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B Communication

Investor Presentation May 22, 2024

6676_rns_2024-05-22_307d096a-baf5-4000-91bb-178d03f81c1b.pdf

Investor Presentation

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Investor Presentation

May 2024

Forward-Looking Statements

This presentation contains general data and information as well as forward looking statements about B Communications Ltd. ("BCOM"). Such statements, along with explanations and clarifications presented by BCOM's representatives, include expressions of management's expectations about new and existing programs and market conditions. Although BCOM believes its expectations are based on reasonable assumptions, these statements are subject to numerous risks and uncertainties. These statements should not be regarded as a representation that anticipated events will occur or that expected objectives will be achieved. In addition, the realization and/or otherwise of the forward looking information will be affected by factors that cannot be assessed in advance, and which are not within the control of BCOM, including the risk factors that are characteristic of its operations, developments in the general environment, external factors, and the regulation that affects BCOM's operations. This presentation contains partial information from the public reports of BCOM under the Israeli Securities Law 5728-1968 (the "Securities Law"), which reports can be accessed at the Israeli Securities Authority's website, www.magna.isa.gov.il. A review of this presentation is not a substitute for a review of the detailed reports of BCOM under the Securities Law and is not meant to replace or qualify them; rather, the presentation is prepared merely for the convenience of the reader, with the understanding that the detailed reports are being reviewed simultaneously. No representation is made as to the accuracy or completeness of the information contained herein. The information included in this presentation is based on information included in BCOM's public filings. However, some of the information may be presented in a different manner and/or breakdown and/or is differently edited. In any event of inconsistency between BCOM's public filings and the information contained in this presentation, the information included in the public filings shall prevail. The information contained in this presentation or which will be provided orally during the presentation thereof, does not constitute or form part of any invitation or offer to sell, or any solicitation of any invitation or offer to purchase or subscribe for, any securities of BCOM or any other entity, nor shall the information or any part of it or the fact of its distribution form the basis of, or be relied on in connection with or relating to any action, contract, commitment or to the securities of BCOM. The presentation does not constitute a recommendation or opinion or substitute for the discretion of any investor.

BCOM Overview

B Communications Ltd. ("BCOM") is a public company with a controlling interest (~27. 19%) in Bezeq, The Israel Telecommunication Corp. ("Bezeq"), Israel's largest telecommunications group (TASE: BEZQ).

BCOM is controlled by Searchlight Capital Partners (67.20%) and the Fuhrer Family (12.72%). Our controlling shareholders have wide telecom and business experience and financial strength, representing significant added value for the Bezeq Group.

At A Glance

Ticker BCOM

exchange TASE

headquarters Tel-Aviv, Israel

nis 12.66 Stock Price 54.4% LTV (spot) nis 1.54 Billion NAV nis 3.37 Billion Value of Holdings in Bezeq

As of May 21, 2024

Investment Highlights

Experienced Controlling Shareholders Leading Israel's Largest Telecom Group, in Both Residential and Business Markets

Consistent Improvement in Leverage Ratios with Healthy Debt Repayment Schedule and Dividends from Subsidiary

Stable and Recurring Revenue Model with Strong and Predictable Cash Flows

Strong Market Momentum with Focus on Growth Engines and Structural Changes such as: Building Nationwide Fiber Infrastructure, 5G Deployment and Streamline of Key TV and ISP Subsidiaries

Searchlight Capital Partners

of
professionals
Team
90
Portfolio
Investments
Select
Searchlight
Capital
Partners
("Searchlight")
is
transatlantic
investment
a
firm
founded
in
2010
Toronto
London,
New
York
and
across
billion
~\$12
under
management
term,
equity
patient,
private
investors
Long
Searchlight
Investment
Strategy
partnering
with
on
Focused
management
of
market
teams
leading
attractive
industries
businesses
in
Searchlight
Investment
Focus
expertise
relationships
Strong
and
in
communications,
media,
business
services,
consumer
and
with
market
Invest
companies
strong
in
flow
generation
positions
and
high
cash

Strong and Experienced Management

Mr. Darren Glatt

Chairman of the Board of Directors

Darren was elected as our Chairman of the Board of Directors since December 2019.

