and liquidity and the development of the industry in which the Group operates may differ materially from those made in or suggested by the forward-looking statements contained in this Presentation due to various risks and uncertainties. In addition, even if the Group’s results of operations, financial condition and liquidity, and the development of the industry in which it operates are consistent with the forward-looking statements or projections contained in this Presentation, those results or developments may not be indicative of results or developments in subsequent periods • Except as required by applicable law, MASORANGE does not assume any obligation to publicly update the Statements to adapt them to events or circumstances taking place after the date hereof, including changes in the Company’s business or business development strategy or any other unexpected circumstance • This Presentation may contain summarized, non-audited or non-GAAP financial information. The information contained herein and therein should therefore be considered as a whole and in conjunction with all the public information regarding the Company available, including any other documents released by the Company that may contain more detailed information. Neither this document nor the conference-call (including the Q&A session) nor any of their contents constitute an offer to purchase, sale or exchange any security, a solicitation of any offer to purchase, sale or exchange of any security, or a recommendation or advice regarding any security • THIS PRESENTATION DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS, ANY OFFER, INVITATION OR RECOMMENDATION TO SELL OR SUBSCRIBE FOR, UNDERWRITE OR OTHERWISE ACQUIRE, ANY SECURITIES OF THE COMPANY OR A SUCCESSOR ENTITY OR ANY SUBSIDIARY OR AFFILIATE RELATED, DIRECTLY OR INDIRECTLY, TO THE COMPANY, NOR SHOULD IT OR ANY PART OF IT FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, ANY INVESTMENT DECISION, ANY CONTRACT TO PURCHASE OR SUBSCRIBE FOR ANY SECURITIES OF THE COMPANY, NOR SHALL IT OR ANY PART OF IT FORM THE BASIS OF OR BE RELIED UPON IN CONNECTION WITH ANY CONTRACT OR COMMITMENT WHATSOEVER. THIS PRESENTATION IS INTENDED TO PROVIDE A GENERAL OVERVIEW OF THE BUSINESS AND OPERATIONS OF THE GROUP AND DOES NOT PURPORT TO DEAL WITH ALL ASPECTS AND DETAILS IN RESPECT THEREOF. ANY OFFER OF SECURITIES OF THE COMPANY WILL BE MADE BY MEANS OF A PROSPECTUS THAT WILL CONTAIN DETAILED INFORMATION ABOUT THE COMPANY AND ITS MANAGEMENT, AS WELL AS FINANCIAL STATEMENTS. ANY PERSON CONSIDERING THE PURCHASE OF ANY SECURITIES OF THE COMPANY MUST INFORM HIMSELF INDEPENDENTLY BASED SOLELY ON SUCH PROSPECTUS (INCLUDING ANY SUPPLEMENT THERETO) AND ADVICE FROM ITS OWN LEGAL, ACCOUNTING AND TAX ADVISERS AS IT DEEMS RELEVANT. THIS INFORMATION IS BEING MADE AVAILABLE TO YOU SOLELY FOR YOUR INFORMATION AND BACKGROUND AND IS SUBJECT TO AMENDMENT WITHOUT NOTICE. THIS INFORMATION (OR ANY PART OF IT) MAY NOT BE COPIED, REPRODUCED OR REDISTRIBUTED, PASSED ON, OR THE CONTENTS OTHERWISE DIVULGED, DIRECTLY OR INDIRECTLY, TO ANY OTHER PERSON (EXCLUDING THE RELEVANT PERSON’S PROFESSIONAL ADVISERS) OR PUBLISHED IN WHOLE OR IN PART FOR ANY PURPOSE • This Presentation does not constitute an offer to sell securities or the solicitation of an offer to buy securities in the United States, nor shall there be any offer or sale of securities in any jurisdiction in which such offer or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Any securities offered by the Company will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or any applicable state or local laws and may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from registration. Neither this document nor any related presentation nor any copy thereof may be taken or transmitted or distributed, directly or indirectly, into the United States, other than to qualified institutional buyers under Rule 144A under the Securities Act.
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17 Backup
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18 548 765 4 4 2026 2027 2028 20292025 2031 5,431 1,057 4,012 2030 Comfortable maturity schedule following successful refinancing exercises €M Debt maturities