Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Tele2 Earnings Release 2009

Feb 9, 2010

2981_10-k_2010-02-09_4b037c86-54b3-473c-aaf5-46f1c4fe6d3d.pdf

Earnings Release

Open in viewer

Opens in your device viewer

Interim Report January–December 2009

in Q4 2009 Tele2's net sales amounted to SEK 9,889 million and EBITDA amounted to SEK 2,188 million.

Q4 FY
SEK million 2009 2008 % 2009 2008 %
Net sales 9,889 9,986 -1% 39,265 38,272 3%
EBITDA 2,188 2,162 1% 9,185 8,169 12%
EBIT excluding one-off items 1,300 1,198 9% 5,538 4,490 23%
EBIT 1,236 1,179 5% 5,527 2,848 94%
Net profit/loss 865 690 25% 4,601 1,715 168%
Earnings per share, after dilution (SEK) 1.95 1.57 24% 10.35 3.81 172%

The figures presented in this report correspond to Q4 2009 and continued operations unless otherwise stated. The figures shown in parentheses correspond to the comparable periods in 2008.

THE BOARD OF DIRECTORS PROPOSES A TOTAL DIVIDEND FOR 2009 AMOUNTING TO SEK 5.85

n The Board of Tele2 AB has decided to recommend an increase in the ordinary dividend of 10 percent to SEK 3.85 (3.50) per share in respect of the financial year 2009. The Board has also decided to recommend an extraordinary dividend of SEK 2.00 (1.50) per share.

Record high EBITDA contribution from market area Russia

n In Q4 2009, Tele2 Russia's EBITDA amounted to SEK 695 million, driven by strong development in the more mature regions. 1,149,000 new customers were added in the quarter, continuing the success of the roll-out of new regions.

Solid postpaid customer intake in market area Nordic

n Market area Nordic had a strong customer intake in the quarter, led by Tele2 Sweden that added 51,000 (29,000) new postpaid customers including mobile internet.

Improved cashflow from market area Central Europe

n Through improved efficiency measures addressing operational and capital expenditures, Tele2's Baltic operations were able to improve their cash flow contribution to the group despite the current economic climate.

Strong operational contribution from market area Western Europe

n Throughout 2009, the focus of market area Western European operations has been to manage their operations more effectively, focusing on business performance rather than market share. In Q4 2009, EBITDA amounted to SEK 584 (509) million, proving that the strategy is working.

Back to our roots:

Renewed focus on mobile: Paying off

our company has never been in better financial shape."

When summarizing 2009 we can conclude that our strategy to focus on mobile is paying off. As a matter of fact, our company has never been in better financial shape. It is of course the consequence of hard work and 2010 will be a year when we push our limits further, investing in both newly acquired licenses and next generation mobile technology.

Nordic

The Swedish mobile operation has once again returned to positive revenue growth, Mainly thanks to our increased focus on the postpaid segment. We are closely monitoring this progress to ensure that we do not deviate from our plan.

During the quarter we closed two significant procurement processes for mobile infrastructure in Norway and Sweden. I am happy with the outcome and together with our vendors we can now move on to create a new competitive network in Norway and start offering next generation, internet-based services in Sweden.

Russia

We have turned our Russian operations into an efficient machine when it comes to building out and launching new regions. During Q4 2009, we launched ten of them. The next step in these regions is to move from a newcomer position to a challenger position where we can increase our focus on ARPU development and retention activities beside our strong focus on subscriber acquisition. The Q4 2009 result is proof that we can balance improved profitability in our more mature regions while aggressively launching mobile services in our new regions.

Central Europe

We focus, as in earlier quarters, on maintaining our market share in the Baltic region. The market is still experiencing tough times and we are creating a foundation from which we can expand when the economy recovers. In Croatia we are working hard to increase our market share, which we believe is mandatory to be able to turn the operation into black figures during 2H 2010.

During the year, we have communicated our ambition to selectively expand our footprint in Russia and in the CIS, as long as it fits our corporate DNA. We have also concluded throughout 2009 that such a transaction should be either Greenfield or a smaller operator with not yet realized but promising future prospects. During the quarter, we announced our intention to acquire the number three operator NEO in Kazakhstan, which is in line with our ambition.

Western Europe

In Western Europe we have delivered yet another solid quarter. We are about to finalize the restructuring of Austria and when moving to the next phase we will leverage on our experience and expertise in the Netherlands. In Germany, the solid cash contribution continues.

Tele2 always provides the Best Deal. To be able to promise this to our customers we have to make sure that we are the perceived price leader and at the same time deliver expected quality. This promise is my top priority in 2010!

Going forward – the strategy is simple – Tele2 always offers the best deal.

Harri Koponen President and CEO, Tele2 AB

Financial overview

Tele2's financial performance is a function of a continued focus on mobile services on our own infrastructure, complemented in some countries by fixed broadband services and business to business offerings. Mobile sales, which continued to grow compared to the same period last year, and a greater focus on mobile services on own infrastructure have led to a prolonged expansion in the EBITDA margin. The decline in the fixed telephony customer base is expected to persist. The company will work on maximizing the return from fixed-line operations.

FINANCIAL OVERVIEW

Net customer intake amounted to 887,000 (298,000) in Q4 2009. The customer intake in mobile services almost doubled to 1,045,000 (574,000), of which 25,000 (21,000) were mobile internet users. The good intake in mobile services resulted from a solid performance mainly in Tele2 Russia. In Q4 2009, Tele2 Russia commercially launched ten new regions. During the period, Tele2 Russia had a total customer intake of 1,149,000 (484,000), of which 944,000 (105,000) were derived from new operations. Fixed broadband customer intake amounted to -10,000 (-2,000) customers in Q4 2009, due to -14,000 (-4,000) in Austria related to a reclassification of the customer base. Fixed telephony had an expected outflow of customers in the quarter. However the churn rate in the fixed telephony customer base improved in the quarter. In Q4 2009, the total customer base increased to 26,579,000 (24,018,000) due to further success in mobile services.

Net sales in Q4 2009 amounted to SEK 9,889 (9,986) million, a decrease of -1 percent. The negative revenue development was mainly a result of the divestment of Tele2 Norway's fixed broadband operations in Q2 2009.

EBITDA in Q4 2009 amounted to SEK 2,188 (2,162) million, equivalent to an EBITDA margin of 22 (22) percent. The EBITDA development was positively affected by strong operational development in fixed broadband services and to some extent was hampered by an increased push in mobile marketing spend with an emphasis on the roll-out of new regions in Russia. The EBITDA result was also negatively impacted by several temporary effects of approximately SEK -60 million in Other operations.

EBIT in Q4 2009 amounted to SEK 1,300 (1,198) million excluding one-off items of SEK -64 (-19) million 1). Including one-off items, EBIT amounted to SEK 1,236 (1,179) million. Profit/loss before tax amounted to SEK 1,112 (586) million.

Net profit/loss amounted to SEK 865 (690) million. Reported tax for Q4 2009 amounted to SEK -247 (104) million affected by one-off items amounting to SEK 20 (518) million 2). Tax payment affecting cash flow amounted to SEK -205 (-120) million.

Cash flow after Capex amounted to SEK 1,653 (704) million. CAPEX amounted to SEK 1,017 (1,328) million, mainly driven by expansion in Russia.

Net debt amounted to SEK 2,171 (4,952) million on December 31, 2009, or 0.2 times full-year 2009 EBITDA. Including guarantees to joint ventures, the net debt to full-year 2009 EBITDA amounted to 0.4 times. Tele2's available liquidity amounted to SEK 12,410 (17,248) million.

FINANCIAL COMMENTS The market

2009 proved to be a very difficult year for the global economy. However, signs of a general recovery in business and consumer activity were noticed in the final months of the period. Despite this demanding environment, Tele2 has had a strong operational development in 2009, driven mainly by prolonged underlying growth in its mobile assets and a successful turn around its Western European fixed line operations. Measures were taken throughout the year to offset the impact of economic weakness on the operational performance, such as scrutinizing capital investments and reviewing operational expenditures to avoid any unnecessary friction in the Tele2 organization. Tele2 will continue to secure best in class cost structure by prolonging the efficiency measures into 2010.

The following points should be considered when estimating 2010 for the group:

  • Tele2 forecasts a corporate tax rate of approximately 20 percent excluding one-off items. The tax payment will affect cash flow by approximately SEK 700 million.

  • Tele2 forecasts a CAPEX level in the range of SEK 4,600–4,800 million.

The following assumptions should also be taken into account when estimating the longer term operational performance of the group:

  • A mobile operation based on own infrastructure should have the ambition to reach at least 35 percent EBITDA margin.

  • A ROCE target of 20 percent for the total operation of Tele2.

Financial overview, cont.

Tele2 has GSM licenses in 37 regions in Russia covering 61 million inhabitants. The Russian operations have been divided into 17 old regions and 20 new regions. In Q4 2009, 10 of the new regions were commercially launched and the market's response has been in line with or even better than expected compared to the business plan. The following assumptions should be taken into account when estimating the operational performance of the total operations in Russia between 2010-2011:

  • Subscriber base should be able to reach 18-19 million by YE 2011.

  • Accumulated ARPU growth should amount to 5 percent in local currency.

  • EBITDA margin in the old regions should evolve in the range of 40-45 percent. EBITDA contribution in 2010 from new regions should be in the range of SEK -700 to -900 million. New regions' EBITDA margin should break even 2 years from commercial launch. Tele2 Russia's total EBITDA margin should evolve in the range of 25-30 percent.

  • Accumulated Capex in Russia should be in the range of SEK 4,500-5,000 million by YE 2011.

The following assumptions should be taken into account when estimating the Swedish mobile operations in 2010:

Tele2 will continue to target higher market share in the postpaid segment resulting in a full year EBITDA margin trending towards 30 percent.

Tele2 expects to close the acquisition of NEO in Kazakhstan during Q1 2010.

Shareholder remuneration

Tele2's intention over the medium term is to pay a progressive ordinary dividend to its shareholders. The Board of Tele2 AB has decided to recommend an increase of the ordinary dividend of 10 percent to SEK 3.85 (3.50) per share in respect of the financial year 2009 to the Annual General Meeting (AGM) in May 2010. The board has also decided to recommend an extra ordinary dividend of SEK 2.00 (1.50) per share related to divestments made during the year.

Balance Sheet

Tele2's longer term financial leverage, defined as net debt / EBITDA ratio, should be in line with the industry and the markets in which it operates and reflect the status of its operations, future strategic opportunities and contingent liabilities.

Financial overview, cont.

SEK million 2009
Q4
2008
Q4
2009
FY
2008
FY
Mobile1)
Net customer intake (thousands) 1,045 574 3,139 2,372
Net sales 6,315 6,166 24,410 23,224
EBITDA 1,571 1,577 6,319 6,419
EBIT 1,101 1,206 4,601 4,988
CAPEX 628 908 3,119 3,171
Fixed broadband1)
Net customer intake (thousands) -10 -2 -11 71
Net sales 1,607 1,632 6,691 6,098
EBITDA 271 91 1,086 36
EBIT -14 -319 -339 -1,538
CAPEX 191 221 661 735
Fixed telephony1)
Net customer intake (thousands) -148 -274 -801 -1,292
Net sales 1,406 1,664 5,986 6,869
EBITDA 370 463 1,636 1,730
EBIT 303 396 1,378 1,432
CAPEX 27 53 82 116
Total
Net customer intake (thousands) 887 298 2,327 1,141
Net sales2) 9,889 9,986 39,265 38,272
EBITDA 2,188 2,162 9,185 8,169
EBIT3) 1,236 1,179 5,527 2,848
CAPEX 1,017 1,328 4,439 4,481
EBT 1,112 586 5,027 1,835
Net profit/loss 865 690 4,601 1,715
Cash flow from operating activities 2,701 1,937 9,118 7,896
Cash flow after CAPEX 1,653 704 4,778 3,288

1) Less one-off items (see Notes 1-4)

2) Including one-off items (see Note 1)

3) Total EBIT includes result from sale of operations, impairment and other one-off items stated under the segment reporting section of EBIT (page 21 and Notes 1-4)

Significant events in the quarter

  • n Tele2 agreed to acquired the majority share in mobile operator NEO in Kazakhstan for approximately SEK 550 million (Note 9).
  • n Tele2's Board of Directors intended to propose a total dividend of SEK 5.85 for 2009.
  • n Tele2 completed the divestment of Tele2 France to Virgin Mobile for SEK 644 million (Note 9).
  • n Tele2 and Telenor selected equipment vendor to deploy 2G/4G network in Sweden.
  • n Tele2 and Network Norway selected equipment vendor to deploy 2G/3G network in Norway.
  • n Tele2 entered into settlement agreement with TeliaSonera concerning interconnect (Note 1).

