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Cellnex Telecom S.A.

Investor Presentation Apr 27, 2023

1805_rns_2023-04-27_2ac88c9c-6f1f-4233-b45a-3ec4fc01d7c1.pdf

Investor Presentation

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Other Relevant Information in compliance with article 227 of Law 6/2023 on the Spanish Securities Market and Investment Services, notified to the Spanish National Securities Market Commission

Path to Investment Grade and 2025 guidance on track

January – March 2023

April 27th , 2023

Results January – March 2023

Key highlights

1 Solid performance of key
metrics in the quarter

+6.8% new organic PoPs
vs. Q1 2022, a very solid quarter

Revenues €985Mn, +c.19% vs. Q1 2022 (+c.15% excluding pass throughs)

Adjusted EBITDA €730Mn, +c.15% vs. Q1 2022

RLFCF €336Mn, +c.12% vs. Q1 2022
Path to Investment
2
Grade and 2025
guidance on track

Break even on FCF by the end of 2023

Committed to securing BBB-
by S&P (by 2024 the latest) and maintaining BBB-
by Fitch, with
generation of organic growth and efficiencies plan on track

Assessing strategic options to crystallize value and accelerate the path to Investment Grade
Corporate governance
3
strengthened

Anne Bouverot appointed as non-executive Chair of Cellnex's Board

New members of the Board appointed by co-option filling existing vacancies: Jonathan Amouyal
Ballester (independent) (1)
(proprietary director representing TCI) and Maite

CEO succession process nearing conclusion
4 Remuneration aligned with
"Next Chapter" (2)
targets

The CEO's remuneration structure will remain the same, with objectives aligned with shareholder
interests and the "Next Chapter" targets

C-Level's incentives completely aligned with those of the CEO

New retention plan for key internal talent (c.70 employees) approved

(1) Independent majority preserved; (2) The updated capital allocation framework announced in Q3 2022 results – Commitment to Investment Grade

Results January – March 2023

Q1 2023 Business Performance

Consistent and solid organic growth generation in the period, with significant contribution from new entrant in Portugal, RAN sharing agreements in Italy and Spain, and BTS programs

PoPs – Total PoPs – Organic Growth

Revenues, Adjusted EBITDA, RLFCF and FCF

Solid increase in all relevant metrics: Revenues +c.19% (1), Adj. EBITDA +c.15% and RLFCF +c.12%

Jan-Mar Jan-Mar
RLFCF (€Mn) 2022 2023
Telecom
Infrastructure
Services
750 899
Broadcasting
Infrastructure
5
6
5
7
Other
Network
Services
2
3
2
9
Revenues 828 985 +c.19%
Staff
costs
-60 -69
Repair
and
maintenance
-21 -26
Utilities -64 -94
General
and
other
services
-49 -66
Operating
Expenses
-195 -255
Adjusted
EBITDA
634 730 +c.15%
Margin
without
pass through
%
80% 79%
of
lease
liabilities
Net
payment
-222 -239
Maintenance
capital
expenditures
-12 -23
Changes
in
working
capital
0 -4
of
Net
interest
payment
-80 -111
Income
tax
payment
-19 -16
dividends
non-controlling
interests
Net
to
0 0
Levered
Recurring
FCF
300 336 +c.12%
capex and
Remedies
BTS
-355 -366
Expansion
capex
-59 -109

FCF trending to neutral by the end of 2023

  • Telecom Infrastructure Services up due to organic growth (Colocations and BTS programs) and acquisitions
  • Revenues up +€157Mn, of which c.€65Mn organic
  • Revenues from pass-throughs amounted to c.€100Mn, with a neutral impact on Adjusted EBITDA
  • Like-for-like Opex significantly below inflation (2), as a result of rigorous implementation of efficiency measures
    • Controlled impact from rising energy prices due to hedging and pass-through mechanisms
  • Efficient management of leases despite increased perimeter and higher inflation
  • Maintenance Capex to perform as per guidance throughout the year
  • Interest paid consistent with capital structure in place and coupons payment schedule, with limited impact from rising interest rates
  • Ground lease and interest payments are more concentrated in the first half of the year (some lease contracts require payment for the whole period at the beginning of the year)
  • Taxes paid according to tax payments schedule

(1) c.15% excluding pass throughs

(2) Including leases and excluding pass throughs

Recurring Levered Free Cash Flow (RLFCF)

