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Tele2 Interim / Quarterly Report 2014

Oct 23, 2014

2981_10-q_2014-10-23_e68a532e-7f01-4c0d-9289-91d77c2d1e7e.pdf

Interim / Quarterly Report

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Interim Report third Quarter 2014

Improved growth in mobile services

THIRD QUARTER 2014 REPORT

Strong mobile end-user service revenue growth for the Group

■ In the quarter, total net sales amounted to SEK 6,584 (6,500) million and EBITDA to SEK 1,682 (1,471) million, positively impacted by strong development in the mobile segment. Mobile end-user service revenue grew by 8 percent amounting to SEK 3,252 (3,008) million, driven by improved monetization of mobile data usage.

Healthy top and bottom line progress in Tele2 Sweden

■ Mobile end-user service revenue in Sweden grew by 6 percent in Q3 2014 and EBITDA increased to SEK 910 (760) million, both impacted by accelerated data usage in predominantly the postpaid segment.

Maintained positive customer intake within mobile for Tele2 Netherlands

■ Tele2 Netherlands continued to gain market share by adding 23,000 (56,000) customers and taking the total mobile customer base to 791,000 (640,000). Mobile end-user service revenue amounted to SEK 321 (259) million, growing by 24 percent in Q3 2014.

Quality customer intake for Tele2 Kazakhstan

■ Customer intake amounted to 108,000 (–14,000) in Q3 2014, as the new commission structure started to yield results. Improved quality of customer intake and increasing data consumption supported the operational development. As a result, Mobile end-user service revenue grew by 7 percent in Q3 2014, amounting to SEK 257 (240) million despite being impacted by devaluation of the local currency. Through improved operational scale and lower interconnect levels, EBITDA amounted to SEK 22 (–34) million.

Sale of Tele2 Norway

■ In July 2014, Tele2 agreed to sell its Norwegian business to TeliaSonera for SEK 5.3 billion. The transaction follows Tele2's strategic review of its Norwegian business prompted by changes to the structure of the Norwegian market as a result of the license auction in December 2013. The sale will be completed after approval by regulatory authorities, which is expected in Q1 2015. Tele2 Norway has been presented in this report as discontinued operations.

EBITDA Q3 2014 1,682 SEK million Excl. Tele2 Norway

Key Financial Data Q3

Q3 9M
SEK million 2014 2013 % 2014 2013 %
Net sales 6,584 6,500 1 19,079 19,172
Net sales excluding exchange rate differences 6,584 6,640 –1 19,079 19,507 –2
Mobile end-user service revenue 3,252 3,008 8 9,250 8,629 7
EBITDA 1,682 1,471 14 4,514 4,401 3
EBITDA excluding exchange rate differences 1,682 1,513 11 4,514 4,523
EBIT 1,004 297 238 2,755 1,812 52
Net profit /loss 726 –123 2,132 691 209
Earnings per share, after dilution (SEK) 1.62 –0.27 4.76 1.55 207

The figures presented in this report refer to Q3 2014 and continuing operations unless otherwise stated.

The figures shown in parentheses refer to the comparable periods in 2013.

CEO Word, Q3 2014

Q3 2014 was a high quality quarter with strong results across the board, resulting from our ability to monetize a great customer experience from our excellent mobile network. Our persistent focus on LTE/4G is now paying off, with strong top and bottom line progress in the quarter. This trend has been very clear in Sweden, and is now also apparent in other parts of our footprint. As a result, our mobile end-user service revenue grew by 8 percent in combination with strong operational performance.

LTE/4G is surely a game changer, even though we still are in the early stage of monetizing mobile data. Today, our major opportunity is to ensure that we keep delivering services that will enable and support our customers' aspiration for a wireless lifestyle and foster further development of the current trend. Therefore we will relentlessly pursue our work to move the Tele2 brand from Discounter to Value Champion.

Sweden was the strongest performer in the quarter, leading the way for the rest of the Group. Mobile end-user service revenue increased by 6 percent as the usage of our mobile data service surged. I am particularly pleased with the revenue growth filtering

through to better EBITDA contribution with a margin of 33 percent. Going forward we will maintain our investment efforts into what is already today the world's best LTE/4G network, as we see a strong correlation between the growing demand of mobile data services and great mobile networks.

In the Netherlands our network roll-out gathered further momentum in the quarter, delivering improved population coverage through better processes and close relationships with our vendors. The mobile business kept its pace during the quarter. However, better distribution and our own mobile network are crucial to improving performance. During the quarter, our fixed broadband business executed well in a demanding market environment with positive customer intake.

"Q3 2014 was a high quality quarter with strong results across the board, resulting from our ability to monetize a great customer experience from our excellent mobile network. Our persistent focus on LTE/4G is now paying off, with strong top and bottom line progress in the quarter."

Our Kazakh operation maintained its positive trajectory and delivered solid results in the quarter. We continued to work on our distribution channel strategy, as further improvements are needed to reduce churn in our customer base. The demand for data services is growing fast. Our investments in the country will contribute to strengthening our position within 3G services and close the coverage gap between us and our competitors to better support our customers' needs.

Tele2's operations in the Baltic region and in Croatia showed very robust improvement in Q3 2014. It is always gratifying to see hard work paying off. Within this group

of well performing companies, I once again need to highlight Croatia as a phenomenal comeback kid that has moved from a struggling business to become a real growth story.

To proactively drive the process to get clearance from the competition authorities on our sale of Tele2 Norway, we announced an agreement on frequency lease and sale of infrastructure to the third largest mobile operator in the country. As a result, our view on getting the deal done by Q1 2015, is unchanged.

Our focus remains the same. The Netherlands and Kazakhstan are building mobile business for our future, contributing strongly to the Group's overall growth, while Sweden stands as standard when it comes to creating a profitable and data centric business model.

Mats Granryd President and CEO

SIGNIFICANT EVENTS IN THE QUARTER | Q3 SUBSEQUENT EVENTS

  • Tele2 completed the network modernization in all Baltic countries
  • Tele2 and Aicent announced IPX Peering Agreement
  • Tele2 agreed to sell its Norwegian business to TeliaSonera for SEK 5.3 billion (Note 10)

  • Tele2 AB to host an analyst and journalist briefing in London the 12, December 2014

  • ICE Communication Norge AS and Tele2 Norway signed an agreement on frequency lease and purchase of infrastructure

Financial Overview

Tele2's financial performance is driven by a consistent focus on developing mobile services on own infrastructure, complemented in certain countries by fixed broadband services and business-tobusiness offerings. Mobile net sales, which grew compared to the same period last year, combined with greater efforts to develop mobile services on own infrastructure have had a positive impact on Tele2's EBITDA. The Group will concentrate on maximizing the return from fixed-line services.

Following the announced sale of Tele2 Norway, the business unit is reported separately under discontinued operations in the income statement, with a retrospective effect in previous periods, and as assets held for sale in the balance sheet from June 30, 2014 (see Note 10).

Net customer intake amounted to 166,000 (204,000) in Q3 2014. The customer intake in mobile services amounted to 208,000 (258,000). This development was mainly driven by positive customer intake in Kazakhstan, Croatia, and Sweden. The fixed broadband customer base decreased by –8,000 (–18,000) customers in Q3 2014, primarily attributable to Tele2's operations in Sweden and Austria. However, the quarter also showed a turnaround in the fixed broadband customer base in the Netherlands following an improved product portfolio. As expected, the number of fixed telephony customers fell in Q3 2014 by –34,000 (–36,000). On September 30, 2014 the total customer base amounted to 13,605,000 (14,153,000).

Net sales in Q3 2014 amounted to SEK 6,584 (6,500) million. The net sales development was mainly a result of strong usage of mobile data services, leading to a mobile end-user service revenue growth of 8 percent. This positive development was to some extent hampered by lower interconnect levels within mobile services (see page 18 for mobile external net sales split) and negative net sales development within consumer fixed telephony and fixed broadband.

EBITDA in Q3 2014 amounted to SEK 1,682 (1,471) million, equivalent to an EBITDA margin of 26 (23) percent. The operational development was mainly a result of better monetization of mobile data

usage. It was also affected by expansion costs in the mobile segment, tougher competition in the fixed broadband segment and a decreasing fixed telephony customer base.

EBIT in Q3 2014 amounted to SEK 1,004 (747) million excluding one-off items. Including one-off items, EBIT amounted to SEK 1,004 (297) million.

Profit before tax in Q3 2014 amounted to SEK 958 (138) million.

Net profit /loss in Q3 2014 amounted to SEK 726 (–123) million. Reported tax for Q3 2014 amounted to SEK –232 (–261) million. Tax payment affecting cash flow amounted to SEK –63 (–31) million. Deferred tax assets amounted to SEK 2.1 billion at the end of the quarter.

Cash flow after CAPEX in Q3 2014 amounted to SEK 475 (495) million including and SEK 621 (727) excluding Norway, mainly due to mobile network roll-outs in Sweden, the Netherlands, and Kazakhstan.

CAPEX in Q3 2014 amounted to SEK 861 (658) million, driven principally by further network expansion in Sweden, the Netherlands and Kazakhstan.