Significant subsequent events

n Tele2 to acquire minority stakes in its Russian mobile operation in Rostov for SEK 368 million (Note 9).

Overview by region

Nordic sweden AND norway

The Nordic market area is a strong cash-flow generator to the Tele2 organization and also the test bed for new services.

Sweden

Mobile In Q4 2009, Tele2 Sweden had a strong quarter in the postpaid segment adding 51,000 (29,000) new customers, of which 15,000 (15,000) were mobile internet users. The continued push within the postpaid segment resulted in an increasing share of net customers with monthly installment plans. Within the total postpaid voice consumer segment 25 (20) percent of the customer base had monthly installment plans in Q4 2009. As a consequence, the acquisition costs in the quarter increased.

The total mobile internet customer base amounted to 274,000 (170,000) in the quarter and Tele2 Sweden secured the number one position in the prepaid mobile internet market.

The total net intake amounted to 20,000 (28,000) in Q4 2009. As a consequence of the changed principle of calculating the number of active customers in Q2 2009 (Note 10), the total net intake in the quarter was lower compared to the same period last year.

Net sales for mobile services grew by 2 percent to SEK 1,927 (1,889) million. EBITDA contribution was SEK 560 (611) million in Q4 2009 affected by an increased amount of subscriptions being sold with monthly installments. Tele2 Sweden showed prolonged profitability within the prepaid voice segment with an EBITDA margin of 50 (48) percent thanks to a strong ARPU development.

In the quarter the business segment leverage on its best deal position, winning several major contracts from municipalities and enterprises. The business segment also progressed positively in an independent survey measuring customer expectations, experienced quality and customer loyalty.

The mobile operations in Sweden reported an ARPU of SEK 192 (200). ARPU for mobile internet increased in the quarter to 128 (103) SEK. MoU per customer, excluding mobile internet, increased to 235 (226) in Q4 2009.

The Tele2 Stores continued to deliver good operational results as well as improved sales in value-added services. Tele2 Stores are a good match to the existing distribution channels with the aim of reaching and serving the Tele2 customer base.

Costs associated with SUNAB joint venture amounted to SEK -105 (-123) million in Q4 2009.

During the quarter Tele2 Sweden's joint venture company Net-4Mobility chose vendor for the build out of new 2G/4G network. > Fixed Broadband In Q4 2009 Tele2 Sweden had a high pace of LAN sales towards real-estate owners. LAN is the foundation for continued end customer growth on broadband-, voice- and TV-products. Tele2 Sweden has a clear price position in the fixed broadband market and has focused on cross selling products to existing customers.

The fixed broadband segment showed a stable profitability in Q4 2009 and reached an EBITDA margin of 5 (6) percent.

Fixed Telephony The scope of the fixed telephony market is slowly decreasing and activities are highly linked with the fixed broadband sales in order to increase the number of products per customer.

In the quarter, Tele2 Sweden has seen a continued demand from customers in low tariff fixed price plans and VoIP subscriptions. The fixed telephony segment showed a stable profitability in the quarter.

Norway

Mobile Tele2 Norway was able to deliver a stable revenue and EBITDA result compared to Q3 2009. The net intake in Q4 2009 amounted to 3,000 (19,000). The competition was fierce in the quarter, but Tele2 Norway succeeded in attracting high ARPU customers.

EBITDA contribution was SEK 46 (27) million in Q4 2009. EBITDA improvement was achieved through cost reductions and improved churn in the customer base. The termination rate was lowered by the authorities from NOK 1.15 to NOK 1.00 from February 10, 2009, negatively affecting EBITDA with SEK -30 million in the quarter.

The EBIT result was negatively impacted by Tele2 Norway's share of the result from the Mobile Norway joint venture of SEK -24 (-16) million in Q4 2009.

Tele2 Norway kept delivering on the best deal concept focusing on strengthening price position and increased quality perception. According to an independent survey Tele2 Norway had the best development in customer satisfaction within the Norwegian telecom market.

During the quarter Tele2 Norway's joint venture company Mobile Norway chose vendor for the build out of new 2G/3G network.

The business segment progressed positively in Q4 with good initial market traction.

Fixed Telephony Tele2 Norway was able to deliver stable revenues and EBITDA compared to previous quarter. EBITDA contribution was SEK 20 (13) million in Q4 2009. This was achieved through intensified efforts to bring costs down and keep improving the quality of the overall customer stock.

Overview by region, cont.

Russia

The Russian operation is Tele2's most important growth engine. The company has GSM licenses in 37 regions with approximately 61 million inhabitants.

Mobile Tele2 Russia's strategy to balance costs associated with the build out of new regions with improved profitability in the more mature regions continued to reap good results in Q4 2009. In the quarter, ten new regions were launched commercially. The market's response has been in line with or even better than expected compared to the business plan. The customer base of the new regions grew by 944,000 (105,000) customers (some of the new licences offered to operators have been challenged in court due to alledged noncompliance with license terms).

Tele2 Russia had an overall robust customer intake and added 1,149,000 (484,000) new users in the quarter. The customer intake was also supported by improved churn in the total base. Despite an impact from customer base growth in new regions MoU for the total operations increased by 8 percent compared to Q4 2008, amounting to 227 (211). ARPU amounted to 51 (59), despite a strong customer intake in new regions. The general pricing environment remained highly competitive throughout the Tele2 Russia footprint.

Supported by customer growth, Tele2 Russia carried on demonstrating good financial performance in the quarter. Revenue grew by 8 percent in Q4 2009 compared to the same period last year. The EBITDA margin development was robust driven by strong operational performance in the more mature regions, focusing more on customer retention measures and stimulating usage rather than market share. EBITDA in the 17 mature regions amounted to SEK 889 (708) million, equivalent to a margin of 45 (36) percent. EBITDA in the new regions amounted to SEK –194 (–63) million.

Tele2 Russia will continue to look for possibilities to carefully expand its operations through new licenses as well as complementary acquisitions which fit with its corporate culture.

Overview by region, cont.

Central europe Estonia, Latvia, Lithuania AND Croatia

Tele2's Baltic operations will remain focused on creating a strong operational platform it can leverage on once economic stability re-emerges in the region. Tele2's Croatian operation is a strong challenger as it offers the best deal in both voice services and mobile internet.

Estonia

Mobile Q4 was marked in Estonia by an enduring economic downturn, a decline in consumer confidence, and a high price pressure in all customer segments. This challenging economical situation affected the overall operational performance.

More and more customers having reviewed their telecom service provider during the year, Tele2 Estonia managed to utilize its clear price-leader position to acquire both private and corporate customers. Price competition intensified to become very fierce during the quarter, particularly in the corporate segment. However, through improved efficiency measures of both operational and capital expenditures, Tele2 Estonia was able to expand its EBITDA margin and improve cash flow contribution.

Tele2 will keep on building out 3G network in Estonia and strengthen its competitive position on the mobile internet market by generalizing mobile internet prepaid services.

Latvia

Mobile Managing the economic turmoil has kept being the toughest challenge of Tele2 Latvia during Q4 2009.

Fallen trade exports and weak domestic demand had considerable negative effects on economic performance. Besides, intense competition caused the mobile market to be constrained by a very tough pricing environment.

All those factors affected the operational result of Tele2 Latvia during the quarter, in both the prepaid and the postpaid segments. In the quarter a new marketing concept, referred to as the Meteorite campaign, was launched with good market traction.

Nevertheless, the postpaid segment suffered as a consequence of the deteriorating economic context, higher bad debt, and marketing costs (related to the Meteorite campaign), which was reflected in the EBITDA for Q4 2009. However, through scrutinizing capital expenditures, Tele2 Latvia was able to stabilize cash flow contribution.

Tele2 Latvia will continue to actively work on expanding market share in the corporate segment, including stateowned companies, as business customers tend to become more price-sensitive.

Lithuania

Mobile In a period of persistent market slowdown, Tele2 Lithuania has managed to benefit from a sustained price leadership position, supported by effective sales and marketing campaigns. During Q4, Tele2 Lithuania experienced good operational development and kept gaining market shares in both the postpaid consumer and corporate segments, confirming its position as market leader. Although the company showed a very strong postpaid intake, the prepaid market declined significantly, accounting for Tele2 Lithuania's overall negative net intake.

The economic downturn has continued to negatively affect ARPU during Q4, leading to decreasing revenue. Nevertheless, Tele2 was able to successfully increase profitability by managing to keep reducing acquisition costs. Consequently, the EBITDA margin reached 31 (27) percent at the end of Q4 2009. By means of reducing capital expenditures, cash flow contribution improved in the quarter.

Tele2 Lithuania will continue to focus on growing its market share in the corporate segment, to benefit from general pricesensitivity among private companies and state-owned organizations. It will also pursue its penetration of the mobile internet market, which started showing early signs of interest for that product.

Croatia

Mobile Tele2 Croatia has been experiencing a healthy customer intake trend, especially across all segments. As a consequence of the changed principle of calculating the number of active customers in Q2 2009 (Note 10), the total net intake in the quarter was lower compared to the same period last year.

As an effect of the economic turmoil, price competition kept increasing in the market during the year. However, Tele2 Croatia maintained its price leading position, by generalizing the saving guarantee concepts it had introduced at the beginning of 2009. Tele2 means to utilize the current economical downturn to prompt customers to save on mobile telecommunications.

Tele2 Croatia will carry on laying emphasis on profitability and reach EBITDA break-even by 2H 2010 with the objective to double its market share in the medium term.

Overview by region, cont.

Western europe the netherlands, Germany and Austria

the EBITDA Margin in the netherlands amounted in Q4 2009 to 24%

Tele2's operations in Western Europe is the gold standard for the Group in Business to Business services and consumer fixed broadband.

The Netherlands

Mobile Due to the competitive environment in the Dutch mobile market, Tele2 Netherlands decided to move its customer base to the T-Mobile network in order to capture on more competitive rates. The migration was completed at the end of Q3 2009. As a result, Tele2 Netherlands was able to realize a significant improvement in the gross margins of its residential mobile (MVNO) operations during the fourth quarter. Based on the new MVNO with T-Mobile, Tele2 Netherlands launched new campaigns with innovative postpaid propositions, which halted the declining trend and showed a net increase in the postpaid customer base during December 2009. As Tele2 Netherlands continues to focus on high value postpaid subscriptions, the prepaid base and associated revenues showed a decline. During the fourth quarter, Tele2 Netherlands also launched – as one of the few operators in the Dutch market- a bundled fixed and mobile internet proposition, allowing customers to access the internet both at home and when travelling.