Organic growth impact on RLFCF +19%

€Mn

(1) c.€65Mn organic growth shown on slide 6 correspond to revenues (excluding efficiencies/synergies and Opex)

(2) Including FTTT and MO/CO projects with Bouygues Telecom in France

(3) 1 quarter CKH UK – group adaptation costs – UK remedies

(4) Corresponds to the difference between the remaining RLFCF lines below Adjusted EBITDA (mainly payment of leases due to change of perimeter excluding efficiencies, maintenance Capex, change in WC, cash interest, cash tax and dividends to minorities)

Results January – March 2023 6

2021 – 2025 plan: optimization of leases on track

Cellnex's 2021-2025 efficiencies/synergies plan well on track Expected to generate c.€90Mn-€100Mn efficiencies by 2025

  • Rent renegotiation: ground lease fee reduction with low or no initial payments
  • Cash advance: lump sum prepayment for long term leasehold contracts with optional small remaining recurring annual payments
  • Land acquisition: purchase of land or acquisition of freehold rights on land
  • Leases and Capex reduction thanks to two or more anchor tenant networks allowing for decommissioning of redundant sites and a single BTS for more than one anchor tenant simultaneously

Balance sheet and consolidated income statement

Balance Sheet (€Mn) Dec
2022
Mar
2023
Non Current Assets 41,997 41,961
Goodwill 6,718 6,725
Fixed Assets 30,818 30,829
Right of Use 3,438 a
3,405
Financial Investments & Other Fin. Assets 1,023 1,002
Current Assets 2,209 2,070
Inventories 5 6
Trade and Other Receivables 1,166 1,293
Cash and Cash Equivalents 1,038 781
b
Non-current assets held for sale 51 51
Total Assets 44,258 44,092
Shareholders' Equity 15,188 15,207
Non Current Liabilities 26,785 25,777
Borrowings 17,743 16,993
Lease Liabilities 2,502 a
2,293
Provisions and Other Liabilities 6,540 6,491
Current Liabilities 2,263 3,087
Borrowings 141 862
Lease Liabilities 584 a
750
Trade and Other Payables 1,539 1,474
Liabi assoc with non-current assets held for sale 22 22
Total Equity and Liabilities 44,258 44,092
Net Debt (3) 19,838 20,011
Income Statement (€Mn) Jan-Mar
2022
Jan-Mar
2023
Revenues 828 985
Operating Expenses -195 -255
Non-recurring expenses
Depreciation & amortization
-21
-564
-12
-637
Operating Profit 49 81
Net financial profit -183 -205
Profit of Companies Accounted for Using the Equity
Method
5 0
Income tax 28 29
Attributable to non-controlling interests 7 5
Net Profit Attributable to the Parent Company -93 -91

c

Prudent PPA (1) process leads to maximization of the allocation to fixed assets, whilst ensuring the minimum allocation to goodwill Goodwill unrelated to cash paid over the course of M&A activity (2)

  • The adoption of IFRS 16 helps the leverage comparability among peers, as it equalizes the treatment of both land ownership and the management of ground leases a
  • Strong liquidity position mainly due to cash generated and the issuance of debt instruments b

  • Net income mostly reflects: c

    • D&A charges (prudent PPA process)
    • Net interest increase due to strengthened liquidity position

(1) Purchase Price Allocation; (2) The goodwill arising from business combinations primarily corresponds to the net deferred tax liability resulting from the higher fair value attributed to the net assets acquired compared to their tax base. Please see note 6 in our Consolidated Financial Statements ended 31 December 2022; (3) Net Financial Debt is an alternative performance measure ("APM") as defined in the guidelines issued by the European Securities and Markets Authority on October 5, 2015 on alternative performance measures (the "ESMA Guidelines"). Please see the 2022 Integrated Annual Report for a comprehensive explanation of APMs

Results January – March 2023 8

Financial structure as of March 2023

Cellnex is currently working to push forward short-term maturities

Total available liquidity of c.€4.3Bn, with undrawn credit lines fully committed The company has a wide array of additional funding options available

Figures in €Mn (1) Includes USD bonds swapped into EUR

A structured and comprehensive succession process which is now close to concluding

  • Structured process led by the Nominations, Remunerations and Sustainability Committee with support from a leading international search firm
  • Strong field comprising internal and external candidates
  • Comprehensive assessment based on background, experience, leadership characteristics and personal attributes required for the successful delivery of the next chapter of Cellnex's journey
  • CEO incentive package aligned with shareholder priorities and the achievement of "Next Chapter" (1) targets

Frequently Asked Questions

Cash-out profiles expected in 2023 to follow a pattern similar to 2022

Frequently Asked Questions What are the most recent developments in ESG?