Net debt amounted to SEK 8,993 (8,346) million on September 30, 2014, or 1.49 times 12-month rolling EBITDA. Tele2's available liquidity amounted to SEK 8,788 (12,213) million (see Note 3 for further information on financial debt).

EBITDA/EBITDA margin

Financial Guidance

Tele2 AB gives the following guidance for 2014 for continuing operations, which is unchanged from Q2 2014:

  • Tele2 expects total revenue of between SEK 24.8 and 25.2 billion.
  • Tele2 expects EBITDA of between SEK 5.7 and 5.8 billion.
  • Tele2 forecasts a CAPEX level of between SEK 3.5 and 3.8 billion.

As a result of the strong Q3 2014, the company is confident that it will reach the top end of the guidance ranges on both total revenue and EBITDA.

Shareholder remuneration

Tele2 will seek to pay a progressive ordinary dividend of 50 percent or more of net income excluding one-off items. Extraordinary dividends and the authority to purchase Tele2's own shares will be sought when the anticipated total return to shareholders is deemed to be greater than the achievable returns from the deployment of the capital within the Group's operations or the acquisition of assets within Tele2's economic requirements.

Balance sheet

Tele2 has a target net debt to EBITDA ratio of between 1.25 and 1.75 times over the medium term. The Group's longer term financial leverage 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 obligations.

Financial summary

SEK million Note Q3 2014 Q3 2013 9M 2014 9M 2013 FY 2013
Mobile1)
Net customer intake (thousands) 208 258 548 1,008 594
Net sales 4,864 4,507 13,907 13,004 17,613
EBITDA 1,217 941 3,157 2,792 3,755
EBIT 774 501 1,867 1,495 1,939
CAPEX 691 376 1,692 2,521 3,217
Fixed broadband1)
Net customer intake (thousands) –8 –18 –35 –64 –86
Net sales 1,040 1,227 3,120 3,786 5,025
EBITDA 237 291 695 881 1,194
EBIT 59 74 163 229 350
CAPEX 55 137 294 385 585
Fixed telephony1)
Net customer intake (thousands) –34 –36 –105 –209 –255
Net sales 383 475 1,198 1,512 1,967
EBITDA 2 138 164 446 504 645
EBIT 2 120 147 385 443 564
CAPEX 10 16 29 37 46
Total
Net customer intake (thousands) 166 204 408 735 253
Net sales 6,584 6,500 19,079 19,172 25,757
EBITDA 1,682 1,471 4,514 4,401 5,891
EBIT2) 2 1,004 297 2,755 1,812 2,548
CAPEX 861 658 2,420 3,352 4,399
EBT 4 958 138 2,805 1,440 1,997
Net profit/loss 726 –123 2,132 691 968
Cash flow from operating activities, continuing operations 1,482 1,333 3,344 3,509 4,983
Cash flow from operating activities 1,443 1,357 3,256 4,293 5,813
Cash flow after CAPEX, continuing operations 7 621 727 889 157 799
Cash flow after CAPEX 475 495 194 65 572

1) Excluding one-off items (see section EBIT on page 20)

2) Total EBIT includes result from sale of operations and other one-off items stated under the segment reporting section of EBIT (page 20)

Overview by country

NET SALES LESS EXCHANGE RATE FLUCTUATIONS

2014 2013 2014 2013
SEK million Q3 Q3* Growth YTD YTD* Growth
Sweden 3,124 3,078 1% 9,256 9,297
Netherlands 1,369 1,468 –7% 4,007 4,280 –6%
Kazakhstan 349 317 10% 952 854 11%
Croatia 390 390 1,018 1,046 –3%
Lithuania 375 354 6% 1,009 1,004
Latvia 235 244 –4% 671 721 –7%
Estonia 165 193 –15% 480 529 –9%
Austria 308 332 –7% 898 988 –9%
Germany 232 226 3% 687 675 2%
Other 37 38 –3% 101 113 –11%
Continued operations 6,584 6,640 –1%19,079 19,507 –2%
FX effects –140 2% –335 2%
Total 6,584 6,500 1%19,079 19,172

* Adjusted for fluctuations in exchange rates

Sweden

The quarter was characterized by strong demand for mobile data as well as continued competitive pressure, especially in the discount segment. Total net sales over the period was SEK 3,124 (3,078) million, and total EBITDA amounted to SEK 1,025 (900) million.

The business segment saw continued strong mobile revenue growth, driven by increased customer stock as well as continued strong intake within cloud PBX. Only 18 months after its launch, the PBX service is number two in the market. A strong quarter also for the Large Enterprise segment with many new and prolonged contracts.

Mobile In Q3 2014 mobile end-user service revenue amounted to SEK 1,865 (1,767) million, a growth of 6 percent compared to the same period last year. Total customer base was 3,745,000 (3,803,000) and the EBITDA contribution reached SEK 910 (760) million in the quarter, representing a growth of 20 percent compared to the same period last year and an EBITDA margin of 33 (29) percent.

Within the residential segment the strong demand for mobile data shifted sales towards higher data buckets and 64 percent of residential postpaid customers were on bucket price plans in the quarter. The number of sold data-top ups increased with almost 270 percent compared to the same period last year, proving that the consumer behavior has shifted from voice to data services. The demand for 4G enabled smartphones was maintained in the quarter, making up close to 90 percent of total sales.

In Q3 2014 the market has been impacted by maintained competitive pressure. Despite this development, Tele2's price fighting brand Comviq experienced a strong quarter with a high net intake and an increased customer base on bucket price plans thanks to improved distribution strategy.

Fixed broadband The fixed broadband showed a decline in line with previous years in Q3 2014 with an EBITDA contribution of SEK 34 (49) million, driven by solid demand within business data net services.

Fixed telephony The EBITDA contribution in the quarter amounted to SEK 51 (61) million. Tele2 Sweden saw, as expected, a continued decrease in demand for fixed telephony as a consequence of the increased demand for mobile bucket price plans.

EBITDA LESS EXCHANGE RATE FLUCTUATIONS

Total 1,682 1,471 14% 4,514 4,401 3%
FX effects –42 3% –122 3%
Continued operations 1,682 1,513 11% 4,514 4,523
Other –7 –33 79% –81 –92 12%
Germany 35 19 84% 100 111 –10%
Austria 62 81 –23% 169 255 –34%
Estonia 41 46 –11% 118 131 –10%
Latvia 83 76 9% 212 231 –8%
Lithuania 143 115 24% 378 377
Croatia 72 50 44% 130 76 71%
Kazakhstan 22 –30 26 –114
Netherlands 206 289 –29% 730 958 –24%
Sweden 1,025 900 14% 2,732 2,590 5%
SEK million Q3 Q3* Growth YTD YTD* Growth
2014 2013 2014 2013

* Adjusted for fluctuations in exchange rates

The Netherlands

Tele2 Netherlands showed stable development in the quarter with net sales amounting to SEK 1,369 (1,383) million. EBITDA amounted to SEK 206 (271) million, impacted by MNO roll-out as well as maintained price pressure in the fixed broadband market.

Mobile Tele2 Netherlands added 23,000 (56,000) customers, bringing the total mobile customer base to 791,000 (640,000). The result was in some part due to a new mobile proposition, focused on delivering low priced, fair, transparent and simple packages which was launched in September.

In Q3 2014 the business met several important milestones in the 4G roll-out. Construction of new sites is going according to plan. Meanwhile an internal testing program has started, with a number of employees testing all different aspects of the 4G network. During the quarter, Samsung also validated Tele2's 4G-network, enabling all their LTE-devices to use the network.

Fixed broadband The turnaround in residential broadband customer base development continued, resulting in highest quarter of customer intake in two and a half years. The customer base development reflected the improvements made over the last couple of months with a net intake of 1,000 (–12,000) customers, opting mostly for bundled services. The total base amounted to 368,000 (385,000). The Business sales team added several big accounts in the quarter.

Norway

On the 7th of July, Tele2 AB agreed to sell Tele2 Norway to Telia-Sonera for SEK 5.3 billion. The sale will be completed after approval by regulatory authorities, which is expected at the latest in Q1 2015. As a result, Tele2 Norway is reported under discontinued operations in the income statement, with a retrospective effect in previous periods, and as assets held for sale in the balance sheet from June 30, 2014 (see Note 10).

Kazakhstan

Mobile Throughout Q3 2014, Tele2 Kazakhstan continued to focus on strengthening its market position and on increasing quality of customer intake. Net intake amounted to 108,000 (–14,000) customers during the quarter, taking the total customer base to 3,092,000 (3,148,000). Mobile end-user service revenue grew by 7 percent compared to same quarter previous year despite devaluation of local currency and amounted to SEK 257 (240) million. The EBITDA contribution was SEK 22 (–34) million through improved operational scale and lower interconnect level. Mobile data traffic showed steady growth, increasing by 118 percent compared to the same period last year.

Tele2 Kazakhstan continued to invest in its mobile network in order to improve quality perception in the market. Most efforts concentrated on expanding geographical coverage and improving network quality. New offers were introduced, such as "Internet for the whole year", as a response to strong pricing competition and to maintain the price leadership position. In July 2014, the company launched its brandnew mobile application allowing customers to get better control, in real-time, over costs.