Fixed Broadband The Dutch fixed broadband market showed an increase in competition from cable operators that offer high speed offerings based on the latest Docsis 3.0 technology during the quarter. Tele2 Netherlands countered this offer with the newly launched VDSL product "Fiberspeed", which offers customers download speeds of up to 60 Mbps. The roll-out of the VDSL technology is expected to be completed during the first half of 2010. During Q4 2009, Tele2 Netherlands continued to materialize on its price leading position in the market which resulted in a continued growth of the residential fixed broadband base. During the quarter Tele2 Netherlands also launched a new triple play offer based on HD TV.

During Q4 2009, Tele2 Netherlands was successful in prolonging existing contracts with corporate customers and in acquiring large new accounts (such as the three largest Technical Universities in The Netherlands, Thomas Cook and LTO) in the corporate segment. In local currency, the business revenues of Tele2 Netherlands showed an increase of approximately 3 percent

year-on-year, while the total market size showed a decline. The total fixed broadband revenues increased to a further 55 (49) percent of total revenue in Q4 2009, providing substantial growth in margins.

The company is expected to further benefit from improvements in the regulatory environment, such as the lowering of mobile termination rates and a decline in the copper line rental fees.

In Q4 2009, EBIT was positively affected by SEK 75 million in lower depreciation in Tele2 Netherlands derived from valuation of customer agreements related to the acquisition of Versatel in 2005 (which has now been fully amortized).

Fixed Telephony The traditional fixed (resell) telephony market continued to decline in favour of bundled (dual play) offers. Tele2 Netherlands continued to up-and cross sale its fixed telephony base towards its own bundled offerings. The company also continued to retain its CPS customer base with its wholesale line rental product (WLR).

Germany

Fixed Broadband In 2009 the fixed broadband market has shown signs of market saturation and the expected market consolidation has started. Mainly the cable operators as well as the incumbent continued with promotional pricing as an important marketing tool. Tele2 Germany's strategy in focusing on profitability rather than on market share was successfully delivered and led to improved results in EBITDA. The ongoing retention activities were effective and slowed down the churn trend, which led to a higher customer base than planned.

Fixed Telephony Tele2 Germany remained the largest CPS (Carrier Pre-Select) provider in the market. As a result of the Company's emphasis on retention activities and customer base management the customer base developed better than planned. The EBITDA margin for fixed line was at 34 (40) percent in Q4 2009. Price competition in this segment was relatively low as most operators concentrated their marketing initiatives on fixed broadband services.

Austria

Fixed Broadband Tele2 Austria continued to improve overall cost structure in all segments. In conjunction with internal organizational streamlining, which will be a base for more marketing focused strategy in 2010, Tele2 Austria continued to accelerate in higher EBITDA and Cash Flow contribution compared to the same period last year.

Fixed Telephony The decline of the fixed line base continued to decrease due to effective retention measures that affected the churn positively. For the business segment, fixed telephony was still sustaining a stable development.

Other items

Risks and uncertainty factors

Tele2's operations are affected by a number of external factors. The risk factors considered to be most significant to Tele2's future development are operating risks such as the economic recession, operations in Russia, changes in regulatory legislation in telecommunication services, increased competition, introduction of new services, ability to attract and retain customers, legal proceedings and financial risks such as currency risk, interest risk, liquidity risk and credit risk. In addition to the risks described in Tele2's annual report for 2008 (see Directors' report and Note 2 of the report for a detailed description of Tele2's risk exposure and risk management), no additional significant risks are estimated to have developed.

Company disclosure

Tele2 AB (publ) Annual General Meeting 2010

The 2010 Annual General Meeting will be held on May 17, 2010 in Stockholm. Shareholders wishing to have a matter considered at the Annual General Meeting should submit their proposals in writing to [email protected] or to the Company Secretary, Tele2 AB (publ), P.O. Box 62, SE-164 94 Kista, Sweden, at least seven weeks before the Annual General Meeting in order that the proposal may be included in the notice to the meeting.

Further details on how and when to register will be published in advance of the Annual General Meeting.

Nomination committee for the 2010 Annual General Meeting

A Nomination Committee of major shareholders in Tele2 AB (publ) has been formed in accordance with the resolution of the 2009 Annual General Meeting. The Nomination Committee is comprised of Cristina Stenbeck on behalf of Investment AB Kinnevik, Åsa Nisell on behalf of Swedbank Robur Fonder, Peter Lindell on behalf of AMF Pension and Ramsey Brufer on behalf of Alecta. Information about the work of the Nomination Committee can be found on Tele2's corporate website at www.tele2.com.

Shareholders wishing to propose candidates for election to the Board of Directors of Tele2 AB (publ) should submit their proposal in writing to [email protected] or to the Company Secretary, Tele2 AB (publ), P.O. Box 62, SE 164 94, Kista, Sweden.

Other

The annual report 2009 is expected to be released on the 26 March, 2010 and available on www.tele2.com. Tele2 will release the financial and operating results for the period ending March 31, 2010 on April 21, 2010.

Stockholm, February 9, 2010 Tele2 AB

Vigo Carlund Mike Parton Mia Brunell Livfors

Chairman Deputy Chairman

Jere Calmes John Hepburn John Shakeshaft

Cristina Stenbeck Pelle Törnberg

Harri Koponen President and CEO

Review Report Introduction

We have reviewed the interim report for Tele2 AB (publ) for the period January 1 - December 31, 2009. The Board of Directors and the President are responsible for the preparation and presentation of this interim report in accordance with IAS 34 and the Annual Accounts Act. Our responsibility is to express a conclusion on this interim report based on our review.

Scope of Review

We conducted our review in accordance with the Standard on Review Engagements (SÖG) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review has a different focus and is substantially less in scope than an audit conducted in accordance with Standards on Auditing in Sweden RS and other generally accepted auditing practices in Sweden. The procedures performed in a review do not enable us to obtain a level of assurance that would make us aware of all significant matters that might be identified in an audit. Therefore, the conclusion expressed based on a review does not give the same level of assurance as a conclusion expressed based on an audit.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the interim report is not, in all material respects, prepared for the Group in accordance with IAS 34 and the Annual Accounts Act, and for the Parent Company in accordance with the Annual Accounts Act.

Stockholm, February 9, 2010 Deloitte AB

Jan Berntsson Authorized Public Accountant

INTERIM Result CONFERENCE CALL

Tele2 will host a conference call, with an interactive presentation, for the global financial community at 10.00 am CET (09.00 am UK time/04.00 am NY time) on Tuesday, February 9, 2010. The conference call will be held in English and also available as audiocast on Tele2's website, www.tele2.com.

Dial-in information:

To ensure that you are connected to the conference call, please dial in a few minutes before the start of the conference call to register your attendance.

Dial-in numbers:

Sweden: +46 8 505 598 53 UK: + 44 203 043 24 36 US: + 1 866 458 40 87

You will also be in a position to listen to the conference call afterwards: Replay number until February 22, 2010: Sweden: +46 8 506 269 49 Passcode: 236670#

visit our website: www.tele2.com

Contacts

Harri Koponen President and CEO Telephone: +46 (0)8 5620 0060

Lars Nilsson

CFO Telephone: +46 (0)8 5620 0060

Lars Torstensson

Investor Relations Telephone: +46 (0)8 5620 0042

Tele2 AB

Company registration nr: 556410-8917 Skeppsbron 18 P.O. Box 2094 SE-103 13 Stockholm Sweden Tel +46 (0)8 5620 0060 www.tele2.com

APPENDICES

Income statement Comprehensive income Change in shareholders' equity Balance sheet Cash flow statement Number of customers Net sales Internal sales EBITDA EBIT CAPEX Key ratios Parent company Notes

Tele2 is one of Europe's leading telecom operators, always providing the best deal. We have 27 million customers in 10 countries. Tele2 offers mobile services, fixed broadband and telephony, data network services, cable TV and content services. Ever since Jan Stenbeck founded the company in 1993, it has been a tough challenger to the former government monopolies and other established providers. Tele2 has been listed on the NASDAQ OMX Stockholm since 1996. In 2009, we had net sales of SEK 39.3 billion and reported an operating profit (EBITDA) of SEK 9.2 billion.

Income statement

SEK million Note 2009
full year
2008
full year
2009
Q4
2008
Q 4
CONTINUING OPERATIONS
Net sales 1 39,265 38,272 9,889 9,986
Operating expenses 2 −33,722 −33,819 −8,588 −8,843
Impairment of goodwill and customer agreements 2 −5 −1,033 −5 −20
Sale of operations, profit 3 44 125 38
Sale of operations, loss 4 −37 −13 −29 9
Result from shares in associated companies and joint ventures 5 −98 −212 −38 −30
Impairment of shares in joint ventures 2 −582 −16
Other operating income 6 422 450 102 144
Other operating expenses 6 −342 −340 −95 −89
Operating profit/loss, EBIT 5,527 2,848 1,236 1,179
Net interest expenses −358 −400 −9 −86
Exchange rate differences, external 3 −344 −61 −251
Exchange rate differences, intragroup −80 −206 −30 −264
Other financial items −65 −63 −24 8
Profit/loss after financial items, EBT 5,027 1,835 1,112 586
Tax on profit/loss 7 −426 −120 −247 104
Net profit/loss from contin
uing ope
ration
s
4,601 1,715 865 690
DISCONTINUED OPERATIONS
Net profit/loss from discontinued operations 9 −46 718 184 204
NET PROFIT/LOSS 4,555 2,433 1,049 894
ATTRIBUTABLE TO
Equity holders of the parent company 4,519 2,411 1,041 896
Minority interest 36 22 8 −2
NET PROFIT/LOSS 4,555 2,433 1,049 894
Earnings per share (SEK) 10.26 5.44 2.36 2.03
Earnings per share, after dilution (SEK) 10.24 5.43 2.36 2.03
FROM CONTINUING OPERATIONS
Earnings per share (SEK) 10.37 3.82 1.95 1.57
Earnings per share, after dilution (SEK) 10.35 3.81 1.95 1.57
Number of outstanding shares, basic 8 440,381,339 440,351,339
Number of shares in own custody 8 5,798,000 9,448,000
Number of shares, weighted average 8 440,355,339 443,538,839
Number of shares after dilution 8 441,506,048 441,063,416
Number of shares after dilution, weighted average 8 441,272,717 443,867,042

Comprehensive income

SEK million Note 2009
full year
2008
full year
2009
Q4
2008
Q4
Net profit/loss 4,555 2,433 1,049 894
OTHER COMPREHENSIVE INCOME
Exchange rate differences −1,370 2,351 396 1,906
Exchange rate differences, tax effect −565 800 184 589
Reversed cumulative exchange rate differences from divested
companies 9 −138 −197 −127 −144
Withholding tax −19 −19
Cash flow hedges −6 −141 −4 −133
Cash flow hedges, tax effect 40 1 38
Other comprehensive income for the period, net of tax −2,098 2,853 431 2,256
Total COMPREHENSIVE INCOME FOR THE PERIOD 2,457 5,286 1,480 3,150
ATTRIBUTABLE TO
Equity holders of the parent company 2,425 5,259 1,471 3,148
Minority interest 32 27 9 2
Total COMPREHENSIVE INCOME FOR THE PERIOD 2,457 5,286 1,480 3,150

Change in shareholders´ equity

Dec 31, 2009 Dec 31, 2008
Attributable to Attributable to
SEK million Note equity
holders of
the parent
company
minority
interests
Total
share
holders'
equity
equity
holders of
the parent
company
minority
interests
Total
share
holders'
equity
Shareholders' equity, January 1 28,151 50 28,201 26,821 28 26,849
Costs for stock options 8 25 25 24 24
New share issues 8 4 4 1 1
Repurchase of own shares 8 −1 −1 −462 −462
Dividends 8 −2,202 −4 −2,206 −3,492 −3,492
Purchase of minority −15 −15 −12 −12
New share issues to minority 7 7
Comprehensive income for the period 2,425 32 2,457 5,259 27 5,286
SHAREHOLDERS' EQUITY, END OF PERIOD 28,402 63 28,465 28,151 50 28,201

