QSC AG

Earnings Release • Mar 10, 2014

QSC AG

Company Presentation

Preliminary Results 2013 / Outlook for 2014

Cologne, February 26, 2014

AGENDA

• 1. Strategic Development 2013
• 1. Financial Development 2013
• 1. Outlook for 2014
• 1. Questions & Answers

QSC REACHED ALL TARGETS SET FOR 2013

• Revenues of at least € 450 million => € 455.7 million
• EBITDA margin of at least 17% => 17.1%
• Free cash flow of at least € 24 million => € 25.6 million
• The Management Board will recommend raising the dividend to € 0.10 per share

2013 WAS A YEAR OF TRANSFORMATION AND INVESTMENTS IN GROWTH

• Internal transformation process was completed and new organization has taken shape
• Targeted investments in ICT growth and innovation
• Employees (+204 in 2013)
• Development budget (+195% in 2013)
• Launch of promising self-developed products and services

ICT'S SHARE OF TOTAL REVENUES ROSE TO 73%

However:

• Legacy voice and ADSL2+ are declining and now comprise 27% of revenues

DIRECT SALES THE MAJOR GROWTH DRIVER – TAILWIND FROM LARGE ORDERS WON IN 2012

• Significant increase in day-to-day orders from existing and new customers in 2013
• Nevertheless, TCV was higher in 2012 than it was in 2013

OBSTACLE TO GROWTH: TC BUSINESS STRAINED BY TIGHTENED REGULATION …

• As of December 1, 2012, the German regulator lowered interconnection fees – effects on QSC:
• Around € 30 million less in revenues in 2013
• Around € 4 million less in EBITDA in 2013
• As of November 20, 2013, the German regulator lowered the fees for alternative net providers – effects on QSC:
• Around € 8 million less in revenues in 2014
• Around € 3 million less in EBITDA in 2014

QSC expects regulation to tighten up at the end of 2014

DEVELOPMENT OF INTELLECTUAL PROPERTY IS THE NEXT DRIVER

QSC IS NOW IN A POSITION TO BECOME AN INNOVATION DRIVER

AGENDA

• 1. Strategic Development 2013
• 1. Financial Development 2013
• 1. Outlook for 2014
• 1. Questions & Answers

SUSTAINABLE PROFITABILITY DESPITE INVESTMENTS IN GROWTH AND NEGATIVE REGULATORY IMPACT

• Net profit	+19.0	+23.6	+24.2%
• Income taxes	-1.7	+0.9	nm
• Financial result	-3.9	-3.8	-2.6%
• EBIT profit	+24.6	+26.5	+7.7%
• Depreciation	53.3	51.3	-3.8%
• EBITDA profit	+77.9	+77.8	-0.1%
• (1) Other operating expenses	83.4	74.5	-10.7%
• Gross profit	+161.3	+152.3	-5.6%
• (1) Cost of revenues	320.2	303.4	-5.2%
• Revenues	481.5	455.7	-5.4%
In € million	2012	2013

(1) Excluding depreciation and non-cash share-based remuneration

IN 2013, PROFITABILITY GREW BECAUSE OF A MORE FAVORABLE REVENUE MIX

• Direct Sales now earns more than 50% of EBITDA
• EBITDA margin of Direct Sales rose to 20% in 2013
• Positive impact of change in the distribution of administrative costs
• Indirect Sales was able to earn an EBITDA margin of 25%
• Resellers earned a mere 4%, but still made a significant contribution to covering the infrastructure costs

IN 2013, PROFITABILITY WAS BOOSTED FOR THE LAST TIME BY THE DEFERRED COST EFFECT

• Cost reduction of € 20.9 million per year since 2011 due to the premature termination of the Plusnet contract (originally to run through Dec 31, 2013) in late 2010
• QSC used deferred costs to return the payment from TELE2 over the remaining contract period

IN 2013, PROFITABILITY STARTED TO BENEFIT FROM THE NETWORK DEAL

• Largest cost optimization project in the history of QSC aims to reduce infrastructure costs by around € 20 million
• Major lever: a network deal with an international operator
• Earlier than expected, QSC started to reap the fruits in 2013
• Positive effect in 2014: around € 10 – € 12 million

IN 2013, PROFITABILITY WAS BURDENED BY HIGHER PERSONNEL EXPENSES …

Recruitment focus:

• Outsourcing (+86)
• Consulting (+45)
• Development (+36)

… AS WELL AS HIGHER DEVELOPMENT EXPENSES

• Development budget rose by 195 percent in 2013
• QSC now employs some 50 developers
• Budget is split between current and capital expenditures

ALL IN ALL, THE EFFECTS EVENED OUT IN 2013

• Stable profitability despite lower revenues
• Stable profitability despite negative regulatory effect of € 4 million
• Quarter by quarter, QSC more and more felt the impact of investments in growth
• Growth investments impact margins short-term but are the basis for higher margins mid-term

QSC INVESTED IN CUSTOMERS AND DEVELOPMENT IN 2013

CAPEX components:

• 42% customer-driven investments (e.g. routers, servers)
• 22% investments in data centers and infrastructure
• 18% software and licences
• 10% investments in development
• 8% others

DESPITE HIGHER CAPEX, QSC EARNED A HIGHER FREE CASH FLOW

19

Major sources:

• High operating cash flow
• Ongoing optimization of working capital

QSC IS VERY SOLIDLY FINANCED

SOLID FINANCING AND ATTRACTIVE FCF ENABLE RECOMMENDING FOR ANOTHER DIVIDEND INCREASE

AGENDA

• 1. Strategic Development 2013
• 1. Financial Development 2013
• 1. Outlook for 2014
• 1. Questions & Answers

