Fiber JV with APG

23 March 2021

kpn. The network of the Netherlands

a BANt 118 SAED TRANSIN SET PADDEREA B

Safe harbor

Alternative performance measures and management estimates

This fire near contains a cumber of clemante neasures (con-CAAP Trump) to crowice eaders with a to reviewed by naragement, such as EBT DA and Free Cash Flow (FCF). These non-G-A P its the reast as subsitibute for KPN's GAP hay res and art unfight in during including KPVS pers. Numerial concliations are included in KPVs purterly and in the heart 2020. KPVs maragement considers these non-GAP liques, combinet with GAP performance morn only only only only of in eech of the most approxiate to measure the Group and its segments. The non-GAP for real on management for planning, reporting (intental and incertive puppose. KPN's main a temaine neasure are listed below. The financial report are based on continuing operations and were numbed in a cordance with stardance with stardard usiness prin result, totals indicated may not be equal to the precise sum of the individual figures.

Financel information is bossed on KPS as adoped by the European Union as ciscosed in the Integrated Annual Report 2020 and on not the inpact of the inpact of the inpact of th standards or interpretations. Note that certain deville from the iller delinition the considered in issuain or as a subst to for anyes of the results of the results of the re reported under FRS as adopted by the Europes as the total of evenues and other income, Adjuster evenues are centred from revenues and and and and and and and and and and and for the inpact of included as operating result before equecision (including impairnents) of PBE and anorizanion (including imparments) of intragable ssets. Adjuste EBTD A a leases ("ally site BITDA AL") is delis adjusted for the impact of restructures ("and brince") and be lease cass, including depection of right-el-see assess and interest on lease libilities (atter leases or A.). ). K.V defines staring inancial libilities epresenting the net repayment colligations in Euro, excluding deinatives, elated colarea, and esses, aling into account of the hydrid captains in is Levrage Brid, KPV defirss Net Leth as Goss Job less net cash and short-eminesmants, civiced by 12 morth olling adjusted EBITDA AL excluding mair che Group (acquisitions and discossis). The Lesse and is catculated as Net Deb including lease libilitis divided by 2 month official EBT DA excluding nair conposition of the Group (aquisitions and disposs). Coeration in cell read as adjusted EBITDA A. ni us capital experatious; (Cape) being experidition in PRE-and Flow (FCP) is defined as cash live from confini incontribution container minus Capes Return on captal employed (ROCE) is also her he recoger on the same contraded by capital employed, on a l-cuaner rolling bas het operating poth is the adjusted EBT (excluding in demails and anorization of other internations costs). KPV defines catal endoved as the carrying anount of operating asses and librid the of the rinancies. All market share information in this inance on is based on extenally available information, coles indicated on enver on KPVS non firstration reference is made to KPN's quarterly factsheets available on ir.kpn.com.

Forward-lookingstatements

Certains contained in this financial eport constitute to the statements may included linitiations steeners concerning for ene results of operations in a intern of of regulator initiatives on KPVs and its joint ventures share of new and exising makes, general industry and marce elative the the the the the there and statements presedd by , fincluding the vords "bellers","expects","will","may","could","inends","sama","taal","taal","taal","tim" or smilar expressions Thee forvard-loving statements ely on a number of assumption in events and are subject to uncertaintes and other factors, name hat could case attable materially from such statements A rumber of the letter in the Integrated Annual Report 2220. All oward-boking states in this final in this final in the france in this finance report the growth or decline, refer to such growth or decline to the situation per 31 December 2020, unless stated otherwise.

▶▶ Strengthening strategy as leading fiber operator in the Netherlands

JV taking up long tail, on top of KPN's existing plans

Further accelerating fiber rollout to medium-dense areas and business parks

Crystallizing the value of KPN's state-of-the-art fiber network

KPN & APG join forces to further accelerate the Dutch digitalization wave

Strong, reliable and mutually reinforcing partner with Dutch heritage

a good income for today, tomorrow, and beyond

~€ 575bn Assets under Management'

Renowned infrastructure investor

with of the ~ 16.5bn infra fund

Responsible ESG focused investor

Benefits for KPN

Access to institutional capital

Attractive terms

Strong Dutch partner

Long investment horizon

Expanding scope to further accelerate fiber rollout

Scope JV

~685k HP in medium-dense areas

~225k businesses

Ambitious plans to rollout fiber (2021-2026), scope to finalize rollout in years thereafter

Expanding scope to mediumdense areas and business parks

JV takes up long tail on top of KPN's existing fiber rollout plans

Ambition to cover the Netherlands through fiber

Additional JV footprint

Grow service revenues

Replace copper network

Strengthen customer footprint in less densely populated areas

Accelerate savings related to phasing out copper services

JV to operate passive infrastructure, KPN anchor tenant at arm's length

Services provided at arm's length
Allows JV to leverage KPN's rollout o know-how
Maintenance of passive infrastructure layer
Direct contact with rollout partners
Relationships with wholesale client base
· Administration and billing
WBA services to JV at arm's length
Operation of the active service layer
· Third-party wholesale access provided based on KPN's active services

Deal structure and financial terms

· Joint venture with co-controlling structure
- APG to pay ~€ 220m (pre-tax) to KPN initially, and
- ~€ 220m in annual installments as rollout progresses
~€ 1.2bn Capex largely debt financed (70%) on nonrecourse basis
· KPN's additional equity contributions more than covered by initial payment
· JV to distribute dividends to KPN and APG when reaching cash flow positive (expected in year 5+)
· Initially deconsolidated from KPN's accounts
· KPN has a conditional call option on 1 share, providing the potential to obtain control and reconsolidate in the future
Transaction subject to requlatory approval, expected to start operations in Q2 2021

Crystallizing the value of fiber

~€ 880m equity value JV ~€ 970 equity value per line