Balance sheet

SEK million Note Dec 31, 2009 Dec 31, 2008
Assets
FIXED ASS
ETS
Goodwill 9 10,179 11,473
Other intangible assets 2,234 2,121
Intangible assets 12,413 13,594
Tangible assets 15,344 15,566
Financial assets 596 427
Deferred tax assets 7 4,629 4,754
FIXED ASS
ETS
32,982 34,341
CURR
ENT ASS
ETS
Materials and supplies 201 368
Current receivables 5,770 7,815
Short-term investments 114 3,359
Cash and cash equivalents 1,312 1,250
CURR
ENT ASS
ETS
7,397 12,792
ASS
ETS
40,379 47,133
Equit
y and
liabilities
SHAREHOLDERS' EQUITY
Attributable to equity holders of the parent company 28,402 28,151
Minority interests 63 50
SHAREHOLDERS' EQUITY 28,465 28,201
LONG-TERM LIABILITIES
Interest-bearing liabilities 3,188 2,161
Non-interest-bearing liabilities 731 758
LONG-TERM LIABILITIES 3,919 2,919
SHORT-TERM LIABILITIES
Interest-bearing liabilities 443 7,635
Non-interest-bearing liabilities 7,552 8,378
SHORT-TERM LIABILITIES 7,995 16,013
EQUITY AND LIABILITIES 40,379 47,133

Cash flow statement*

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
OPERATING ACTIVITIES
Cash flow from operations, other 8,870 8,166 2,485 2,433 2,060 1,892 1,930 2,405
Taxes paid 7 −883 −377 −205 −98 −124 −456 −120 −90
Changes in working capital 1 1,131 107 421 252 63 395 127 279
CAS
H FLOW FROM OPERATING ACTIVITIES
9,118 7,896 2,701 2,587 1,999 1,831 1,937 2,594
INVESTING ACTIVITIES
Capital expenditure in intangible
and tangible assets, CAPEX
11 −4,340 −4,608 −1,048 −1,065 −1,078 −1,149 −1,233 −930
Cash flow after CAPEX 4,778 3,288 1,653 1,522 921 682 704 1,664
Acquisition of shares and participations 9 −845 −676 −167 −302 −317 −59 −141 −47
Sale of shares and participations 9 848 2,273 511 94 281 −38 247 2,172
Changes of short-term investments etc 3,383 331 −16 103 2,934 362 5 12
Cash flow from investing activities −954 −2,680 −720 −1,170 1,820 −884 −1,122 1,207
CAS
H FLOW AFTER INVESTING ACTIVITIES
8,164 5,216 1,981 1,417 3,819 947 815 3,801
FINANCING ACTIVITIES
Change of loans, net −5,872 −2,433 −1,332 −1,564 −1,492 −1,484 −831 −4,577
Dividends 8 −2,202 −3,492 −2,202
New share issues 8 4 1 3 1 1
Repurchase of own shares 8 −1 −462 −1 −462
Dividend to minority −4 −3 −1
Other financing activities 7
Cash flow from financing activities −8,075 −6,379 −1,329 −1,567 −3,695 −1,484 −831 −5,038
NET CHANGE IN CAS
H AND CAS
H
EQUIVALENTS
89 −1,163 652 −150 124 −537 −16 −1,237
Cash and cash equivalents
at beginning of period
Exchange rate differences in cash
1,250
−27
2,459
−46
683
−23
1,021
−188
792
105
1,250
79
1,327
−61
2,524
40
CASH AND CASH EQUIVALENTS
AT END OF THE PERIOD
1,312 1,250 1,312 683 1,021 792 1,250 1,327

* including discontinued operations (Note 9).

Number of customers

Number of customers Net intake
Thousands Note 2009
Dec 31
2008
Dec 31
2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 10 3,363 3,358 205 259 20 107 56 22 28 127
Fixed broadband 444 433 11 47 1 7 −3 6 3 12
Fixed telephony 746 817 −71 −101 −17 −17 −16 −21 −33 −12
4,553 4,608 145 205 4 97 37 7 −2 127
Norway
Mobile 10 466 460 8 12 3 7 2 −4 19 4
Fixed broadband 9 91 −7 −21 −3 −4 −7 −6
Fixed telephony 120 133 −13 −30 −4 −3 −6 −4 −8
586 684 −12 −39 3 3 −4 −14 8 −10
Russia
Mobile 10 14,451 10,422 2,947 1,858 1,149 1,100 478 220 484 449
Estonia 14,451 10,422 2,947 1,858 1,149 1,100 478 220 484 449
Mobile 10 447 502 −23 10 −12 3 −1 −13 −1
Fixed telephony 13 16 −3 −4 −1 −1 −1 −1 −1
460 518 −26 6 −13 2 −2 −13 −2 −1
Lithuania
Mobile 10 1,608 1,924 −65 128 −60 22 −19 −8 12 49
Fixed broadband 44 41 3 5 1 1 1 1 1
Fixed telephony 3 4 −1 −2 −1 −1
1,655 1,969 −63 131 −59 22 −19 −7 12 50
Latvia
Mobile 10 1,058 1,106 −36 −16 −19 5 1 −23 −25 5
Fixed telephony 1 2 −1 −2 −1 −1
1,059 1,108 −37 −18 −19 4 1 −23 −26 5
Croatia
Mobile 10 598 703 122 233 −18 70 8 62 76 74
598 703 122 233 −18 70 8 62 76 74
Netherlands
Mobile 10 399 458 −19 −112 −18 −8 −1 8 −19 −23
Fixed broadband
Fixed telephony
418
307
368
389
50
−82
44
−105
8
−17
15
−20
13
−18
14
−27
19
−23
11
−30
1,124 1,215 −51 −173 −27 −13 −6 −5 −23 −42
Germany
Fixed broadband 139 177 −38 4 −6 −8 −10 −14 −14 −7
Fixed telephony 10 1,468 2,030 −562 −906 −90 −170 −115 −187 −172 −112
1,607 2,207 −600 −902 −96 −178 −125 −201 −186 −119
Austria
Fixed broadband 134 164 −30 −8 −14 −5 −4 −7 −4 −3
Fixed telephony 352 420 −68 −142 −23 −14 −17 −14 −39 −32
486 584 −98 −150 −37 −19 −21 −21 −43 −35
Other
Other operations −10
−10
TOTAL
Mobile 10 22,390 18,933 3,139 2,372 1,045 1,306 524 264 574 685
Fixed broadband 1,179 1,274 −11 71 −10 10 −7 −4 −2 8
Fixed telephony
Other operations
10 3,010
3,811
−801
−1,292
−10
−148
−228
−170
−255
−274
−195
TOTAL CONTINUING 26,579 24,018 2,327 1,141 887 1,088 347 5 298 498
OPERATIONS
Acquired companies 4 4
Divested companies −84 −106 −84
Changed method
of calculation 10 318 211 −249 567 211
Discontinued operations
Net intake 9 −18 −40 −18 −6 −9 −25 2 −33
Divested companies 9 486 −377 −1,467 −377 −466 −1,001
Changed method
of calculation 9 −51 −37 −14
TOTAL OPERATIONS 26,579 24,486 2,093 −235 504 709 900 −20 49 −536

Net sales

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 13 7,722 7,698 1,948 1,962 1,969 1,843 1,908 2,001
Fixed broadband 13 1,400 1,313 355 346 349 350 348 328
Fixed telephony 13 1,909 2,120 476 471 476 486 522 518
Other operations 13 264 242 52 49 75 88 71 55
Norway 11,295 11,373 2,831 2,828 2,869 2,767 2,849 2,902
Mobile 2,616 2,533 667 659 654 636 609 639
Fixed broadband 9 194 409 3 2 92 97 95 99
Fixed telephony 482 554 120 117 120 125 128 130
3,292 3,496 790 778 866 858 832 868
Russia
Mobile 7,600 6,867 2,155 1,918 1,843 1,684 1,992 1,763
7,600 6,867 2,155 1,918 1,843 1,684 1,992 1,763
Estonia
Mobile 998 1,045 236 247 261 254 263 261
Fixed telephony 11 14 2 3 3 3 3 3
Other operations 56 62 13 15 14 14 17 18
1,065 1,121 251 265 278 271 283 282
Lithuania
Mobile 1,674 1,599 404 413 435 422 455 404
Fixed broadband 27 22 7 6 7 7 6 6
Fixed telephony 3 7 1 2 2 2
1,704 1,628 411 420 442 431 463 412
Latvia
Mobile
1 1,636 1,734 369 399 420 448 443 442
Fixed telephony 2 1
1,636 1,736 369 399 420 448 444 442
Croatia
Mobile 1,296 859 346 342 316 292 269 246
1,296 859 346 342 316 292 269 246
Netherlands
Mobile 1,014 1,060 232 245 272 265 260 268
Fixed broadband 1 3,529 2,895 879 869 845 936 796 688
Fixed telephony 1,429 1,505 327 338 375 389 379 348
Other operations 746 805 167 174 198 207 202 194
6,718 6,265 1,605 1,626 1,690 1,797 1,637 1,498
Germany
Fixed broadband 436 484 98 103 113 122 122 122
Fixed telephony 1,670 2,117 367 389 441 473 504 498
Other operations 436 428 111 104 109 112 100 101
Austria 2,542 3,029 576 596 663 707 726 721
Fixed broadband 1 1,123 996 269 271 286 297 270 257
Fixed telephony 522 597 121 122 131 148 140 141
Other operations 670 638 185 173 150 162 149 154
2,315 2,231 575 566 567 607 559 552
Other
Other operations 13 1,102 1,604 258 266 276 302 380 330
1,102 1,604 258 266 276 302 380 330
TOTAL
Mobile 24,556 23,395 6,357 6,185 6,170 5,844 6,199 6,024
Fixed broadband 6,709 6,119 1,611 1,597 1,692 1,809 1,637 1,500
Fixed telephony 6,026 6,916 1,413 1,441 1,546 1,626 1,679 1,640
Other operations 3,274 3,779 786 781 822 885 919 852
40,565 40,209 10,167 10,004 10,230 10,164 10,434 10,016
Internal sales, elimination −1,316 −1,847 −277 −317 −355 −367 −416 −438
39,249 38,362 9,890 9,687 9,875 9,797 10,018 9,578
One-off items 1 16 −90 −1 76 −59 −32 −58
TOTAL CONTINUING OPERATIONS 39,265 38,272 9,889 9,763 9,816 9,797 9,986 9,520
Discontinued operations 9 1,092 3,714 177 278 314 323 471 910
TOTAL OPERATIONS 40,357 41,986 10,066 10,041 10,130 10,120 10,457 10,430