Croatia

Mobile Even though the overall mobile market shrank in the quarter, with great value for money offers Tele2 had a good summer tourist season both in terms of visitor roaming and sales of tourist SIMs. Tele2 Croatia maintained its positive operational development and had a net intake of 33,000 (50,000) customers. Tele2 Croatia had a solid mobile end-user service revenue increase of 11 percent, amounting to SEK 220 (199) million, despite negative impact from reduced mobile termination rates and lower roaming prices. During Q3 2014, Tele2 Croatia continued to improve profitability with a strong EBITDA contribution of SEK 72 (48) million.

Lithuania

Mobile Despite strong competition, Tele2 Lithuania maintained a solid performance in Q3 2014 with mobile end-user services revenue growing to SEK 231 (221) million, an increase by 5 percent.

During the quarter, Tele2 Lithuania reached a solid EBITDA contribution of SEK 143 (109) million. The positive development was mainly driven by higher mobile data usage in combination with improved cost efficiency. As a result, Tele2 Lithuania's EBITDA margin increased to 38 (33) percent in the quarter helped by good cost control.

Faced with intensified price pressure from competition, Tele2 Lithuania will work to further improve its retention activities. The company will also continue to aggressively grow its market share in the business segment, benefiting from general price sensitivity among private companies and state-owned organizations.

Tele2 Lithuania continued to improve its mobile network and started to introduce LTE/4G services, to respond to the increasing customer demand for mobile data.

Latvia

Mobile Tele2 Latvia's mobile end-user service revenue was SEK 145 (139) million in the quarter, positively impacted by growing mobile data usage. Having achieved a significant gain in reputation through ongoing attention to service excellence and performance, Tele2 Latvia concentrated its efforts on maintaining its efficiency during the quarter, but also focused on quality of service and offer innovation. As a result the EBITDA contribution improved to SEK 83 (72) million, equivalent to an EBITDA margin of 35 (31) percent.

Tele2 Latvia will continue to strengthen its market position through focus on revenue growth, customer satisfaction and innovation.

During Q3 2014, Tele2 Latvia launched roaming data buckets for EU countries, making it more convenient for customers to use mobile data abroad. Also new data tariff plans for domestic use was introduced in the quarter.

Estonia

Mobile Tele2 Estonia showed a solid financial performance during Q3 2014 under difficult market conditions, with mobile end-user service revenue and EBITDA amounting to SEK 98 (102) million and SEK 35 (33) million respectively.

In Q3 2014, Tele2 Estonia introduced data centric bundled subscriptions with unlimited voice and sms, to stimulate further growth of data usage. Additionally, HD voice and Deezer music service was introduced to the end customer in the quarter.

Tele2 Estonia will focus on increasing customer intake by utilizing all commercial channels, but especially its own shops as they generate higher ARPU customers. Tele2 Estonia will also work on optimizing its fiber network. The objective is to acquire more business customers by providing them with direct data link not only in Estonia, but also through partners abroad.

Austria

In the quarter, Tele2 Austria's net sales amounted to SEK 308 (313) million, stabilized by enhanced focus on driving growth in the business and residential segments. As a result of increased marketing activities and lower carrier pre-select (CPS) revenues, EBITDA amounted to SEK 62 (77) million. Tele2 Austria maintained a very high customer satisfaction level at 83 percent.

Fixed broadband Tele2 Austria continued to work on improving its brand and market positioning during the quarter through summer campaigns. EBITDA contribution improved compared to Q2 2014 and reached SEK 34 million.

Fixed telephony Successful retention and cross-selling activities through online continued throughout the quarter

Germany

In the quarter, Tele2 Germany continued its growth in the mobile segment with a strong net intake backed up by a solid performance in the fixed and broadband segments. Net sales increased by 9 percent to SEK 232 (213) million and EBITDA amounted to 35 (18) million in Q3 2014. The total customer base grew by 2 percent to 728,000 (712,000) customers despite the continued decline within the fixed voice and broadband segments.

Mobile The mobile segment continued to show a strong performance, adding 19,000 (21,000) new customers in the quarter, taking the total customer base to 233,000 (156,000). End user service revenue increased to SEK 115 (81) million in Q3 2014. The segment's positive development emphasizes the transformation to a fixed and mobile player by mitigating the customer decline from the fixed and broadband segments.

Fixed broadband and telephony Though following the general declining market trend, the fixed telephony (Carrier Pre-Selection and Open Call-by-Call) and fixed broadband segments generated cash contributions above plan and provided a source for cross-sale to mobile services - both regular mobile services and higher ARPU fixed-via mobile services.

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 availability of frequencies and telecom licenses, price competition, integration of new business models, changes in regulatory legislation, operation in Kazakhstan, network sharing with other parties, 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 2013 (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 2015

The 2015 Annual General Meeting will be held on May 19, 2015 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 for the proposal to 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 2015 Annual General Meeting

In accordance with the resolution of the 2014 Annual General Meeting, Cristina Stenbeck has convened a Nomination Committee consisting of members appointed by the largest shareholders in Tele2 (wishing to appoint a member). The Nomination Committee is comprised of Cristina Stenbeck appointed by Investment AB Kinnevik; Mathias Leijon appointed by Nordea Funds; Jonas Eixmann appointed by Andra AP-fonden and Åsa Nisell appointed by Swedbank Robur Funds. The members of the Committee will appoint the Committee Chairman at their first meeting. 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.

Auditors' Review Report

This interim report has not been subject to review by the Company's auditors.

Other

Tele2 will release the financial and operating results for the period ending December 31, 2014 on January 30, 2015.

Stockholm, October 23, 2014 Tele2 AB

Mats Granryd President and CEO

Q3 2014 PRESENTATION

Tele2 will host a presentation, with the possibility to join through a conference call, for the global financial community at 10:00 am CEST (09:00 am BST/04:00 am EDT) on Thursday, October 23, 2014. The presentation will be held in English and also made available as an audio cast 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 8 505 564 74 UK: +44 203 364 5374 US: +1 855 753 2230

CONTACTS

Mats Granryd President & CEO Telephone: + 46 (0)8 5620 0060

Allison Kirkby CFO Telephone: + 46 (0)8 5620 0060

Lars Torstensson

EVP, Group Communication & Strategy 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

VISIT OUR WEBSITE: www.tele2.com

APPENDICES

Income statement Comprehensive income Balance sheet Cash flow statement Change in equity Numbers of customers Net sales Internal sales Mobile external net sales split EBITDA EBIT CAPEX Key ratios Parent company Notes

TELE2 IS ONE OF EUROPE'S FASTEST GROWING TELECOM OPERATORS, ALWAYS PROVIDING CUSTOMERS WITH WHAT THEY NEED FOR LESS. We have 14 million customers in 9 countries. Tele2 offers mobile services, fixed broadband and fixed telephony, data network services, 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 2013, we had net sales of SEK 26 billion and reported an operating profit (EBITDA) of SEK 6 billion.

Income statement

SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2013
Q3
CONTINUING OPERATIONS
Net sales 1 19,079 19,172 25,757 6,584 6,500
Cost of services sold 2 –10,943 –11,599 –15,441 –3,756 –4,207
Gross profit 8,136 7,573 10,316 2,828 2,293
Selling expenses 2 –3,935 –4,113 –5,541 –1,268 –1,431
Administrative expenses 2 –1,790 –1,716 –2,321 –594 –583
Result from shares in joint ventures and associated companies –9 –14 –17 –3 –3
Other operating income 10 531 144 206 90 42
Other operating expenses 2 –178 –62 –95 –49 –21
Operating profit, EBIT 2,755 1,812 2,548 1,004 297
Interest income/costs 3 –283 –279 –368 –98 –125
Other financial items 4 333 –93 –183 52 –34
Profit after financial items, EBT 2,805 1,440 1,997 958 138
Income tax 5 –673 –749 –1,029 –232 –261
NET PROFIT/LOSS FROM CONTINUING OPERATIONS 2,132 691 968 726 –123
DISCONTINUED OPERATIONS
Net profit/loss from discontinued operations 10 –330 13,730 13,622 –103 –48
NET PROFIT/LOSS 1,802 14,421 14,590 623 –171
ATTRIBUTABLE TO
Equity holders of the parent company 1,802 14,421 14,590 623 –171
Earnings per share (SEK) 9 4.04 32.39 32.77 1.39 –0.40
Earnings per share, after dilution (SEK) 9 4.02 32.19 32.55 1.39 –0.40
FROM CONTINUING OPERATIONS
ATTRIBUTABLE TO
Equity holders of the parent company 2,132 691 968 726 –123
Earnings per share (SEK) 9 4.78 1.55 2.17 1.62 –0.27
Earnings per share, after dilution (SEK) 9 4.76 1.55 2.15 1.62 –0.27