Mr. Glatt is a Partner at Searchlight Capital Partners, overseeing the firm's efforts in the Technology, Media and Telecommunications ("TMT") sectors.

Prior to joining Searchlight in 2013, Mr. Glatt worked as a Partner in the Private Equity Group at Apollo Management, L.P. Mr. Glatt also held positions at Apax Partners and The Cypress Group. He started his career at Bear Stearns in 1998 in New York.

Mr. Glatt is currently a member of the Boards of Bezeq, BCOM (Chairman), All Points Broadband (Chairman), MediaMath (Chairman), Adams Outdoor Advertising, and formerly a member of the Boards of Charter Communications, Rackspace, Ocean Outdoor,160over90, Play Power, Veritable Maritime and Core Media.

Mr. Glatt received a BS from The George Washington University, and an MBA from Harvard Business School.

Mr. Tomer Raved Chief Executive Officer

Tomer Raved was elected as our CEO in January 2020. Mr. Raved also serve as a Director at Bezeq and all its subsidiaries. Mr. Raved was appointed as the Chairman of the Board of Directors of Bezeq since January 2024.

In the past decade, Tomer has advised telecom, media and tech companies on M&A and capital raises and has completed transactions valued at over \$300bn in aggregate with US and Israeli clients, such as Verizon, AT&T, Charter, Disney, IBM, KKR, Apollo and many others.

Prior to joining BCOM, Tomer was a Director and a Vice President at RBC Investment Bank. Previously, Tomer was an Associate Director at UBS Investment Bank as well an Associate Attorney at FBC &Co.

Tomer has an MBA with specialization in Finance and Accounting from NYU Stern School of Business, as well as an L.L.B in Law and a B.A. in Economics from Tel-Aviv University.

Mr. Itzik Tadmor Chief Financial Officer

Itzik has been the Company's Chief Financial Officer Since May 2015, and previously served as BCOM's controller for three years.

Itzik has been involved in all the Company's past capital markets transactions as well as in structuring all of BCOM's prior debt and equity issuances.

Prior to joining the Company, Mr. Tadmor worked at PriceWaterhouseCoopers (PWC) for five years.

Mr. Tadmor received, a bachelor degree in accounting and economics and an M.B.A degree from Tel-Aviv University. Mr. Tadmor is also a certified public accountant in Israel.

BCOM NAV & LTV Summary

Data
of
(mm)
shares
No.
BCOM
104.16
of
(mm)
shares
held
No.
Bezeq
by
BCOM
752.4
*
share
price
Bezeq
(NIS)
4.48
of
(mm)
shares
No.
Bezeq
2,766.9
*
market
mm)
Bezeq's
cap
(NIS
12,396
&
BCOM's
NAV
LTV
Millions
NIS
of
Market
holdings
value
BCOM's
in
Bezeq
3,371
**
net
debt
BCOM's
1,835
BCOM's
NAV
1,536
(Spot)
LTV
54.4%
Market:
NAV
vs
NIS
share
price
based
on
BCOM's
NAV
14.47
market
price
*
BCOM's
12.66
Market
Premium
to
NAV
(%)
16.5%

* Market figures are as of May 21, 2024.

** Net debt figures are as of March 31, 2024 adjusted to shares buyback and dividend received from Bezeq in May 2024. In the event of future sale of Bezeq shares, the Company does not expect to incur significant tax expenses if any.

Debt Capitalization Summary

Series
F
mm)
Par
Value
(NIS
2,010
Coupon 3.65%
Maturity 30/11/2026
(Bullet)
(May
2024)
YTM
21,
5.65%
Midroog
Rating
by
A3.il
Covenant
Financial
LTV
/ Linkage
Currency
not-linked
NIS,
Pledge Lien
1st

Thank You

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