Internal sales

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 13 54 93 21 19 7 7 19 32
Fixed broadband 13 1
Fixed telephony 13 7 1 3 3
Other operations 13 120 154 12 21 43 44 36 33
181 248 33 41 53 54 55 65
Norway
Mobile 3 −1
Fixed telephony 32 42 7 7 7 11 14 9
32 45 7 7 7 11 14 8
Russia
Mobile 60 58 16 25 12 7 9 17
60 58 16 25 12 7 9 17
Estonia
Other operations 56 62 13 15 14 14 17 18
56 62 13 15 14 14 17 18
Lithuania
Mobile 15 10 4 3 5 3 3 3
Fixed telephony 1 5 1 1 2
16 15 4 3 5 4 4 5
Latvia
Mobile 1 17 7 1 8 3 5 2 3
17 7 1 8 3 5 2 3
Netherlands
Fixed broadband 18 20 4 5 4 5 5 5
Other operations 32 61 9 6 9 8 9 13
50 81 13 11 13 13 14 18
Germany
Other operations 135 219 26 32 40 37 43 49
135 219 26 32 40 37 43 49
Austria
Other operations 42 103 9 11 13 9 15 22
42 103 9 11 13 9 15 22
Other
Other operations 13 727 1,009 155 164 195 213 243 233
727 1,009 155 164 195 213 243 233
TOTAL
Mobile 146 171 42 55 27 22 33 54
Fixed broadband 18 21 4 5 4 5 5 5
Fixed telephony 40 47 7 8 10 15 15 11
Other operations 1,112 1,608 224 249 314 325 363 368
TOTAL CONTINUING OPERATIONS 1,316 1,847 277 317 355 367 416 438
Discontinued operations 9 107 7 27
TOTAL OPERATIONS 1,316 1,954 277 317 355 367 423 465

EBITDA

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 13 2,375 2,646 560 600 620 595 611 708
Fixed broadband 13 117 −34 19 44 16 38 20 15
Fixed telephony 13 433 440 103 116 96 118 121 107
Other operations 13 59 −34 7 6 32 14 10 −8
2,984 3,018 689 766 764 765 762 822
Norway
Mobile 180 143 46 58 51 25 27 63
Fixed broadband 9 2 −39 2 1 2 −3 −1 −7
Fixed telephony 64 84 20 17 13 14 13 18
246 188 68 76 66 36 39 74
Russia
Mobile 2,473 2,368 695 596 644 538 645 628
2,473 2,368 695 596 644 538 645 628
Estonia
Mobile 290 333 63 74 77 76 64 94
Fixed telephony 2 1
Other operations 2 10 1 −1 2 4 3
292 345 64 73 77 78 69 97
Lithuania
Mobile 591 483 125 143 167 156 124 116
Fixed broadband 6 5 2 1 2 1 2 1
Fixed telephony 1 4 1 −1 1 1 1
598 492 128 143 169 158 127 118
Latvia
Mobile 527 646 108 132 138 149 158 165
527 646 108 132 138 149 158 165
Croatia
Mobile
−244 −363 −53 −43 −57 −91 −108 −77
−244 −363 −53 −43 −57 −91 −108 −77
Netherlands
Mobile 127 163 27 36 50 14 56 41
Fixed broadband 1–2 926 509 227 249 201 249 128 129
Fixed telephony 344 332 84 82 95 83 95 98
Other operations 212 154 52 53 56 51 45 50
1,609 1,158 390 420 402 397 324 318
Germany
Fixed broadband −134 −270 −23 −20 −38 −53 −63 −45
Fixed telephony 2 627 739 126 158 164 179 201 205
Other operations 23 22 6 6 5 6 6 3
516 491 109 144 131 132 144 163
Austria
Fixed broadband 1 169 −135 44 52 55 18 5 −8
Fixed telephony 167 129 36 42 49 40 31 28
Other operations 35 23 5 8 15 7 5 4
371 17 85 102 119 65 41 24
Other
Other operations 13 −187 −191 −95 −34 −44 −14 −39 −92
−187 −191 −95 −34 −44 −14 −39 −92
TOTAL
Mobile 6,319 6,419 1,571 1,596 1,690 1,462 1,577 1,738
Fixed broadband 1,086 36 271 327 238 250 91 85
Fixed telephony 1,636 1,730 370 414 417 435 463 457
Other operations 144 −16 −24 38 64 66 31 −40
TOTAL CONTINUING OPERATIONS 9,185 8,169 2,188 2,375 2,409 2,213 2,162 2,240
Discontinued operations 9 148 298 38 55 41 14 25 95
TOTAL OPERATIONS 9,333 8,467 2,226 2,430 2,450 2,227 2,187 2,335

EBIT

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 13 1,789 2,170 384 439 471 495 511 597
Fixed broadband 13 −234 −369 −63 −39 −76 −56 −103 −56
Fixed telephony 13 378 390 89 101 83 105 108 95
Other operations 13 2 −91 −5 −6 16 −3 −14 −18
1,935 2,100 405 495 494 541 502 618
Norway
Mobile 90 75 18 36 31 5 6 41
Fixed broadband 9 −16 −72 2 2 −8 −12 −9 −16
Fixed telephony 53 76 17 15 10 11 11 16
127 79 37 53 33 4 8 41
Russia
Mobile 1,822 1,834 529 419 481 393 501 492
1,822 1,834 529 419 481 393 501 492
Estonia
Mobile 217 255 44 55 60 58 40 80
Fixed telephony 1
Other operations 2 10 2 4 3
219 266 44 55 60 60 44 83
Lithuania
Mobile 491 401 100 118 142 131 102 96
Fixed broadband 1 2 1 1
Fixed telephony 1 4 1 −1 1 1 1
493 407 101 117 142 133 104 97
Latvia
Mobile 427 556 82 107 114 124 131 144
427 556 82 107 114 124 131 144
Croatia
Mobile −353 −446 −81 −71 −84 −117 −131 −98
−353 −446 −81 −71 −84 −117 −131 −98
Netherlands
Mobile 118 143 25 34 47 12 46 39
Fixed broadband 1–2 36 −435 66 13 −43 −101 −99
Fixed telephony 264 250 66 63 73 62 74 78
Other operations 160 103 39 41 43 37 32 38
578 61 196 151 120 111 51 56
Germany
Fixed broadband −173 −364 −35 −29 −45 −64 −76 −56
Fixed telephony 2 574 680 108 146 153 167 188 191
Other operations 23 22 6 6 5 6 6 3
424 338 79 123 113 109 118 138
Austria
Fixed broadband 1 47 −300 16 23 22 −14 −31 −47
Fixed telephony 108 31 22 28 34 24 14 4
Other operations −1 −8 −3 −2 6 −2 −5 −3
154 −277 35 49 62 8 −22 −46
Other
Other operations 13 −288 −428 −127 −47 −68 −46 −108 −137
−288 −428 −127 −47 −68 −46 −108 −137
TOTAL
Mobile 4,601 4,988 1,101 1,137 1,262 1,101 1,206 1,391
Fixed broadband −339 −1,538 −14 −30 −150 −145 −319 −274
Fixed telephony 1,378 1,432 303 352 353 370 396 385
Other operations −102 −392 −90 −8 2 −6 −85 −114
5,538 4,490 1,300 1,451 1,467 1,320 1,198 1,388
One-off items 1–4 −11 −1,642 −64 116 −59 −4 −19 −969
TOTAL CONTINUING OPERATIONS 5,527 2,848 1,236 1,567 1,408 1,316 1,179 419
Discontinued operations 9 −17 708 196 −461 51 197 207 687
TOTAL OPERATIONS 5,510 3,556 1,432 1,106 1,459 1,513 1,386 1,106

EBIT, cont.

Specification of items between ebitda and ebit
SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
EBITDA 9,185 8,169 2,188 2,375 2,409 2,213 2,162 2,240
Impairment of goodwill 2 −5 −986 −5 −19 −784
Impairment of customer agreements 2 −47 −1 −46
Impairment of shares in joint ventures 2 −582 −16 −11
Sale of operations 3–4 7 112 −29 40 −4 47 −19
Acquisition costs 9 −29 −29
Other one-off items 1–2 16 −139 −1 76 −59 −30 −109
Total one-off items −11 −1,642 −64 116 −59 −4 −19 −969
Depreciation/amortization and
other impairment
−3,549 −3,467 −850 −898 −926 −875 −934 −813
Result from shares in associated
companies and joint ventures
5 −98 −212 −38 −26 −16 −18 −30 −39
EBIT 5,527 2,848 1,236 1,567 1,408 1,316 1,179 419

Capex

SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Sweden
Mobile 11, 13 252 704 66 60 50 76 27 22
Fixed broadband 13 159 210 40 32 49 38 51 35
Fixed telephony 13 9 24 4 2 3 14
Other operations 13 20 29 4 2 8 6 9 4
440 967 114 96 110 120 101 61
Norway
Mobile 6 6 4 1 1 2 1
Fixed broadband 2 24 −1 1 1 1 10 6
Fixed telephony 2 2 1 1 1 1
10 32 4 2 2 2 13 8
Russia
Mobile 2,232 1,699 441 707 529 555 613 498
2,232 1,699 441 707 529 555 613 498
Estonia
Mobile 110 194 22 19 24 45 65 46
Lithuania 110 194 22 19 24 45 65 46
Mobile 165 107 20 47 57 41 38 21
Fixed broadband 4 5 2 1 1 2 1
169 112 22 48 57 42 40 22
Latvia
Mobile 154 214 26 21 38 69 65 47
154 214 26 21 38 69 65 47
Croatia
Mobile 194 235 47 35 60 52 91 68
194 235 47 35 60 52 91 68
Netherlands
Mobile 6 12 2 1 1 2 7 1
Fixed broadband 448 392 129 96 84 139 113 98
Fixed telephony 46 40 14 9 9 14 11 10
Other operations 33 30 9 7 7 10 8 8
533 474 154 113 101 165 139 117
Germany
Fixed broadband
2 5 1 1 −6 1
Fixed telephony 1 2 1 1
3 7 1 1 1 −6 2
Austria
Fixed broadband 46 99 20 10 10 6 51 15
Fixed telephony 24 48 8 5 7 4 27 6
Other operations 13 33 5 3 3 2 20 4
83 180 33 18 20 12 98 25
Other
Other operations 13 511 367 153 109 143 106 109 48
511 367 153 109 143 106 109 48
TOTAL
Mobile 11 3,119 3,171 628 891 759 841 908 704
Fixed broadband 661 735 191 141 144 185 221 156
Fixed telephony 82 116 27 16 21 18 53 18
Other operations 577 459 171 121 161 124 146 64
TOTAL CONTINUING OPERATIONS 4,439 4,481 1,017 1,169 1,085 1,168 1,328 942
Discontinued operations 9 142 10 34
TOTAL OPERATIONS 4,439 4,623 1,017 1,169 1,085 1,168 1,338 976

Capex, cont.