Comprehensive income

SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2013
Q3
NET PROFIT/LOSS 1,802 14,421 14,590 623 –171
OTHER COMPREHENSIVE INCOME
COMPONENTS NOT TO BE RECLASSIFIED TO NET PROFIT/LOSS
Pensions, actuarial gains/losses –67 8 203 –52 8
Pensions, actuarial gains/losses, tax effect 15 –2 –45 12 –2
Components not to be reclassified to net profit/loss –52 6 158 –40 6
COMPONENTS THAT MAY BE RECLASSIFIED TO NET PROFIT/LOSS
Exchange rate differences
Translation differences in foreign operations 2 588 –177 272 142 –311
Tax effect on above –130 –26 –20 –77 39
Reversed cumulative translation differences from divested companies 10 –3 1,720 1,719 –16
Translation differences 455 1,517 1,971 65 –288
Hedge of net investments in foreign operations –189 81 –6 –88 40
Tax effect on above 42 –18 2 20 –9
Reversed cumulative hedge from divested companies –3 –3 –1
Hedge of net investments –147 60 –7 –68 30
Exchange rate differences 308 1,577 1,964 –3 –258
Cash flow hedges
Gain/loss arising on changes in fair value of hedging instruments –134 55 33 –32 –5
Reclassified cumulative gain/loss to income statement 44 37 49 15 13
Tax effect on cash flow hedges 19 –20 –18 3 –2
Cash flow hedges –71 72 64 –14 6
Components that may be reclassified to net profit/loss 237 1,649 2,028 –17 –252
OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX 185 1,655 2,186 –57 –246
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 1,987 16,076 16,776 566 –417
ATTRIBUTABLE TO
Equity holders of the parent company 1,987 16,076 16,776 566 –417

Balance sheet

SEK million Note Sep 30, 2014 Sep 30, 2013 Dec 31, 2013
ASSETS
NON-CURRENT ASSETS
Goodwill 9,180 9,329 9,537
Other intangible assets 2 4,802 5,097 5,183
Intangible assets 13,982 14,426 14,720
Tangible assets 2 10,397 11,497 11,747
Financial assets 3 517 103 365
Deferred tax assets 5 2,128 3,012 2,753
NON-CURRENT ASSETS 27,024 29,038 29,585
CURRENT ASSETS
Inventories 486 339 471
Current receivables 6,777 7,969 7,948
Current investments 40 50 55
Cash and cash equivalents 6 418 1,024 1,348
CURRENT ASSETS 7,721 9,382 9,822
ASSETS CLASSIFIED AS HELD FOR SALE 10 4,204 448
ASSETS 38,949 38,420 39,855
EQUITY AND LIABILITIES
EQUITY
Attributable to equity holders of the parent company 21,638 20,882 21,589
Non-controlling interests 2 2 2
EQUITY 9 21,640 20,884 21,591
NON-CURRENT LIABILITIES
Interest-bearing liabilities 3 5,287 6,158 6,282
Non-interest-bearing liabilities 5 392 563 441
NON-CURRENT LIABILITIES 5,679 6,721 6,723
CURRENT LIABILITIES
Interest-bearing liabilities 3 4,077 3,280 3,148
Non-interest-bearing liabilities 6,676 7,535 8,340
CURRENT LIABILITIES 10,753 10,815 11,488
LIABILITIES DIRECTLY ASSOCIATED WITH ASSETS
CLASSIFIED AS HELD FOR SALE 10 877 53
EQUITY AND LIABILITIES 38,949 38,420 39,855

Cash flow statement

(Total operations)

2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million
Note
Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
OPERATING ACTIVITIES
Operating profit 2,439 15,753 16,339 906 679 854 586 248 13,926
Adjustments for non-cash items in
operating profit 2,136 –10,032 –9,141 812 806 518 891 1,286 –12,426
Financial items paid –283 –314 –455 –120 –122 –41 –141 –132 –69
Taxes paid –234 –370 –479 –63 –46 –125 –109 –31 –7
Cash flow from operations before
changes in working capital
4,058 5,037 6,264 1,535 1,317 1,206 1,227 1,371 1,424
Changes in working capital –802 –744 –451 –92 –11 –699 293 –14 –63
CASH FLOW FROM OPERATING ACTIVITIES 3,256 4,293 5,813 1,443 1,306 507 1,520 1,357 1,361
INVESTING ACTIVITIES
CAPEX paid
7
–3,062 –4,228 –5,241 –968 –1,032 –1,062 –1,013 –862 –905
Cash flow after CAPEX 194 65 572 475 274 –555 507 495 456
Acquisition and sale of shares and participations
10
692 17,232 17,228 –18 –39 749 –4 –52 17,392
Other financial assets 17 13 7 3 14 –6 1 8
Cash flow from investing activities –2,353 13,017 11,994 –986 –1,068 –299 –1,023 –913 16,495
CASH FLOW AFTER INVESTING ACTIVITIES 903 17,310 17,807 457 238 208 497 444 17,856
FINANCING ACTIVITIES
Change of loans, net
3
108 –2,264 –2,433 –546 1,640 –986 –169 –159 –1,876
Dividends
9
–1,960 –3,163 –3,163 –1,960 –3,163
Redemption of shares
9
–12,474 –12,474 –12,474
Other financing activities
9
–94 –94
Cash flow from financing activities –1,852 –17,995 –18,164 –546 –320 –986 –169 –159 –17,513
NET CHANGE IN CASH AND CASH EQUIVALENTS –949 –685 –357 –89 –82 –778 328 285 343
Cash and cash equivalents at beginning of period 1,348 1,673 1,673 526 593 1,348 1,024 740 386
Exchange rate differences in cash and cash
equivalents 19 36 32 –19 15 23 –4 –1 11
CASH AND CASH EQUIVALENTS
AT END OF THE PERIOD
6
418 1,024 1,348 418 526 593 1,348 1,024 740

Change in equity

Sep 30, 2014 Sep 30, 2013 Dec 31, 2013
Attributable to Attributable to Attributable to
SEK million Note equity
holders of
the parent
company
non
controlling
interests
Total
equity
equity
holders of
the parent
company
non
controlling
interests
Total
equity
equity
holders of
the parent
company
non
controlling
interests
Total
equity
Equity, January 1 21,589 2 21,591 20,426 3 20,429 20,426 3 20,429
Net profit for the period 1,802 1,802 14,421 14,421 14,590 14,590
Other comprehensive income for
the period, net of tax
185 185 1,655 1,655 2,186 2,186
Total comprehensive income for
the period
1,987 1,987 16,076 16,076 16,776 16,776
Other changes in equity
Share-based payments 9 21 21 7 7 14 14
Share-based payments, tax effect 9 1 1 10 10 10 10
Dividends 9 –1,960 –1,960 –3,163 –3,163 –3,163 –3,163
Redemption of shares 9 –12,474 –12,474 –12,474 –12,474
Purchase of non-controlling
interests
9 –1 –1 –1 –1
EQUITY, END OF THE PERIOD 21,638 2 21,640 20,882 2 20,884 21,589 2 21,591

Numbers of customers

Numbers of customers Net intake
2014 2013 2014 2013 2013 2014 2014 2014 2013 2013 2013
by thousands Note Sep 30 Sep 30 Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Sweden
Mobile 3,745 3,803 7 46 38 28 –8 –13 –8 60 20
Fixed broadband 1 64 472 –16 –12 –19 –4 –6 –6 –7 –2 3
Fixed telephony 243 289 –30 –52 –68 –9 –12 –9 –16 –15 –16
4,052 4,564 –39 –18 –49 15 –26 –28 –31 43 7
Netherlands
Mobile 791 640 97 162 224 23 27 47 62 56 49
Fixed broadband 368 385 –6 –36 –47 1 –1 –6 –11 –12 –10
Fixed telephony 85 114 –22 –27 –34 –5 –7 –10 –7 –6 –10
1,244 1,139 69 99 143 19 19 31 44 38 29
Kazakhstan
Mobile 3,092 3,148 341 547 154 108 213 20 –393 –14 309
3,092 3,148 341 547 154 108 213 20 –393 –14 309
Croatia
Mobile 877 839 84 85 40 33 45 6 –45 50 13
877 839 84 85 40 33 45 6 –45 50 13
Lithuania
Mobile 1,850 1,865 –1 82 81 –15 –4 18 –1 54 16
1,850 1,865 –1 82 81 –15 –4 18 –1 54 16
Latvia
Mobile 1,003 1,075 –28 32 –9 10 1 –39 –41 24 11
1,003 1,075 –28 32 –9 10 1 –39 –41 24 11
Estonia
Mobile 494 514 –9 8 2 –6 –5 –8 7 2
Fixed telephony 3 4 –1 –1 –1 –1 –1 1 –1
497 518 –10 7 –1 1 –7 –4 –8 7 1
Austria
Fixed broadband 110 120 –8 –7 –9 –4 –1 –3 –2 –2 –2
Fixed telephony 152 173 –15 –18 –24 –4 –5 –6 –6 –5 –6
262 293 –23 –25 –33 –8 –6 –9 –8 –7 –8
Germany
Mobile 233 156 57 46 66 19 18 20 20 21 13
Fixed broadband 66 73 –5 –9 –11 –1 –1 –3 –2 –2 –3
Fixed telephony 429 483 –37 –111 –128 –15 –2 –20 –17 –10 –76
728 712 15 –74 –73 3 15 –3 1 9 –66
TOTAL
Mobile
12,085 12,040 548 1,008 594 208 286 54 –414 258 433
Fixed broadband 1 608 1,050 –35 –64 –86 –8 –9 –18 –22 –18 –12
Fixed telephony 912 1,063 –105 –209 –255 –34 –27 –44 –46 –36 –109
TOTAL NUMBERS OF CUSTOM
ERS AND NET INTAKE 13,605 14,153 408 735 253 166 250 –8 –482 204 312
Divested companies 1 –385 –385
Changed method of calculation 1 –811 –900 –89 –811
TOTAL NUMBERS OF
CUSTOMERS AND NET CHANGE 13,605 14,153 23 –76 –647 166 250 –393 –571 204 –499