Main FY2022 publications

  • Integrated Annual Report Microsite PDF Summary
  • ESG Key Figures Excel

G E S

Environment and Climate Change Report PDF

ESG Key Figures (NEW)

With the aim of improving transparency and availability of sustainability data for analyst and investors, Cellnex has published for the first time a dedicated excel document on the main ESG Key Figures

G E S

Net-zero by 2050 and carbon neutrality by 2035

Cellnex wants to go one step further, giving substance to its commitment to the decarbonisation of the economy by defining a strategy to reduce and neutralise its emissions with specific objectives in the medium and long term

The Cellnex's Net-zero strategy is a key component of the 2023-2025 Environment and Climate Change Strategy, as well as the Company's ESG Master Plan, and will allow Cellnex to be a net-zero company by 2050, with the intermediate goal of being Carbon Neutral by 2035

Under the Net-zero Strategy, the Company will develop a roadmap with specific medium and long-term goals to accelerate the transition towards a net-zero business model

Find out more in the 2022 Environment and Climate Change Report

Member of the Bloomberg Gender-Equality Index 2023

The company has been selected as one of 485 companies across 45 countries and regions to join the 2022 Bloomberg Gender-Equality Index (GEI). Cellnex was included in the Bloomberg GEI for the first time in 2022 and has consolidated its position in 2023, increasing its overall score c.+4p

The company has been included in the S&P Global 2023 Sustainability Yearbook as Industry Mover and has maintained in 2023 the ESG Top-Rated Badge from Sustainalytics

Update of the double materiality analysis

Aligned and in advance to the Corporate Sustainability Reporting Directive (CSRD) entry into force, Cellnex has executed a Double Materiality analysis. As a result, from the 29 predefined specific ESG topics, 9 top material and 4 medium material topics were obtained

Frequently Asked Questions What is the situation of integration processes?

Definitions

Please see the Integrated Annual Report for a comprehensive explanation of APMs

Term Definition
Adjusted EBITDA Profit from operations before D&A and after adding back certain non-recurring and non-cash items (such as advances to customers and prepaid expenses). Adjusted EBITDA is an
APM. Please see slide 18 for certain information on the limitations of APMs
Adjusted EBITDA margin Adjusted EBITDA divided by total revenues excluding elements pass-through to customers from both expenses and revenues. Adjusted
EBITDA margin is an APM. Please see slide
18
for certain information on the limitations of APMs
Anchor tenant/customer Anchor customers are telecom operators from which the Company has acquired assets
Backlog Represents management's
estimate of the amount of contracted revenues that Cellnex expects will result in future revenue from certain existing contracts. This amount is based
on a number of assumptions and estimates, including assumptions related to the performance of a number of the existing contracts
at a particular date but do not include
adjustments for inflation. One of the main assumptions relates to the contract renewals, and in accordance with the consolidated
financial statements, contracts for services
have renewable terms including, in some cases, 'all or nothing' clauses and in some instances may be cancelled under certain circumstances by the customer at short notice
without penalty.
Build-to-suit (BTS) Capex Corresponds to committed Build-to-Suit programs (consisting of sites, backhaul, backbone, edge computing centers, DAS nodes or any other type of telecommunication
infrastructure as well as any advanced payment related to it or further initiatives) and also adjacent Engineering Services that
have been contracted with different clients,
including ad-hoc capex eventually required. Cash-in from the disposal of assets (or shares) due to antitrust bodies' decisions are considered within this item. BTS Capex is an
APM. Please see slide 18
for certain information on the limitations of APMs
Customer Ratio The customer ratio relates to the average number of operators in each site. It is obtained by dividing the number of PoPs
by the average number of Telecom Infrastructure
Services sites in the year
DAS A distributed antenna system is a network of spatially separated antenna nodes connected to a common source via a transport medium that provides wireless service within a
geographic area or structure agreed with clients
Expansion Capex Investment related to business expansion that generates additional RLFCF, including among others, decommissioning, telecom site adaptation for new tenants, Engineering
Services and prepayments of land leases. Expansion Capex is an APM. Please see slide 18 for certain information on the limitations of APMs
Engineering Services On request of its customers Cellnex carries out certain works and studies such as adaptation, engineering and design services, which represent a separate income stream and
performance obligation. The costs incurred in relation to these services can be internal expense or outsourced. The revenue in relation to these services is generally recognized
as the capital expense is incurred.
Free Cash Flow Free Cash Flow is defined as RLFCF
after deducting BTS Capex and Expansion Capex (and Engineering Services Capex in the event that is reported under a dedicated
Capex line).
Free Cash Flow is an APM. Please see slide 18 for certain information on the limitations of APMs
Greenfield projects Organic growth projects regarding new telecom infrastructure which are gradually deployed such as new telecom sites, optic fiber, edge computing or DAS, mainly for the use of
Cellnex's anchor tenants, with tower-like characteristics