Additional cash flow information
SEK million Note 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
CAPEX according to cash flow statement 4,340 4,608 1,048 1,065 1,078 1,149 1,233 930
This year unpaid CAPEX and paid
CAPEX from previous year
Continuing operations −8 −1 −38 76 5 −51 87 32
Discontinued operations 9 −21 9
Sales price in cash flow statement
Continuing operations 107 37 7 28 2 70 18 5
CAPEX according to balance sheet 4,439 4,623 1,017 1,169 1,085 1,168 1,338 976

Key ratios

SEK million 2009 2008 2007 2006 2005
CONTINUING OPERATIONS
Net sales 39,265 38,272 38,930 38,530 34,335
Number of customers (by thousands) 26,579 24,018 22,768 23,618 20,899
EBITDA 9,185 8,169 6,569 6,113 5,262
EBIT 5,527 2,848 1,588 904 2,733
EBT 5,027 1,835 857 339 2,291
Net profit/loss 4,601 1,715 −190 −235 1,636
KEY RATIOS
EBITDA margin, % 23.4 21.3 16.8 15.9 15.4
EBIT margin, % 14.1 7.4 4.1 2.3 8.0
VALU
E PER SHARE (SEK)
Earnings 10.37 3.82 −0.20 −0.25 3.71
Earnings after dilution 10.35 3.81 −0.20 −0.25 3.70
TOTAL (INCLUDING DISCONTINUED OPERATIONS)
Shareholders' equity 28,465 28,201 26,849 29,123 35,368
Shareholders' equity after dilution 28,465 28,211 26,893 29,137 35,401
Total assets 40,379 47,133 48,648 66,164 68,291
Cash flow from operating activities 9,118 7,896 4,350 3,847 5,487
Cash flow after CAPEX 4,778 3,288 −819 −1,673 1,847
Available liquidity 12,410 17,248 25,901 5,963 8,627
Net debt 2,171 4,952 5,198 15,311 11,839
Investments in intangible and tangible assets, CAPEX 4,439 4,623 5,198 5,365 3,750
Investments in shares, short-term investments etc −3,357 −2,255 −11,444 1,616 7,953
KEY RATIOS
Equity/assets ratio, % 71 60 55 44 52
Debt/equity ratio, multiple 0.08 0.18 0.19 0.53 0.33
Return on shareholders' equity, % 16.0 8.8 −6.0 −11.3 6.9
Return on shareholders' equity after dilution, % 16.0 8.8 −6.0 −11.3 6.9
Return on capital employed, % 17.1 12.8 1.6 −5.5 8.3
Average interest rate, % 6.9 6.2 5.2 4.2 3.7
VALU
E PER SHARE (SEK)
Earnings 10.26 5.44 −3.75 −8.14 5.30
Earnings after dilution 10.24 5.43 −3.75 −8.14 5.29
Shareholders' equity 64.50 63.47 60.31 64.85 78.96
Shareholders' equity after dilution 64.36 63.44 60.34 64.84 78.93
Cash flow from operating activities 20.71 17.80 9.78 8.66 12.39
Dividend, ordinary 3.851) 3.50 3.15 1.83 1.75
Extraordinary dividend 2.001) 1.50 4.70
Market price at closing day 110.20 69.00 129.50 100.00 85.25

1) Proposed dividend

Parent company

INCOME STATEMENT

SEK million Note 2009
full year
2008
full year
Net sales 32 30
Administrative expenses −79 −160
Operating profit/loss, EBIT −47 −130
Exchange rate difference on financial items 153 −445
Net interest expenses and other financial items −205 356
Profit/loss after financial items, EBT −99 −219
Tax on profit/loss 7 −185 49
NET PROFIT/LOSS −284 −170

BALANCE SHEET

SEK million Note
Dec 31, 2009
Dec 31, 2008
Assets
FIXED ASS
ETS
Financial assets 30,985 35,529
FIXED ASS
ETS
30,985 35,529
CURR
ENT ASS
ETS
Current receivables 15 64
Cash and cash equivalents 4
2
CURR
ENT ASS
ETS
19 66
ASSETS 31,004 35,595
Equit
y and
liabilities
SHAREHOLDERS' EQUITY
Restricted equity 8
17,459
17,460
Unrestricted equity 8
8,420
11,185
SHAREHOLDERS' EQUITY 25,879 28,645
LONG-TERM LIABILITIES
Interest-bearing liabilities 4,984 2,606
LONG-TERM LIABILITIES 4,984 2,606
SHORT-TERM LIABILITIES
Interest-bearing liabilities 85 4,244
Non-interest-bearing liabilities 56 100
SHORT-TERM LIABILITIES 141 4,344
EQUITY AND LIABILITIES 31,004 35,595

Notes

ACCOUNTING PRINCIPLES AND DEFINITIONS

For the Group, the interim report has been prepared in accordance with IAS 34 and the Swedish Annual Accounts Act, and for the parent company in accordance with the Swedish Annual Accounts Act and the Swedish Financial Reporting Board recommendation RFR 2.2 Reporting for legal entities and its statements.

From January 1, 2010 expenses related to the acquisition of operations shall be reported in the income statement. These costs are not included in Tele2's definition of EBITDA but included in operating profit/loss (EBIT). During 2009 Tele2 has had expenses for the ongoing acquisition of the operations in Kazakhstan. The acquisition is expected to be finalized in 2010, as a consequence these expenses are reported as cost in 2009, please refer to Note 9.

Net result from central group functions has, with retroactive effect, been separated from the segment Sweden and are instead reported in segment Other. For additional information please refer to Note 13. As a result segment Other now mainly includes the parent company Tele2 AB, central functions, Datametrix, Radio Components, Procure IT Right, and other minor operations.

From Q1 2009 divested operations, which have not previously been classified as discontinued operations, are reported in the segment Other. Previous periods have been adjusted retroactively.

As a way of standardizing reporting both internally and externally, Tele2 has decided to change its principles for calculating the number of active customers in its mobile prepaid base. For further information please refer to Note 10.

Revised IAS 1 Presentation of Financial Statements

The adoption of the revised IAS 1 results in that total comprehensive income is now presented in an income statement and a separate statement of comprehensive income. The statement of changes in equity now includes only transactions with owners and comprehensive income. Items of comprehensive income were previously included in the statement of changes in equity.

IFRS 8 Operating Segments

IFRS 8 replaces IAS 14 Segment Reporting and introduces the "management approach" to segment reporting. The operating segments are identified based on the internal reports regularly reviewed by Tele2's Chief Operating Decision Maker. Tele2's Executive Board (EB) has been identified as the Chief Operating Decision Maker. The adoption of IFRS 8 does not require any change in the presentation of the segments since these already previously are presented at country level, which corresponds to the level they are reviewed by the EB. Accordingly, there has been no restatement of previously reported information except for the items described above. The accounting principles applicable for the segment presentation are the same as those principles described in the Annual Report for 2008.

Other new and amended IFRS standards and IFRIC interpretations The other new or amended IFRS standards and IFRIC interpretations, which became effective January 1, 2009, have had no material effect on the consolidated financial statements.

Tele2 has, in all other respects, presented its interim report in accordance with the accounting principles and calculation methods used in the 2008 Annual Report. Definitions are found in the 2008 Annual Report.

Note 1 Net sales

In Q4 and Q3 2008, net sales in Sweden were reduced by SEK 32 and 58 million respectively related to interconnect disputes with TeliaSonera and a number of other operators. The amounts were reported as one-off items. Tele2 paid from a cash flow view SEK 533 million regarding disputes with TeliaSonera in Q2 2008. In December 2009 Tele2 made a settlement with TeliaSonera. The solved dispute has affected the cash flow positively by SEK 340 million and the interest income by SEK 60 million, but has not affected EBIT.

In Q3 2009, net sales in segment Other were increased by SEK 76 million related to a settlement with another operator. The positive effect was reported as a one-off item.

In Q2 2009, net sales in Sweden were decreased by SEK 59 million related to the revaluation of reserves. The negative effect was reported as a one-off item.

During Q2 2009 two operations in Latvia have been merged. Internal sales between the two companies have been eliminated with retroactive effect on previous periods.

In Q1 2009, net sales for fixed broadband in Netherlands were increased by SEK 50 million related to the settlement of disputes with another operator.

Net sales were negatively impacted in Q1 2008 by SEK 61 million in the Austrian fixed broadband operations due to revaluation of reserves.

Note 2 Operating expenses

In Q1 2009 Netherlands was negatively affected by SEK 38 million concerning retroactive price adjustments related to network costs mainly related to fixed broadband.

In Q3 2008 Netherlands was positively affected by SEK 63 million concerning a settlement with Versatel AG/APAX mainly related to the valuation of stock options for tax purposes. The amount was reported as a one-off item.

DEPRECIATION/AMORTIZATION AND IMPAIRMENT

In Q4 2008 Sweden recognized impairment losses on fixed assets of SEK 70 million mainly related to the cable TV network.

In Q3 2008 Tele2 recognized goodwill impairment losses in Austria of SEK 783 million and SEK 46 million related to customer agreements. Central IT-systems in Sweden have been impaired with SEK 114 million.

Due to the existing severe competitive market situation for broadband in Germany, in Q2 2008 Tele2 performed an impairment test that resulted in reported impairment losses in the quarter related to goodwill SEK 183 million and in investment in joint venture Plusnet of SEK 555 million.

Impairment of goodwill is stated below.

SEK million 2009
Full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Full year
2008
Q4
2008
Q3
Radio Components −5 −5
Austria −799 −16 −783
Germany −187 −3 −1
Total impairment of goodwill −5 −5 −986 −19 −784

Note 3 Sale of operations, profit

Tele2 has reported the following capital gains from the divestment of operations.

SEK million 2009
Full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Full year
2008
Q4
2008
Q3
Norway, fixed broadband operation 44 44
Austria, MVNO operation 49 10
Denmark 15 15
Hungary 5 5
Belgium 58 8 1
Uni2 Denmark −5 −3
Portugal 3 3
Total 44 44 125 38 1

Note 4 Sale of operations, loss

Tele2 has reported the following capital losses from the divestment of operations.

SEK million 2009
Full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Full year
2008
Q4
2008
Q3
Alpha Telecom/Calling Card Company −33 −28 −5 −13 −1 −12
3C Communications −2 −1 1 −2 1 1
Datametrix Norway −1 1
Portugal 10 −10
Other −2 −2
Total −37 −29 −4 −4 −13 9 −20

Note 5 Contingent liabilities

SEK million 2009
Dec 31
2008
Dec 31
Tax dispute, S.E.C. SA liquidation 4,354 4,563
Guarantee related to joint ventures
–Svenska UMTS-nät, Sweden 1,745 2,021
–Mobile Norway, Norway 80 33
Other commitments 1
Total contingent liabilities 6,179 6,618

On January 27, 2009, the County Administrative Court declined Tele2's claim for a tax deduction of SEK 13.9 billion corresponding to a tax effect, excluding interest, of SEK 3.9 billion related to the S.E.C. tax dispute, of which SEK 186 million has been expensed and paid (please refer to Note 7). In Q1 2009 the County Administrative Court's ruling has been appealed to the Administrative Court of Appeal. The interest is estimated to amount to SEK 630 million at December 31, 2009 and SEK 653 million at December 31, 2008. The tax dispute is presented in detail in Note 15 of the 2008 Annual Report.

Additional contractual commitments and liabilities related to joint ventures are stated in Note 32 in the Annual Report for 2008.

Note 6 Other operating income and expenses

OTHER OPERATING INCOME

SEK million 2009
Full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Full year
2008
Q4
2008
Q3
Service contracts and sales of
capacity to sold operations
215 23 41 59 92 334 74 77
Other 207 79 55 17 56 116 70 21
Total other operating income 422 102 96 76 148 450 144 98

OTHER OPERATING EXPENSES

2009 2009 2009 2009 2009 2008 2008 2008
SEK million Full year Q4 Q3 Q2 Q1 Full year Q4 Q3
Service contracts and sales of
capacity to sold operations −149 −24 −31 −36 −58 −288 −64 −74
Other −193 −71 −64 −17 −41 −52 −25 −13
Total other operating expenses −342 −95 −95 −53 −99 −340 −89 −87
NET
2009 2009 2009 2009 2009 2008 2008 2008
SEK million Full year Q4 Q3 Q2 Q1 Full year Q4 Q3
Service contracts and sales of
capacity to sold operations 66 −1 10 23 34 46 10 3
Other 14 8 −9 15 64 45 8
Total 80 7 1 23 49 110 55 11

Note 7 Taxes

In Q4 2009, a revaluation of deferred tax assets has been reported negatively affecting the income statement by SEK 97 million due to reduced income tax rate in Luxembourg.

In Q3 2009 net taxes was positively affected by SEK 1,071 million as a result of a valuation of deferred tax assets related to holding companies in Luxembourg. In Q4 2009 Luxembourg has reported a tax revenue of SEK 117 million due to changed assessment related to 2008.