Net sales

SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
Sweden
Mobile 1 8,107 7,485 10,075 2,755 2,726 2,626 2,590 2,508 2,540
Fixed broadband 1, 10 541 1,066 1,411 176 185 180 345 334 349
Fixed telephony 507 653 841 158 168 181 188 203 218
Other operations 105 99 133 36 34 35 34 35 33
9,260 9,303 12,460 3,125 3,113 3,022 3,157 3,080 3,140
Netherlands
Mobile 1,390 1,235 1,682 497 458 435 447 463 417
Fixed broadband 1,870 1,981 2,632 627 617 626 651 646 650
Fixed telephony 324 420 551 104 103 117 131 135 142
Other operations 424 428 571 141 141 142 143 139 141
4,008 4,064 5,436 1,369 1,319 1,320 1,372 1,383 1,350
Kazakhstan
Mobile 952 979 1,344 349 309 294 365 357 333
952 979 1,344 349 309 294 365 357 333
Croatia
Mobile 1,018 1,001 1,397 390 329 299 396 372 333
1,018 1,001 1,397 390 329 299 396 372 333
Lithuania
Mobile 1 1,017 960 1,289 379 332 306 329 336 329
1,017 960 1,289 379 332 306 329 336 329
Latvia
Mobile 678 693 926 237 226 215 233 234 221
678 693 926 237 226 215 233 234 221
Estonia
Mobile 440 450 606 152 148 140 156 163 148
Fixed telephony 5 8 10 1 2 2 2 3 2
Other operations 35 44 58 12 11 12 14 16 14
480 502 674 165 161 154 172 182 164
Austria
Fixed broadband 584 608 811 196 195 193 203 204 202
Fixed telephony 124 143 190 41 41 42 47 46 47
Other operations 190 187 243 71 63 56 56 63 62
898 938 1,244 308 299 291 306 313 311
Germany
Mobile 324 222 321 112 108 104 99 82 74
Fixed broadband 125 131 171 41 41 43 40 43 43
Fixed telephony 238 288 375 79 77 82 87 88 97
687 641 867 232 226 229 226 213 214
Other
Other operations 102 115 152 36 38 28 37 40 36
102 115 152 36 38 28 37 40 36
TOTAL
Mobile 13,926 13,025 17,640 4,871 4,636 4,419 4,615 4,515 4,395
Fixed broadband 10 3,120 3,786 5,025 1,040 1,038 1,042 1,239 1,227 1,244
Fixed telephony 1,198 1,512 1,967 383 391 424 455 475 506
Other operations 856 873 1,157 296 287 273 284 293 286
Internal sales, elimination 19,100
–21
19,196
–24
25,789
–32
6,590
–6
6,352
–9
6,158
–6
6,593
–8
6,510
–10
6,431
–7
TOTAL 19,079 19,172 25,757 6,584 6,343 6,152 6,585 6,500 6,424

Internal sales

2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Sweden
Mobile 4 6 7 1 2 1 1 2 1
4 6 7 1 2 1 1 2 1
Netherlands
Other operations 1 1 1 1 1
1 1 1 1 1
Lithuania
Mobile 8 7 9 4 2 2 2 2 3
8 7 9 4 2 2 2 2 3
Latvia
Mobile 7 8 11 2 3 2 3 4 2
7 8 11 2 3 2 3 4 2
Other
Other operations 1 2 4 –1 1 1 2 2
1 2 4 –1 1 1 2 2
TOTAL
Mobile 19 21 27 7 7 5 6 8 6
Other operations 2 3 5 –1 2 1 2 2 1
TOTAL 21 24 32 6 9 6 8 10 7

Mobile external net sales split

SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
Sweden, mobile
End user service revenue 5,396 5,175 6,950 1,865 1,815 1,716 1,775 1,767 1,746
Operator revenue 1 730 773 982 222 224 284 209 229 274
Service revenue 6,126 5,948 7,932 2,087 2,039 2,000 1,984 1,996 2,020
Equipment revenue 1,499 1,086 1,535 505 527 467 449 358 373
Other revenue 478 445 601 162 158 158 156 152 146
8,103 7,479 10,068 2,754 2,724 2,625 2,589 2,506 2,539
Netherlands, mobile
End user service revenue 902 683 944 321 308 273 261 259 227
Operator revenue 111 97 131 38 39 34 34 34 34
Service revenue 1,013 780 1,075 359 347 307 295 293 261
Equipment revenue 377 455 607 138 111 128 152 170 156
Kazakhstan, mobile 1,390 1,235 1,682 497 458 435 447 463 417
End user service revenue 698 658 909 257 225 216 251 240 223
Operator revenue 240 296 402 88 80 72 106 108 102
Service revenue 938 954 1,311 345 305 288 357 348 325
Equipment revenue 14 25 33 4 4 6 8 9 8
Croatia, mobile 952 979 1,344 349 309 294 365 357 333
End user service revenue 598 558 749 220 196 182 191 199 184
Operator revenue 208 227 298 88 66 54 71 91 75
Service revenue 806 785 1,047 308 262 236 262 290 259
Equipment revenue 212 216 350 82 67 63 134 82 74
Lithuania, mobile 1,018 1,001 1,397 390 329 299 396 372 333
End user service revenue 1 640 638 843 231 213 196 205 221 213
Operator revenue 133 108 145 49 44 40 37 35 32
Service revenue 773 746 988 280 257 236 242 256 245
Equipment revenue 236 207 292 95 73 68 85 78 81
1,009 953 1,280 375 330 304 327 334 326
Latvia, mobile
End user service revenue 407 403 533 145 134 128 130 139 136
Operator revenue 157 170 225 46 55 56 55 49 46
Service revenue 564 573 758 191 189 184 185 188 182
Equipment revenue 107 112 157 44 34 29 45 42 37
Estonia, mobile 671 685 915 235 223 213 230 230 219
End user service revenue 286 295 391 98 97 91 96 102 98
Operator revenue 51 49 65 19 17 15 16 18 16
Service revenue 337 344 456 117 114 106 112 120 114
Equipment revenue 103 106 150 35 34 34 44 43 34
440 450 606 152 148 140 156 163 148
Germany, mobile
End user service revenue 323 219 316 115 106 102 97 81 73
Service revenue 323 219 316 115 106 102 97 81 73
Equipment revenue 1 3 5 –3 2 2 2 1 1
TOTAL, MOBILE 324 222 321 112 108 104 99 82 74
End user service revenue 9,250 8,629 11,635 3,252 3,094 2,904 3,006 3,008 2,900
Operator revenue 1,630 1,720 2,248 550 525 555 528 564 579
Service revenue 10,880 10,349 13,883 3,802 3,619 3,459 3,534 3,572 3,479
Equipment revenue 2,549 2,210 3,129 900 852 797 919 783 764
Other revenue 478 445 601 162 158 158 156 152 146
TOTAL 13,907 13,004 17,613 4,864 4,629 4,414 4,609 4,507 4,389

EBITDA

SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
Sweden
Mobile 1-2 2,432 2,249 2,971 910 777 745 722 760 757
Fixed broadband 1, 2, 10 69 88 143 34 25 10 55 49 19
Fixed telephony 1-2 151 188 243 51 57 43 55 61 62
Other operations 80 65 91 30 23 27 26 30 18
2,732 2,590 3,448 1,025 882 825 858 900 856
Netherlands
Mobile –104 –46 –20 –45 –23 –36 26 –22 –2
Fixed broadband 524 637 854 163 169 192 217 192 216
Fixed telephony 2 122 107 137 29 63 30 30 35 38
Other operations 188 211 280 59 58 71 69 66 69
Kazakhstan 730 909 1,251 206 267 257 342 271 321
Mobile 26 –131 –138 22 3 1 –7 –34 –52
26 –131 –138 22 3 1 –7 –34 –52
Croatia
Mobile 130 73 95 72 33 25 22 48 22
130 73 95 72 33 25 22 48 22
Lithuania
Mobile 1 378 359 461 143 127 108 102 109 133
378 359 461 143 127 108 102 109 133
Latvia
Mobile 212 220 292 83 67 62 72 72 69
212 220 292 83 67 62 72 72 69
Estonia
Mobile 100 96 124 35 32 33 28 33 28
Fixed telephony 3 3 4 2 1 1 1 2
Other operations 15 25 33 4 6 5 8 9 6
Austria 118 124 161 41 38 39 37 43 36
Fixed broadband 86 147 184 34 28 24 37 48 45
Fixed telephony 69 81 106 24 24 21 25 26 26
Other operations 14 15 18 4 6 4 3 3 6
169 243 308 62 58 49 65 77 77
Germany
Mobile –17 –28 –30 –3 –7 –7 –2 –25 –5
Fixed broadband 16 9 13 6 3 7 4 2 3
Fixed telephony 101 125 155 32 35 34 30 41 39
100 106 138 35 31 34 32 18 37
Other
Other operations –81 –92 –125 –7 –36 –38 –33 –33 –22
–81 –92 –125 –7 –36 –38 –33 –33 –22
TOTAL
Mobile 3,157 2,792 3,755 1,217 1,009 931 963 941 950
Fixed broadband 10 695 881 1,194 237 225 233 313 291 283
Fixed telephony 446 504 645 138 179 129 141 164 167
Other operations 216 224 297 90 57 69 73 75 77
TOTAL 4,514 4,401 5,891 1,682 1,470 1,362 1,490 1,471 1,477