Definitions

Please see the Integrated Annual Report for a comprehensive explanation of APMs

Term Definition
Maintenance Capex Investments in existing tangible or intangible assets, such as investment in infrastructure, equipment and information technology systems, and are primarily linked to keeping
infrastructures, active and passive equipment, in good working order. Maintenance Capex also includes network maintenance, such us corrective maintenance (interventions
coming from network incidences and preventive visits -e.g. replacement of air conditioning or electric equipment…-), normative maintenance (mandatory inspections due to
regulatory obligations -
e.g. infrastructure certifications, lightning certifications…-
), network renewal and improvements (renewal of obsolete equipment and assets
improvement -e.g. towers reinforcement, batteries renewal, phase out management…-), continuity plans (specific plans to mitigate
risk of infrastructure collapse or failure with
existing services or assets not compliance with regulation), reroofing (solutions to allow landlords roofing interventions and avoid service discontinuity or building repairs
attributable to Cellnex) as well as other non-network maintenance activities, such us business maintenance (infrastructure adaptions for tenants upgrades not managed via
Engineering Services, or capex to renew customer contracts w/o revenues increase), IT systems or repairs and maintenance of offices, as well as Engineering Services.
Maintenance Capex is an APM. Please see slide 18 for certain information on the limitations of APMs.
M&A Capex Investments in shareholdings of companies, significant investments in acquiring portfolios of sites and/or land. M&A Capex is
an
APM. Please see slide 18 for certain information
on the limitations of APMs
MNO Mobile Network Operator
Net Debt Excludes PROFIT grants and loans
New colocations and associated
revenues
Includes new third party colocations as well as further initiatives carried out in the period such as special connectivity projects (please see slide 8 Q320 Results Presentation or
slide 22 Q1 2021 Results Presentation), indoor connectivity solutions based on DAS (please see slide 7 Q120), mobile edge computing (please see slide 7 Q220), fiber backhauling,
site configuration changes as a result of 5G rollout and other Engineering Services
Node A Node receives from the fiber optical signal from several MNOs and transforms it into radio frequency signal to transfer it to antennas after amplifying it. The definition of a
Node is always subject to managements view, and could be reviewed as new configurations might occur following technological developments.
Please note that Nodes that generate revenues for Cellnex but that are not hosted by Cellnex (marketing rights) may be excluded from the Company's reported KPIs
PoP
(Point of Presence)
A customer configuration based on the most typical technological specifications for a site within which the active equipment and
antennas are owned by the customer or by
Cellnex. The definition of PoP
is always subject to management's view, independently of the technology used or type of service such customer provides.
In the 5G/IoT network ecosystem, this definition of PoP
could be reviewed as new customer configurations might also be considered a PoP, especially in relation to new site
adjacent asset classes, subject again to the management's view.
Revenues Revenues correspond to Operating Income excluding Advances to customers (please see note 20a in our Consolidated Financial Statements ended 31 December 2022)
RLFCF Recurring Operating Free Cash Flow plus/minus changes in working capital, plus interest received, minus interest expense paid, minus income tax paid, and minus minorities.
Recurring Leveraged Free Cash Flow ("RLFCF") is an APMs. Please see slide 18 for certain information on the limitations of APMs
TIS Telecom Infrastructure Services