In Q3 2009 Tele2 Sweden received a negative tax ruling, mainly regarding a deduction for contribution to its subsidiary Tele2 Norway for the write off of a MVNO-agreement. The declined deductions affected the tax cost negatively by SEK 209 million in Q3 2009, but had no cash flow effects.

In Q1 2009 SEK 186 million as well as SEK 10 million were expensed regarding the S.E.C. dispute and other tax disputes respectively. Total tax and interest paid in Q1 2009, related to tax disputes, amounted to SEK 395 million out of which SEK 163 million was already provisioned for in 2005. The tax dispute is presented in Note 15 of the 2008 Annual Report.

In Q4 2008, a revaluation of deferred tax assets was reported negatively affecting the income statement by a net of SEK 143 million due to reduced income tax rates in Sweden and Russia.

The tax cost in 2008 was affected positively with SEK 676 million as a result of write-downs of shares in group companies was tax deductible in the legal entity in Luxembourg and no temporary differences existed related to these investments.

In Q3 2008 net taxes was positively affected by SEK 102 million as a result of valuation of deferred tax assets related to continued improved earnings in Russia.

Note 8 Shares and convertibles

As a result of 30,000 stock options being exercised during Q4 2009, Tele2 has issued new shares resulting in an increase of shareholders' equity of SEK 3 million.

In order to ensure delivery of shares under the incentive program 2009–2012 Tele2 has, in Q3 2009, issued 850,000 Class C shares through a directed placement at a subscription price corresponding to a quota value of SEK 1.25 per share, a total of SEK 1 million. The Class C shares are not entitled to dividends and represent one vote each. Tele2 has immediately after the issue repurchased all Class C shares at a price corresponding to the subscription price.

In Q3 2008 Tele2 repurchased own shares of Series B of 4,500,000, corresponding to 1 percent of all shares in Tele2, for a cost of SEK 462 million. The repurchased shares have been cancelled in Q2 2009, which has resulted in a reduction of the share capital of SEK 5 million.

In Q2 2009, 44,710 class A shares were reclassified into class B shares. The reclassification was made in accordance with the resolution approved at the Annual General Meeting on May 11, 2009. In Q3 2009, additional 12,997,000 class A shares were reclassified into class B shares.

DIVIDEND

Tele2's Board of Directors intends to propose an increase of the ordinary dividend with 10 percent to SEK 3.85 per share in respect of the financial year 2009 to the Annual General Meeting in 2010 and an extraordinary dividend of SEK 2.00 per share related to divestments made during the year.

Tele2 has, in Q2 2009, paid to the shareholders an ordinary dividend of SEK 3.50 per share and an extraordinary dividend of SEK 1.50 per share, corresponding to SEK 1,541 million and SEK 661 million respectively and totalling SEK 2,202 million.

INCENTIVE PROGRAM 2009–2012

The Annual General Meeting on May 11, 2009, approved an incentive programme for allocation to senior executives and other key employees in the Tele2 Group.

The incentive program (the Plan) includes a total of 72 senior executives and other key employees within the Tele2 Group. The participants in the Plan are required to own shares in Tele2. These shares could either be shares already held or shares purchased on the market in connection with notification to participate in the Plan. Thereafter the participants were granted, free of charge, retention rights and performance rights on the terms stipulated below.

Subject to fulfilment of certain retention and performance based conditions during the period April 1, 2009–March 31, 2012 (the Measure Period), the participant maintaining the employment within the Tele2 Group at the date of the release of the interim report January–March 2012 and subject to the participant maintaining the invested shares, each retention right and performance right entitles the employee to receive one Class B share in the company. Dividends paid on the underlying share will increase the number of retention and performance shares being allotted in order to treat the shareholders and the participants equally. The participant's maximum profit per right in the Plan is limited to SEK 355, five times the average closing share price of the Tele2 Class B shares during February 2009 (SEK 71).

The Board of Directors was authorized during the period until the next Annual General Meeting, to increase the company's share capital by not more than SEK 1,062,500 by the issue of not more than 850,000 Class C shares, each with a ratio value of SEK 1.25. With disapplication of the shareholders' preferential rights, Nordea Bank AB (publ) shall be entitled to subscribe for the new Class C shares at a subscription price corresponding to the ratio value of the shares. Moreover, it was resolved to authorize the Board of Directors, during the period until the next Annual General Meeting, to repurchase the new Class C shares. The repurchase may only be effected through a public offer directed to all holders of Class C shares and shall comprise all outstanding Class C shares. The purchase may be executed at a purchase price corresponding to not less than SEK 1.25 and not more than SEK 1.35. Payment for the Class C shares shall be made in cash. The purpose of the repurchase is to ensure the delivery of Class B shares under the Plan. Further, it was resolved that Class C shares that the Company purchases by virtue of the authorisation to repurchase its own shares, following reclassification into

Class B shares, may be transferred to participants in accordance with the terms of the Plan. The new issue and the repurchase were performed during Q3 2009.

The Plan comprised a total number of 140,040 shares and the following number of rights for the different Groups: a) 8,000 shares and 7 rights per invested share for the CEO, b) 28,000 shares and 6 rights per invested share for other senior executives (7 persons) and c) 104,040 shares and 4 rights per invested share for other participants (64 persons).

Number of rights 2009
Allocated June 1, 2009 640,160
Forfeited −8,000
Total outstanding rights 632,160

Total costs before tax for outstanding rights in the incentive program are expensed as they arise over a three-year period, and these costs are expected to amount to SEK 31 million.

The estimated average fair value of the granted rights was SEK 50.70 on the grant date, June 1, 2009. The calculation of the fair values was carried out by external analysts. The following variables was used where Serie A was based on total shareholder return (TSR), Serie B was based on the company's average normalised return on capital employed (ROCE) and Serie C was based on total shareholder return (TSR) compared to a peer Group.

Serie A Serie B Serie C
Expected annual turnover
of personnel
7.0% 7.0% 7.0%
Expected value reduction
parameter fulfilment
50%
Weighted average share price 76.70 76.70 76.70
Expected life 2.90 years 2.90 years 2.90 years
Expected value reduction
parameter market condition
70% 30%

INCENTIVE PROGRAM 2008–2011

Number of rights 2009 Cumulative
from start
Allocated May 30, 2008 384,400
Allocated October 24, 2008 56,000
Allocated December 19, 2008 186,872
627,272
Outstanding as of January 1, 2009 611,272
Allocated Q2 2009, compensation for dividend 25,165 25,165
Forfeited −143,888 −159,888
Total outstanding rights 492,549 492,549

INCENTIVE PROGRAM 2007–2010/2012

Number of options 2009 Cumulative
from start
Allocated August 28, 2007 3,552,000
Outstanding as of January 1, 2009 2,823,000
Forfeited −273,000 −1,002,000
Total outstanding stock options 2,550,000 2,550,000

The exercise price has been adjusted from SEK 130.20 to SEK 124 due to a compensation for the extra ordinary dividend paid during 2008 and 2009.

INCENTIVE PROGRAM 2006–2009/2011

Stock options Warrants
Number of options 2009 Cumulative
from start
2009 Cumulative
from start
Allocated March 7, 2006 1,504,000 752,000
Outstanding as of January
1, 2009
934,000 637,000
Forfeited −570,000 −637,000 −752,000
Exercise −30,000 −30,000
Total outstanding 904,000 904,000

In Q2 2009 all outstanding warrants have forfeited without exercise.

Note 9 Business acquisitions and divestments Acquisitions and divestments of shares and participations affecting cash flow are the following.

SEK million 2009
Acquisitions
Izhevsk, Russia −293
Croatia −100
Netherlands −28
Sweden −70
Other −38
−529
Capital contribution to joint venture companies −316
−316
Total acquisitions −845
Divestments
France 537
Norway, fixed broadband operation 104
Settlements of previous years' discontinued operations 277
Settlements of previous years' other divestments −70
Total divestments 848
TOTAL CAS
H FLOW EFFECT
3

ACQUISITIONS

Izhevsk, Russia

In July 2009, Tele2 acquired the remaining 25.5 percent of the shares in Tele2 Izhevsk in Russia for SEK 322 million, of which SEK 29 million of the purchase price will be paid after 12 months of the completion. After this acquisition Tele2 owns 100 percent of the company's shares.

Croatia

In June 2009, Tele2 acquired the remaining 7 percent of the shares in Tele2 Croatia for SEK 100 million, which is reported as goodwill. After this acquisition Tele2 owns 100 percent of the company's shares.

Netherlands

During the first half of 2009 Tele2 acquired the remaining 0.34 percent of the shares in Tele2 Netherlands for SEK 28 million. After this acquisition Tele2 owns 100 percent of the company's shares.

Sweden

In March 2009, Tele2 acquired all shares in a company which possesses a license in Sweden, for SEK 70 million. During 2009 the acquisition has had no material impact on Tele2's income statement.

Other acquisitions

SEK 38 million was paid during 2009 regarding previous year's acquisition of Kaliningrad.

Net assets at the time of acquisition

Assets, liabilities and contingent liabilities included in the acquired operations are stated below.

Izhevsk Sweden
SEK million Reported
value at the
time of the
acquisition
Adjust
ment to
fair value
Fair
value
Reported
value at the
time of the
acquisition
Adjust
ment to
fair value
Fair
value
Licenses 3 91 94
Deferred tax liabilities −24 −24
Minority interest 8 8
Net acquired assets 8 8 3 67 70
Goodwill 314
Purchase price shares 322 70
Liabilities to former owners etc −29
Net effect on group cash assets 293 70

The information above and the pro forma below are to be viewed as preliminary.

ACQUISITIONS AFTER CLOSING DAY

Kazakhstan

On December 14, 2009 Tele2 announced that Tele2 has signed the contract to acquire a majority share of mobile operator NEO in Kazakhstan. Tele2 will pay in cash approximately SEK 550 million for 51 percent of the shares and commit to a capital injection of around SEK 360 million once the transaction has been finalized. Completion is expected following approval from relevant regulatory authorities.

NEO operates a 900 MHz GSM license in Kazakhstan with a population of approximately 16.2 millions. Tele2 will own 51 percent of the shares with option to buy the remaining 49 percent after 5 years from closing. The acquired company will be consolidated into the Tele2 group and will benefit from Tele2's successful brand marketing and product strategies.

The other shareholder will be Asianet Holdings B.V. which is part of a well established private investment group.

In Q4 2009 acquisition costs regarding Kazakhstan of SEK 29 million have been reported in the income statement and cash flow statement.

Rostov, Russia

On January 28, 2010 Tele2 acquired the remaining 12.5 percent in the company Rostov Cellular Communication, in the Russian region of Rostov, for SEK 368 million, of which SEK 92 million will be paid 36 months after the acquisition. This was the last minority stake in Tele2 Russia and as a result of this acquisition Tele2 now owns 100 percent of its Russian operation.

DIVESTMENTS

Norway, fixed broadband operation

On May 29, 2009 Tele2 sold its fixed broadband operation including VoIP customers in Norway for SEK 120 million and with a capital gain of SEK 44 million. The operation has affected Tele2's net sales year-to-date by SEK 182 (391) million and EBITDA by SEK −2 (−44) million. The sale was completed on July 1, 2009 after receiving approval from the regulatory authorities. The sale has not been reported as discontinued operation since the entire operation in the country has not been sold.

Other divestments

Other cash flow changes include settlements of sales costs and price adjustments in the amount of SEK 70 million, for divestments during 2008 that have not been classified as discontinued operations.

Net assets at the time of divestment

Assets, liabilities and contingent liabilities included in the divested operations at the time of divestment are stated below.