EBIT

Sweden
Mobile
1-2
1,624
1,487
1,937
629
513
482
450
497
508
Fixed broadband
1, 2, 10
–5
–145
–134
10
–1
–14
11
–28
–59
Fixed telephony
1-2
138
169
219
47
51
40
50
57
54
Other operations
49
24
41
20
12
17
17
14
6
1,806
1,535
2,063
706
575
525
528
540
509
Netherlands
Mobile
–135
–69
–52
–53
–37
–45
17
–29
–11
Fixed broadband
132
281
371
32
34
66
90
74
97
Fixed telephony
2
110
94
121
24
60
26
27
30
34
Other operations
132
160
210
39
40
53
50
49
52
239
466
650
42
97
100
184
124
172
Kazakhstan
Mobile
2
–125
–295
–450
–29
–46
–50
–155
–93
–106
–125
–295
–450
–29
–46
–50
–155
–93
–106
Croatia
Mobile
71
–10
–6
51
14
6
4
21
–6
71
–10
–6
51
14
6
4
21
–6
Lithuania
Mobile
1
318
269
342
120
108
90
73
80
102
318
269
342
120
108
90
73
80
102
Latvia
Mobile
133
133
188
51
45
37
55
49
43
133
133
188
51
45
37
55
49
43
Estonia
Mobile
23
26
32
13
4
6
6
8
5
Fixed telephony
2
3
3
1
1


2
1
Other operations
5
15
20
1
2
2
5
5
4
30
44
55
15
7
8
11
15
10
Austria
Fixed broadband
26
90
109
13
8
5
19
28
27
Fixed telephony
45
59
74
16
17
12
15
19
19
Other operations
–2
1

–1
–1

–1
–1
1
69
150
183
28
24
17
33
46
47
Germany
Mobile
–42
–46
–52
–8
–21
–13
–6
–32
–11
Fixed broadband
10
3
4
4
1
5
1

1
Fixed telephony
90
118
147
32
25
33
29
39
36
58
75
99
28
5
25
24
7
26
Other
Other operations
–87
–110
–142
–8
–39
–40
–32
–42
–25
–87
–110
–142
–8
–39
–40
–32
–42
–25
TOTAL
Mobile
1,867
1,495
1,939
774
580
513
444
501
524
Fixed broadband
10
163
229
350
59
42
62
121
74
66
Fixed telephony
385
443
564
120
154
111
121
147
144
Other operations
97
90
129
51
14
32
39
25
38
2,512
2,257
2,982
1,004
790
718
725
747
772
One-off items
2
243
–445
–434

1
242
11
–450
3
2,755
1,812
2,548
1,004
791
960
736
297
775
TOTAL
SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2

EBIT, cont.

SPECIFICATION OF ITEMS BETWEEN EBITDA AND EBIT
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Note Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
EBITDA 4,514 4,401 5,891 1,682 1,470 1,362 1,490 1,471 1,477
Impairment of goodwill
and other assets
2 –454 –457 –3 –454
Sale of operations 10 261 9 23 1 260 14 4 3
Other one-off items 2 –18 –18
Total one-off items 243 –445 –434 1 242 11 –450 3
"Depreciation/amortization and
other impairment"
2 –1,993 –2,130 –2,892 –675 –677 –641 –762 –721 –700
Result from shares in joint ventures
and associated companies
–9 –14 –17 –3 –3 –3 –3 –3 –5
EBIT 2,755 1,812 2,548 1,004 791 960 736 297 775

CAPEX

Sweden
Mobile
333
540
766
115
133
85
226
144
Fixed broadband
10
38
130
165
12
13
13
35
42
Fixed telephony
6
6
7
1
3
2
1
3
Other operations
12
17
27
6
3
3
10
5
389
693
965
134
152
103
272
194
Netherlands
Mobile
7
810
1,416
1,648
401
272
137
232
30
Fixed broadband
236
225
379
35
90
111
154
82
Fixed telephony
7
6
8
3
2
2
2
1
Other operations
23
19
32
6
8
9
13
7
1,076
1,666
2,067
445
372
259
401
120
Kazakhstan
Mobile
241
346
464
90
85
66
118
120
241
346
464
90
85
66
118
120
Croatia
Mobile
46
33
62
13
24
9
29
12
46
33
62
13
24
9
29
12
Lithuania
Mobile
80
66
93
34
26
20
27
15
80
66
93
34
26
20
27
15
Latvia
Mobile
48
72
103
10
27
11
31
41
48
72
103
10
27
11
31
41
Estonia
Mobile
7
122
30
62
26
15
81
32
9
Other operations
5
2
3
1
4

1
1
127
32
65
27
19
81
33
10
Austria
Fixed broadband
18
28
38
6
5
7
10
13
Fixed telephony
16
23
29
6
4
6
6
10
Other operations
5
10
13
1
2
2
3
5
39
61
80
13
11
15
19
28
Germany
Mobile
12
18
19
2
4
6
1
5
Fixed broadband
2
2
3
2


1

Fixed telephony

2
2




2
14
22
24
4
4
6
2
7
Other
Other operations
360
361
476
91
130
139
115
111
360
361
476
91
130
139
115
111
TOTAL
Mobile
1,692
2,521
3,217
691
586
415
696
376
SEK million Note 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
211
36
2
5
254
15
76
2
6
99
139
139
17
17
22
22
18
18
11
1
12
9
7
3
19
6
2
8
126
126
439
Fixed broadband 10 294 385 585 55 108 131 200 137 123
Fixed telephony
29
37
46
10
9
10
9
16
11
Other operations
405
409
551
105
147
153
142
129
141
7
2,420
3,352
4,399
861
850
709
1,047
658
TOTAL
714

Key ratios

2014 2013 2013 2012 2011 2010
SEK million Jan 1-Sep 30 Jan 1-Sep 30
CONTINUING OPERATIONS
Net sales 19,079 19,172 25,757 25,993 26,219 27,361
Numbers of customers (by thousands) 13,605 14,153 13,582 14,229 12,392 11,845
EBITDA 4,514 4,401 5,891 6,040 6,755 6,880
EBIT 2,755 1,812 2,548 2,190 3,613 4,088
EBT 2,805 1,440 1,997 1,668 3,074 3,664
Net profit 2,132 691 968 1,158 2,169 3,986
Key ratios
EBITDA margin, % 23.7 23.0 22.9 23.2 25.8 25.7
EBIT margin, % 14.4 9.5 9.9 8.4 13.8 14.9
Value per share (SEK)
Net profit 4.78 1.55 2.17 2.61 4.88 9.03
Net profit after dilution 4.76 1.55 2.15 2.59 4.85 9.00
TOTAL
Equity 21,640 20,884 21,591 20,429 21,452 28,875
Total assets 38,949 38,420 39,855 49,189 46,864 42,085
Cash flow from operating activities 3,256 4,293 5,813 8,679 9,690 9,966
Cash flow after CAPEX 194 65 572 4,070 4,118 6,008
Available liquidity 8,788 12,213 9,306 12,933 9,986 13,254
Net debt 8,993 8,346 8,007 15,745 13,518 3,417
Investments in intangible and
tangible assets, CAPEX 2,925 4,279 5,534 5,294 6,095 4,094
Investments in shares and other financial assets –709 –17,245 –17,235 215 1,563 1,424
Key ratios
Equity/assets ratio, % 56 54 54 42 46 69
Debt/equity ratio, multiple 0.42 0.40 0.37 0.77 0.63 0.12
Return on equity, % 11.1 70.6 69.5 15.6 18.9 24.0
ROCE, return on capital employed, % 10.7 48.2 48.0 15.4 20.5 22.2
Average interest rate, % 5.1 5.4 5.2 6.7 6.2 7.3
Value per share (SEK)
Net profit 4.04 32.39 32.77 7.34 10.69 15.67
Net profit after dilution 4.02 32.19 32.55 7.30 10.63 15.61
Equity 48.56 46.91 48.49 45.95 48.33 65.44
Cash flow from operating activities 7.31 9.64 13.06 19.53 21.83 22.59
Dividend, ordinary 4.40 7.10 6.50 6.00
Extraordinary dividend 6.50 21.00
Redemption 28.00 28.00
Market price at closing day 87.15 82.20 72.85 117.10 133.90 139.60

Parent company

INCOME STATEMENT

2014 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year
Net sales 42 34 47
Administrative expenses –92 –70 –95
Operating loss, EBIT –50 –36 –48
Dividend from group company 967 9,900
Exchange rate difference on financial items –105 125 134
Net interest expenses and other financial items –195 –197 –216
Profit/loss after financial items, EBT 617 –108 9,770
Appropriations, group contribution 265
Tax on profit/loss 77 28 –23
NET PROFIT/LOSS 694 –80 10,012

BALANCE SHEET

SEK million Note Sep 30, 2014 Dec 31, 2013
ASSETS
NON-CURRENT ASSETS
Financial assets 13,606 13,586
NON-CURRENT ASSETS 13,606 13,586
CURRENT ASSETS
Current receivables 11,067 11,933
Cash and cash equivalents 2
CURRENT ASSETS 11,069 11,933
ASSETS 24,675 25,519
EQUITY AND LIABILITIES
EQUITY
Restricted equity 9 5,546 5,546
Unrestricted equity 9 11,811 13,126
EQUITY 17,357 18,672
NON-CURRENT LIABILITIES
Interest-bearing liabilities 3 4,340 5,308
NON-CURRENT LIABILITIES 4,340 5,308
CURRENT LIABILITIES
Interest-bearing liabilities 3 2,903 1,452
Non-interest-bearing liabilities 75 87
CURRENT LIABILITIES 2,978 1,539
EQUITY AND LIABILITIES 24,675 25,519

ACCOUNTING PRINCIPLES AND DEFINITIONS

The interim report for the Group has been prepared in accordance with IAS 34 and the Swedish Annual Accounts Act, and the interim report for the parent company has been prepared in accordance with the Swedish Annual Accounts Act and the Swedish Financial Reporting Board recommendation RFR 2 Reporting for legal entities.