Disclaimer

The information and forward-looking statements contained in this presentation have not been verified by an independent entity and the accuracy, completeness or correctness thereof should not be relied upon. In this regard, the persons to whom this presentation is delivered are invited to refer to the documentation published or registered by Cellnex Telecom, S.A. and its subsidiaries ("Cellnex") with the National Stock Market Commission in Spain (Comisión Nacional del Mercado de Valores). All forecasts and other statements included in this presentation that are not statements of historical fact, including, without limitation, those regarding the financial position, business strategy, management plans, estimated investments and capital expenditures, pipeline, priorities, targets, outlook, guidance, objectives for future operations and run rate metrics of Cellnex (which term includes its subsidiaries and investees), are forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other factors (many of which are beyond Cellnex's control), which may cause actual results, performance or achievements of Cellnex, or industry results, to be materially different from those expressed or implied by these forward-looking statements. These forward-looking statements are based on numerous assumptions regarding Cellnex's present and future business strategies, performance by Cellnex's counterparties under certain of Cellnex's contracts and the environment in which Cellnex expects to operate in the future which may not be fulfilled. No representation or warrant, express or implied is made that any forward-looking statement will come to pass. In particular, this presentation contains information on Cellnex's targets, outlook and guidance, which should not be construed as profit forecasts. There can be no assurance that these targets, outlook and guidance will be met. Accordingly, undue reliance should not be placed on any forwardlooking statement contained in this presentation. All forward-looking statements and other statements herein are only as of the date of this presentation. None of Cellnex nor any of its affiliates, advisors or representatives, nor any of their respective directors, officers, employees or agents, shall bear any liability (in negligence or otherwise) for any loss arising from any use of this presentation or its contents (including any forward-looking statement), or otherwise in connection herewith, and they do not undertake any obligation to provide the recipients with access to additional information or to update this presentation or to correct any inaccuracies in the information contained or referred to herein.

To the extent available, the industry and market data contained in this presentation has come from official or third party sources. Third party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. In addition, certain of the industry and market data contained in this presentation come from Cellnex's own internal research and estimates based on the knowledge and experience of Cellnex's management in the market in which Cellnex operates, and is subject to change. Certain information contained herein is based on Cellnex's management information and estimates and has not been audited or reviewed by Cellnex's auditors. Recipients should not place undue reliance on this information. The financial information included herein has not been reviewed by Cellnex's auditors for accuracy or completeness and, as such, should not be relied upon. Certain financial and statistical information contained in the presentation is subject to rounding adjustments. Accordingly, any discrepancies between the totals and the sums of the amounts listed are due to rounding.

This presentation is addressed to analysts and to institutional or specialized investors only and should only be read together with the supporting excel document published on the Cellnex website. The distribution of this presentation in certain jurisdictions may be restricted by law. Consequently, persons to which this presentation is distributed must inform themselves about and observe such restrictions. By receiving this presentation the recipient agrees to observe any such restrictions.

Neither this presentation nor the historical performance of Cellnex's management team constitute a guarantee of the future performance of Cellnex and there can be no assurance that Cellnex's management team will be successful in implementing the investment strategy of Cellnex.

Nothing herein constitutes an offer to sell or the solicitation of an offer to purchase any security and nothing herein may be used as the basis to enter into any contract or agreement.

Non-IFRS and Alternative Performance Measures (APMs)

This presentation contains, in addition to the financial information prepared in accordance with International Financial Reporting Standards ("IFRS") and derived from our financial statements, alternative performance measures ("APMs") as defined in the Guidelines on Alternative Performance Measures issued by the European Securities and Markets Authority (ESMA) on 5 October 2015 (ESMA/2015/1415en) and other non-IFRS measures ("Non-IFRS Measures"). These financial measures that qualify as APMs and non-IFRS measures have been calculated with information from Cellnex Group; however those financial measures are not defined or detailed in the applicable financial reporting framework nor have been audited or reviewed by our auditors.

We use these APMs and non-IFRS measures when planning, monitoring and evaluating our performance. We consider these APMs and non-IFRS measures to be useful metrics for our management and investors to compare financial measure of historical or future financial performance, financial position, or cash flows. Nonetheless, these APMs and non-IFRS measures should be considered supplemental information and are not meant to substitute IFRS measures. Furthermore, companies in our industry and others may calculate or use APMs and non-IFRS measures differently, thus making them less useful for comparison purposes.

For further details on the definition and explanation on the use of APMs and Non-IFRS Measures please see the section on "Alternative performance measures" of Cellnex Telecom, S.A. Interim Consolidated Financial Statements and Consolidated Management Report for the twelve-month period ended 31 December 2022 (prepared in accordance with IAS 34), published on 28 February 2023. Additionally, for further details on the calculation and reconciliation between APMs and Non-IFRS Measures and any applicable management indicators and the financial data of the corresponding reported period, please see the backup excel file published today by Cellnex Telecom, S.A. All documents are available on Cellnex website (www.cellnex.com).

Essential information available on the Investor Relations section of Cellnex's website for further details on key items

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