SEK million France Norway, fixed
broadband
Total
Goodwill 614 614
Tangible assets 3 58 61
Material and supplies 9 9
Current receivables 261 261
Cash and cash equivalents 133 133
Exchange rate differences −151 2 −149
Long-term liabilities −2 −2
Short-term liabilities −391 −391
Divested net assets 476 60 536
Capital gain/loss 105 44 149
Sales price, net sales costs 581 104 685
Sales costs etc, non-cash 58 58
Price adjustments, non-cash 31 31
Less: cash in divested operations −133 −133
TOTAL CAS
H FLOW EFFECT
537 104 641

PRO FORMA

The table below shows the effect of the acquired and divested companies and operations at December 31, 2009 on Tele2's net sales and result, had they been acquired and divested at January 1, 2009.

2009
Acquired
operations
before the time
Less divested Tele2 Group,
SEK million Tele2 Group of acquisition operations1) pro forma
Net sales 39,265 −182 39,083
EBITDA 9,185 2 9,187
Net profit/loss 4,601 13 4,614

1) Less Tele2 France since reported as discontinued operations

DISCONTINUED OPERATIONS

France

On October 15, 2009 Tele2 announced the sale of its operation in France for SEK 644 million. The sale was completed on December 14, 2009 after approval from the regulatory authorities.

In 2009 Tele2 recognized goodwill impairment loss in France of SEK 521 million. An agreement to sell the operation in France was signed in October 2009 and the impairment in September reflected the difference between estimated sales price and assets sold. During Q4 2009, a capital gain of SEK 105 million has been reported as discontinued operations, whereof a gain of SEK 159 million is related to a reversal of exchange rate differences previously reported directly in equity. The sale and the impairment loss was related to severe competition on the mobile market where we had a disadvantageous position as MVNO-operator.

In Q3 2009 France was positively affected by SEK 39 million concerning revaluation of reserves.

In Q3 2009, Tele2 decided to change its method for calculating the number of customers in its French mobile post-paid base. The one-time effect was a decrease of 37,000 in the reported customer base in France. In Q2 2009 Tele2 changed its principles for calculating the number of active prepaid customers, according to Note 10, with a one-time effect of −14,000 customers.

The divestment has been reported separately as discontinued operations in the income statement, with retrospective effect on previous periods according to IFRS 5-Non-current assets held for sale and discontinued operations.

Other discontinued operations

Discontinued operations also include settlements of sales costs and price adjustments for discontinued operations sold during the previous year, of which SEK 178 million refers to a positive outcome from a dispute in the divested operation in Switzerland with a positive effect on both income statement and cash flow, and a positive cash flow effect of SEK 115 million related to settlement regarding Poland.

Financial statements

Income statement for discontinued operations is stated below.

SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Net sales 1,092 3,714 177 278 314 323 471 910
Operating expenses −950 −3,564 −140 −225 −275 −310 −456 −845
Impairment of goodwill −521 −719 5 −526 −16 −440
Sale of operations, profit 331 1,297 133 −1 10 189 173 1,124
Sale of operations, loss 31 −31 21 13 2 −5 32 −63
Other operating income 19 4 3
Other operating expenses −8 −1 −2
EBIT −17 708 196 −461 51 197 207 687
Net interest 8 1
EBT −17 716 196 −461 51 197 207 688
Tax on profit/loss −29 2 −12 −17 −3 4
NET PROFIT/LOSS −46 718 184 −478 51 197 204 692
Earnings per share (SEK) −0.11 1.62 0.41 −1.08 0.11 0.45 0.46 1.56
Earnings per share, after dilution (SEK) −0.11 1.62 0.41 −1.08 0.11 0.45 0.46 1.56

Cash flow statement for discontinued operations is stated below.

2009 2008 2009 2009 2009 2009 2008 2008
SEK million full year full year Q4 Q3 Q2 Q1 Q4 Q3
OPERATING ACTIVITIES
Cash flow from operations, other 148 309 42 53 39 14 26 98
Changes in working capital 50 −96 10 −62 62 40 −106 −8
CAS
H FLOW FROM OPERATING ACTIVITIES
198 213 52 −9 101 54 −80 90
INVESTING ACTIVITIES
Capital expenditure in intangible
and tangible assets, CAPEX
−163 −10 −25
Cash flow after CAPEX 198 50 52 −9 101 54 −90 65
Sale of shares and participations 814 2,429 534 2 308 −30 358 2,212
Cash flow from investing activities 814 2,266 534 2 308 −30 348 2,187
NET CHANGE IN CAS
H AND CAS
H EQUIVALENTS
1,012 2,479 586 −7 409 24 268 2,277

Segment reporting etc for discountinued operations is stated below.

Number of customers Net intake
Thousands 2009
Dec 31
2008
Dec 31
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Mobile 468 −6 −9 −25 6 −6
Fixed telephony −4 −27
468 −6 −9 −25 2 −33
Divested companies −377 −466 −1,001
Changed method −37 −14
Customers/net intake 468 −383 −46 −14 −25 −464 −1,034
Net sales
SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Mobile 1,092 1,901 177 278 314 323 359 436
Fixed broadband 244 28 67
Fixed telephony 1,469 83 384
Other operations 207 8 50
1,092 3,821 177 278 314 323 478 937
Internal sales, elimination −107 −7 −27
Net sales 1,092 3,714 177 278 314 323 471 910
EBITDA
SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Mobile 148 −40 38 55 41 14 −1 9
Fixed broadband −29 −9
Fixed telephony 350 26 91
Other operations 17 4
EBITDA 148 298 38 55 41 14 25 95
EBIT
2009 2008 2009 2009 2009 2009 2008 2008
SEK million full year full year Q4 Q3 Q2 Q1 Q4 Q3
Mobile 142 −122 37 53 39 13 −5 −5
Fixed broadband −39 −1 −12
Fixed telephony 305 23 80
Other operations 17 1 3
142 161 37 53 39 13 18 66
Impairment of goodwill −521 −719 5 −526 −16 −440
Sale of operations, profit 331 1,297 133 −1 10 189 173 1,124
Sale of operations, loss 31 −31 21 13 2 −5 32 −63
EBIT −17 708 196 −461 51 197 207 687
Specification of items between ebitda
and ebit
SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
EBITDA 148 298 38 55 41 14 25 95
Impairment of goodwill −521 −719 5 −526 −16 −440
Sale of operations 362 1,266 154 12 12 184 205 1,061
Total one-off items −159 547 159 −514 12 184 189 621
Depreciation/amortization and other impairment −6 −137 −1 −2 −2 −1 −7 −29
EBIT −17 708 196 −461 51 197 207 687
CAPEX
SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
Mobile 128 10 31
Fixed broadband 9 1
Fixed telephony 5 2
CAPEX 142 10 34
Additional cash flow information
SEK million 2009
full year
2008
full year
2009
Q4
2009
Q3
2009
Q2
2009
Q1
2008
Q4
2008
Q3
CAPEX according to cash flow statement 163 10 25
This year unpaid CAPEX and
paid CAPEX from previous year
−21 9
CAPEX according to balance sheet 142 10 34

Note 10 Number of customers

As a way of standardizing reporting both internally and externally, Tele2 has decided to change its principles for calculating the number of active customers in its mobile prepaid base. As of June 30, 2009, Tele2 considers a customer inactive if the customer has not used its mobile service in 3 months, instead of as earlier 3 to 13 months. Previous periods were not adjusted retroactively. In Q3 2009, additional adjustments were done to the customer base in Russia and Lithuania to reach conformity with the new principle.

An active prepaid customer is a customer that has a refillable active account and has been either refilling or doing an active outgoing transaction during the latest 90 days (if the transaction does not generate revenues the customer must have refilled the account at least once before). Outgoing transactions which are free, count only if the customer refilled the card at least once. However, the customer will still, as before, be able to use their SIM card within the period that is valid for each country.

In Q2 and Q3 2009, the one-time effect was a net increase of 567,000 and a net decrease of −249,000 respectively in the reported customer base. The large positive effect that the changed principle had on the Russian customer base was mainly related to the fact that the 3 months period was previously calculated from the time of the payment and not as the new definition from the last outgoing call. The table below presents how the customer base was affected by the changed definition in each country.

Number of customers at June 30, 2009 Q3 2009
Thousands Before Changed
definition
After Additional
change1)
Sweden 3,436 −200 3,236
Norway 458 −2 456
Russia 11,120 1,261 12,381 −179
Estonia 488 −32 456
Lithuania 1,897 −181 1,716 −70
Latvia 1,084 −12 1,072
Croatia 773 −227 546
Netherlands 465 −40 425
Number of customers 19,721 567 20,288 −249

1) Additional change due to the new principle decided in Q2 2009

In Q4 2008, Tele2 decided to change its method for calculating the number of customers in the open-call-by-call service in its German fixed telephony base. The one-time effect was an increase of 211,000 in the reported customer base in Germany.

Note 11 CAPEX

In Q2 2008 Tele2 Sweden was awarded 4G/LTE (Long Term Evolution) 2.6 GHz spectrum. The payment for the license affected CAPEX by SEK 549 million.

Note 12 Transactions with related parties

Apart from transactions with Transcom no other significant related party transactions have been carried out during 2009. Related parties are presented in Note 39 of the 2008 Annual Report.

Note 13 Split of central costs in Sweden

From Q2 2009 Tele2 Sweden was split into core operations and central group functions. Core operations was reported in segment Sweden and central functions was included in the segment Other.

The core operations of Tele2 Sweden comprise the commercial activities within Sweden, including the communications services of mobile, fixed telephony, fixed broadband, and domestic carrier business. The central functions of Tele2 Sweden comprise the activities which provide services for the benefit of Tele2 AB's shareholders, other Group companies (including the core operations of Sweden), and the sold entities. These services are provided for example from group wide departments such as group finance, legal, product development, sales & marketing, billing, information technology, international network, and international carrier.

Segment Sweden was, with retroactive effect, adjusted with the following amounts related to net result from central group functions.

Net sales

SEK million 2009
Q1
2008
Full year
2008
Q4
2008
Q3
2008
Q2
2008
Q1
Mobile −33 −62 −17 −15 −16 −14
Fixed broadband −1 −10 −5 −6 −5 6
Fixed telephony −1 −16 2 −3 −7 −8
Other operations −50 −304 −90 −49 −77 −88
Net sales, total −85 −392 −110 −73 −105 −104

Internal sales

SEK million 2009
Q1
2008
Full year
2008
Q4
2008
Q3
2008
Q2
2008
Q1
Mobile −3 −47 −8 −10 −20 −9
Fixed broadband 2 1 1
Fixed telephony 4 −1 −1
Other operations −51 −221 −59 −53 −49 −60
Internal sales −48 −268 −67 −64 −69 −68

EBITDA

2009 2008 2008 2008 2008 2008
SEK million Q1 Full year Q4 Q3 Q2 Q1
Mobile 21 3 −6 15 −12
Fixed broadband 9 56 13 7 17 19
Fixed telephony −13 44 9 5 13 17
Other operations −3 −20 19 14 −13 −40
EBITDA 14 80 44 20 32 −16

EBIT

SEK million 2009
Q1
2008
Full year
2008
Q4
2008
Q3
2008
Q2
2008
Q1
Mobile 35 105 32 15 38 20
Fixed broadband 9 71 16 9 22 24
Fixed telephony −10 72 14 11 22 25
Other operations 2 27 38 24 −4 −31
EBIT 36 275 100 59 78 38

CAPEX

2009 2008 2008 2008 2008 2008
SEK million Q1 Full year Q4 Q3 Q2 Q1
Mobile −67 −196 −66 −24 −53 −53
Fixed broadband −10 −42 −11 −5 −11 −15
Fixed telephony −16 −51 −18 −5 −9 −19
Other operations −6 −42 −9 −4 −16 −13
CAPEX −99 −331 −104 −38 −89 −100