The new and amended IFRS standards and IFRIC interpretations (IFRS 10, IFRS 11, IFRS 12, IAS 27, IAS 28, IAS 32, IAS 36, IAS 39 and IFRIC 21), which became effective January 1, 2014, have had no material effect on the consolidated financial statements.

In all other respects, Tele2 has presented this interim report in accordance with the accounting principles and calculation methods used in the 2013 Annual Report. The description of these principles and definitions is found in the 2013 Annual Report.

NOTE 1 NET SALES AND CUSTOMERS

NET SALES

In Q3 2014, the net sales in Lithuania was positively impacted by SEK 15 million as a result of expired prepaid balances.

In Q1 2014, the net sales in Sweden was positively impacted by SEK 73 million as a result of decisions by the Swedish Post and Telecom Authority (PTS) regarding termination rates for previous periods, of which mobile amounted to SEK 78 million and fixed broadband to SEK –5 million. The effect on EBITDA is stated in Note 2.

CUSTOMERS

In Q1 2014, the fixed broadband customer stock in Sweden decreased with –385,000 customers as a result of the sale of the Swedish residential cable and fiber operations. For additional information please refer to Note 10.

In Q4 2013, the definition of an active customer in the customer stock was changed to exclude Machine-to-Machine subscriptions (M2M). The one time effect on the customer stock in each segment is presented below:

Total mobile –89,000
Estonia –3,000
Latvia –3,000
Lithuania –13,000
Croatia –1,000
Kazakhstan –4,000
Netherlands –8,000
Sweden –57,000

In Q2 2013, the mobile customer stock was negatively impacted by a one-time adjustment of –811,000 customers in Kazakhstan as a result of a changed method for calculating number of customers so a customer with only incoming calls to its voicemail is no longer counted as an active customer.

NOTE 2 OPERATING EXPENSES

EBITDA

In Q2 2014, the EBITDA for fixed telephony in Netherlands was positively impacted by SEK 48 million as a result of settled disputes regarding wholesale line rental.

In Q1 2014, the EBITDA in Sweden was positively impacted by SEK 8 million as a result of decisions by PTS, as stated in Note 1, regarding termination rates for previous periods, of which mobile amounted to SEK 35 million, fixed broadband to SEK –15 million and fixed telephony to SEK –12 million.

DEPRECIATION/AMORTIZATION AND IMPAIRMENT

In Q4 2013, Kazakhstan was negatively affected by SEK 89 million, related to an impairment loss of SEK 73 million due to change to a new billing system and an extra depreciation of SEK 16 million.

In Q3 2013, an impairment loss on non-current assets was recognized in Croatia amounting to SEK 454 million. The impairment loss was based on an estimated value in use of SEK 400 million by using pre-tax discount rate of 10 percent. Due to unsatisfactory development, Tele2 assessed that the estimated future profit levels did not support the previous book value. The negative effect was reported as a one-off item for segment reporting purposes.

ONE-OFF ITEMS

In Q1 2014, other operating expenses was negatively affected by SEK 18 million, related to the devaluation in Kazakhstan. The negative effect has been reported as a one-off item for segment reporting purposes. The total foreign exchange rate effect of assets and liabilities in Kazakhstan was reported in other comprehensive income and amounted in Q1 2014 to SEK –117 million. Please refer to Note 4 regarding effects on change in fair value of put option Kazakhstan.

NOTE 3 FINANCIAL ASSETS AND LIABILITIES FINANCING

Interest-bearing liabilities
Sep 30, 2014 Dec 31, 2013
SEK million Current Non-current Current Non-current
Bonds NOK, Sweden 337 1,121 1,371
Bonds SEK, Sweden 1,250 2,546 1,000 3,295
Commercial papers, Sweden 1,099 325
Financial institutions 120 638 210 636
Put option, Kazakhstan (Note 4) 887 1,350
Other liabilities 384 982 263 980
4,077 5,287 3,148 6,282
Total interest-bearing liabilities 9,364 9,430

CLASSIFICATION AND FAIR VALUES

Tele2's financial assets consist mainly of receivables from end customers, other operators and resellers as well as cash and cash equivalents. Tele2's financial liabilities consist mainly of loans, bonds and accounts payables. Classification of financial assets and liabilities including their fair value is presented below. During the first nine months 2014, compared to year-end 2013, no transfers were made between the different levels in the fair value hierarchy and no significant changes were made to valuation techniques, inputs used or assumptions except for the put option in Tele2 Kazakhstan (Note 4).

The Group has derivative contracts which are covered by master netting agreements. That means a right exists to set off assets and liabilities with the same party, which is not reflected in the accounting where gross accounting is applied. The value of reported derivatives at September 30, 2014 amounted on the asset side to SEK 3 (8) million and on the liabilities side to SEK 249 (146) million.

Sep 30, 2014
Assets and Derivative
liabilities instruments Financial
at fair value
through
Loans
and
designated
for hedge
liabilities
at amor
Total
reported
Fair
SEK million profit/loss receivables accounting tized cost value value
Other financial assets 13 215 228 228
Accounts receivables 2,426 2,426 2,426
Other current receivables 319 3 322 322
Current investments 40 40 40
Cash and cash equivalents 418 418 418
Assets classified as held for
sale 1 328 329 329
Total financial assets 14 3,746 3 3,763 3,763
Liabilities to financial
institutions and similar
liabilities
7,111 7,111 7,413
Other interest-bearing
liabilities
887 249 411 1,547 1,540
Accounts payable 2,783 2,783 2,783
Other current liabilities 415 415 415
Liabilities directly associated
with assets classified as held
for sale
292 292 292
Assets and
liabilities
Derivative
instruments
Financial
at fair value Loans designated liabilities Total
through and for hedge at amor reported Fair
SEK million profit/loss receivables accounting tized cost value value
Other financial assets 14 233 247 247
Accounts receivables 3,317 3,317 3,317
Other current receivables 313 8 321 321
Current investments 55 55 55
Cash and cash equivalents 1,348 1,348 1,348
Total financial assets 14 5,266 8 5,288 5,288
Liabilities to financial
institutions and similar
liabilities
6,837 6,837 7,021
Other interest-bearing
liabilities
1,350 146 418 1,914 1,889
Accounts payable 3,140 3,140 3,140
Other current liabilities 516 516 516
Total financial liabilities 1,350 146 10,911 12,407 12,566

NOTE 4 OTHER FINANCIAL ITEMS

Total other financial items 333 –93 –183 52 –34
Other financial expenses –5 –7 –8 –8 –3
EUR net investment hedge, interest component 8 12 19 2 5
Change in fair value, put option Kazakhstan 359 –128 –166 64 –47
Exchange rate differences –29 30 –28 –6 11
SEK million Jan 1–Sep 30 Jan 1–Sep 30 year Q3 Q3
2014 2013 2013
Full
2014 2013

In Q2 2014, financial items was positively affected by SEK 363 million, due to a revaluation of the put option of the business in Kazakhstan. The change was related to the devaluation of the Kazakhstan currency as well as increased financing provided by Tele2.

NOTE 5 TAXES

During the first nine months 2014, the effective tax rate was mainly affected by below stated items, indicating an underlying effective tax rate of 23 (23) percent.

SEK million 2014
Jan 1–Sep 30
2013
Jan 1–Sep 30
2013
Full year
Profit before tax 2,805 1,440 1,997
Income tax –673 24.0% –749 52.0% –1,029 51.5%
Tax effect of:
Sale of operations –95 3.4%
Expired tax loss carry-forwards 36 –1.3%
Result from JV and associated
companies
1 3 –0.2% 4 –0.2%
Non-deductible expenses 114 –4.1% 220 –15.3% 266 –13.3%
Not valued tax loss-carry forwards –11 0.4% 226 –15.7% 196 –9.8%
Adjustment of taxes from previous
years –3 0.1% –25 1.8% 4 –0.2%
Adjusted tax expense and
effective tax rate
–631 22.5% –325 22.6% –559 28.0%

In Q3 2014, net taxes were negatively affected by SEK 36 million due to a write down of expected expired tax loss carry-forwards in the Netherlands.