OUTLOOK FOR 2014: RISING FREE CASH FLOW

• Dividend of € 0.10 is the minimum amount for fiscal 2014
• QSC expects a slow start to FY 2014 and a stronger H2 2014

REVENUES WILL DEVELOP TWO-FOLD

• Direct Sales will again grow faster than the market
• Indirect sales: Rising ICT revenues with existing and new products vs. lower TC revenues
• Resellers segment has to face a further decline in TC revenues because of stiff price competition in the ADSL2+ and OCBC market and tightened regulation

TC BUSINESS HAS A SIGNIFICANT IMPACT ON REVENUES

EBITDA: NO POSITIVE DEFERRED COST EFFECT IN 2014

IN 2014, QSC WILL FOCUS ON DEVELOPING AND MARKETING INNOVATIONS

• Recruiting further ICT experts in Development
• Launching and marketing new products
• Acquiring smaller ICT / Cloud companies
• Introducing further innovative business concepts
• Strengthening relations with selected ICT partners to market new products like QSC-tengo and QSC-WiFi
• Deepening partnerships with universities, research centers and industry partners
• Upgrading consulting business with its huge expertise in promising fields such as SAP-Hana

M&A ACCELERATE PROGRESS IN INNOVATION – FTAPI FITS PERFECTLY INTO QSC'S STRATEGY

• On Feb 24, 2014, QSC acquired 51% of FTAPI Software GmbH, Munich
• The encryption specialist's founders will stay on board as managers and co-owners and will drive further growth
• Founded in 2010, FTAPI has developed a range of innovative and scalable products in high-security transfer and storage
• First customers: Hochland Group, MAN Roland, SSI Schaefer, etc.
• Benefits for FTAPI: Access to Sales Channels, 30,000 existing customers, operations and administration competence
• Benefits for QSC: Access to innovations in a fast-growing market, self-developed IP and B2B online sales know-how
• Prototype for M&A strategy QSC is a good home for entrepreneurs

HOW QSC WILL FOSTER INNOVATIONS IN 2014 AND BEYOND

• Developing in-house
• Acquiring leading-edge technology companies
• Winning leading-edge entrepreneurial talent

GROWTH IN 2014 AND BEYOND WILL DEPEND ON THE INNOVATIONS' PROGRESS

• QSC is building an attractive innovation pipeline
• Launch of innovations will open up the opportunity to earn fast-growing revenues
• Higher share of self-developed products along with ongoing automation will boost profitability of existing business
• In 2013, QSC completed its transformation process and built a new organization
• In 2014, QSC will invest strongly in future growth and innovations
• In 2015, QSC will start to reap the fruits of having become the innovation driver in the German ICT and Cloud market

AGENDA

• 1. Strategic Development 2013
• 1. Financial Development 2013
• 1. Outlook for 2014
• 1. Questions & Answers

SHAREHOLDER STRUCTURE AFTER THE BUYING OF ADDITIONAL SHARES BY THE TWO FOUNDERS

FINANCIAL CALENDAR

March 31, 2014	Publication of Annual Report 2013
May 12, 2014	Publication of Quarterly Report I/2014
May 28, 2014	Annual Shareholders Meeting
August 11, 2014	Publication of Quarterly Report II/2014
November 10, 2014	Publication of Quarterly Report III/2014

CONTACT

QSC AG Arne Thull Head of Investor Relations Mathias-Brüggen-Strasse 55 50829 Cologne

Phone +49-221-669-8724 Fax +49-221-669-8009 E-mail invest@qsc.de Web www.qsc.de

twitter.com/QSCIRde twitter.com/QSCIRen blog.qsc.de xing.com/companies/QSCAG slideshare.net/QSCAG

SAFE HARBOR STATEMENT

This presentation includes forward-looking statements as such term is defined in the U.S. Private Securities Litigation Act of 1995. These forward-looking statements are based on management's current expectations and projections of future events and are subject to risks and uncertainties. Many factors could cause actual results to vary materially from future results expressed or implied by such forward-looking statements, including, but not limited to, changes in the competitive environment, changes in the rate of development and expansion of the technical capabilities of DSL technology, changes in prices of DSL technology and market share of our competitors, changes in the rate of development and expansion of alternative broadband technologies and changes in prices of such alternative broadband technologies, changes in government regulation, legal precedents or court decisions relating, among other things, to line sharing, rent for colocation and unbundled local loops, the pricing and timely availability of leased lines, and other matters that might have an effect on our business, the timely development of value-added services, our ability to maintain and expand current marketing and distribution agreements and enter into new marketing and distribution agreements, our ability to receive additional financing if management planning targets are not met, the timely and complete payment of outstanding receivables from our distribution partners and resellers of QSC services and products, as well as the availability of sufficiently qualified employees.

A complete list of the risks, uncertainties and other factors facing us can be found in our public reports and filings with the U.S. Securities and Exchange Commission.

DISCLAIMER

• This document has been produced by QSC AG (the "Company") and is furnished to you solely for your information and may not be reproduced or redistributed, in whole or in part, to any other person
• No representation or warranty (express or implied) is made as to, and no reliance should be placed on, the fairness, accuracy or completeness of the information contained herein and, accordingly, none of the Company or any of its parent or subsidiary undertakings or any of such person's officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this document
• The information contained in this document does not constitute or form a part of, and should not be construed as, an offer of securities for sale or invitation to subscribe for or purchase any securities and neither this document nor any information contained herein shall form the basis of, or be relied on in connection with, any offer of securities for sale or commitment whatsoever