In Q4 2013, net taxes were positively affected by a valuation of deferred tax assets in Austria of SEK 10 million.

NOTE 6 RELATED PARTIES

Tele2's share of cash and cash equivalents in joint operations, for which Tele2 has limited disposal rights was included in the Group's cash and cash equivalents and amounted at each closing date to the sums stated below.

SEK million 2014 2014 2014 2013 2013 2013
Sep 30 Jun 30 Mar 31 Dec 31 Sep 30 Jun 30
Cash and cash equivalents
in joint operations
133 58 42 11 70 40

In Q4 2012, as well as during 2013 and 2014, frequencies and sites were transferred from Tele2 and Telenor to their joint operation Net-4Mobility. The transfers did not have any material effect on Tele2's financial statements. Apart from transactions with joint operations, no other significant related party transactions were carried out during 2014. Related parties are presented in Note 38 of the Annual Report 2013.

NOTE 7 CAPEX

In Q1 2014, Tele2 Estonia acquired two mobile licenses in the 800 MHz and 2100 MHz frequency bands for SEK 54 million.

In Q1 2013, Tele2 Netherlands acquired two mobile licenses (2x10 MHz spectrum) in the 800 MHz band for SEK 1,391 million. With the acquired spectrum in the 800 MHz band and earlier obtained spectrum in the 2600 MHz band, the roll out is ongoing for the next generation 4G network, offering businesses and consumers higher speed and lower pricing for mobile broadband.

2014 2013 2013 2014 2013
SEK million Jan 1–Sep 30 Jan 1–Sep 30 Full year Q3 Q3
CAPEX, continued operations –2,420 –3,352 –4,399 –861 –658
CAPEX, discontinued operations –505 –927 –1,135 –90 –265
This year's unpaid CAPEX and paid
CAPEX from previous year
–164 –37 186 –21 47
Received payment of sold non-current
assets 27 88 107 4 14
Paid CAPEX –3,062 –4,228 –5,241 –968 –862

NOTE 8 CONTINGENT LIABILITIES

SEK million Sep 30, 2014 Dec 31, 2013
Asset dismantling obligation 132 126
Dispute KPN, Netherlands 80
Dispute Verizon, Sweden 220
Total contingent liabilities 212 346

Tele2 has obligations to dismantle assets and restore premises within fixed telephony and fixed broadband in the Netherlands as well as in Austria. Tele2 assesses such dismantling as unlikely and consequently only reported this obligation as contingent liabilities.

Tele2 Netherlands is, in the ordinary course of its business, involved in several regulatory complaints and disputes pending with the appropriate governmental authorities. In a specific case regarding the rental fees of copper lines, which Tele2 Netherlands uses as part of its fixed operations, the regulator (ACM) has determined that the rental fees are to be adjusted with retroactive effect from 2009. This has resulted in a claim from KPN amounting to EUR 8.7 million (SEK 80 million) and is subject to pending appeals and court cases. Our assessment is that it is unlikely that Tele2 will have to pay these fees and consequently no provision has been made. We estimate that the Administrative Court will give its ruling in Q1 2015.

The tax authorities in Russia are currently performing tax audits on several of Tele2's former subsidiaries in Russia. Per the sales agreement with the VTB-group Tele2 is liable for any additional taxes payable as result of the tax audits. Even though it cannot be ruled out that Tele2 may be liable to certain costs, Tele2 assesses that it is not likely that any additional taxes need to be paid and consequently no provision has been made.

On December 31, 2013 Tele2 Sweden was defendant in a dispute with Verizon Sweden AB of SEK 220 million. On February 7, 2014 the District court issued its award and ruled in favor of Tele2. In Q2 2014, the case was settled where the parties agreed to pay for their own litigation costs.

Additional contractual commitments are stated in Note 29 in the Annual Report 2013.

NOTE 9 EQUITY AND NUMBER OF SHARES

Sep 30, 2014 Dec 31, 2013
Number of shares
Outstanding 445,722,973 445,497,600
In own custody 3,060,366 3,285,739
Weighted average 445,551,022 445,228,097
After dilution 448,849,040 448,465,420
Weighted average, after dilution 448,533,816 448,181,516

DIVIDEND/REDEMPTION

In Q2 2014, Tele2 paid to its shareholders a dividend of SEK 4.40 (7.10) per share for 2013. This corresponded to a total of SEK 1,960 (3,163) million.

As a result of the sale of Tele2 Russia in April 2013 a mandatory share redemption program of SEK 28 per share was issued during Q2 2013, equivalent to SEK 12,474 million. The redemption program implied a share split where each share was split into two shares, of which one was a redemption share. Retirement of redemption shares in own custody of SEK 92 million was transferred to unrestricted equity. A bonus issue was performed in order to increase the share capital to its prior level, SEK 561 million, through a transfer of SEK 280 million from unrestricted equity. Thereafter, the quota value of each share amounts to SEK 1.25, the same as prior to the share redemption program. In total SEK 15,637 million was paid to the shareholders in Q2 2013 as dividend and redemption.

RECLASSIFICATION

In Q2 2014, 150,000 class C shares in own custody were reclassified into class B shares in own custody.

In Q1 2014 and Q3 2013, 406 (15) and 726,650 class A shares respectively were reclassified into class B shares in Tele2.

SALE OF SHARES

As a result of share rights in the LTI 2011 being exercised during Q3 2014, Tele2 delivered 225,373 (836,389) B-shares in own custody.

PURCHASE OF NON-CONTROLLING INTEREST

In February 2013, Tele2 acquired the remaining 7.76 percent of the shares in the subsidiary Officer AS in Norway for SEK 1 million.

In July 2009 and January 2010, Tele2 acquired the remaining 25.5 and 12.5 percent respectively of the shares in Tele2 Izhevsk and Tele2 Rostov in Russia. The final purchase price of SEK 3 and 90 million respectively was paid in Q1 2013.

LONG-TERM INCENTIVE PROGRAM (LTI)

Additional information related to LTI programs are presented in Note 34 of the Annual Report 2013.

LTI 2014

Number of share rights 2014
Jan–Sep 30
Allocated June 2, 2014 1,180,268
Forfeited –36,000
Total outstanding share rights 1,144,268

During the Annual General Meeting held on May 12, 2014, the shareholders approved a performance-based incentive program (the Plan) for senior executives and other key employees in the Tele2 Group. The Plan has the same structure as last year's incentive program.

The objective of the Plan is to create conditions for retaining competent employees in the Tele2 Group. The Plan has been designed based on the view that it is desirable that senior executives and other key employees within the Group are shareholders in Tele2 AB. By offering an allotment of retention rights and performance rights which are based on profits and other retention and performance-based conditions, the participants are rewarded for increasing shareholder value. Furthermore, the Plan rewards employees' loyalty and long-term growth in the Group. In that context, the Board of Directors is of the opinion that the Plan will have a positive effect on the future development of the Tele2 Group and thus be beneficial to both the company and its shareholders.

The incentive program included a total of 198 senior executives and other key employees within the Tele2 Group. In general, the participants in the Plan are required to own shares in Tele2. Thereafter, the participants were granted retention rights and performance rights free of charge. As a consequence of market conditions, employees in Kazakhstan were offered to participate in the Plan without being required to hold shares in Tele2. In such cases, the number of allotted rights has been reduced, and corresponds to 37.5 percent of the number of rights allotted for participation with a personal investment.

Subject to the fulfilment of certain retention and performance-based conditions during the period April 1, 2014 - March 31, 2017 (the measurement period), the participant maintaining employment within the Tele2 Group at the release of the interim report January - March 2017 and subject to the participant maintaining the invested shares (where applicable) during the vesting period, each right entitles the employee to receive one Class B share in the company. Dividends paid on the underlying share will increase the number of shares that each retention and performance right entitles to in order to treat the shareholders and the participants equally.

In the event delivery of shares under the plan cannot be achieved at reasonable costs, with reasonable administrative efforts or due to market conditions, participants may instead be offered a cash-based settlement.

The rights are divided into Series A, Series B and Series C. The number of shares the participant will receive depends on which category the participant belongs to and on the fulfilment of the following defined conditions:

  • Series A Tele2's total shareholder return on the Tele2 shares (TSR) during the measure period exceeding 0 percent as entry level.
  • Series B Tele2's average normalized return of capital employed (ROCE) during the measurement period being at least 9 percent as entry level and at least 12 percent as the stretch target.
  • Series C Tele2's total shareholder return on the Tele2 shares (TSR) during the measure period being equal to the average TSR for a peer Group including Elisa, Iliad, Millicom International Cellular, TalkTalk Telecom Group, Telenor, TeliaSonera and TDC as entry level, and exceeding the average TSR for the peer Group with 10 percentage points as the stretch target.

The determined levels of the conditions include an entry level and a stretch target with a linear interpolation applied between those levels as regards the number of rights that vests. The entry level constitutes the minimum level which must be reached in order to enable the vesting of the rights in that series. If the entry level is reached, the number of rights that vests is proposed to be 100 percent for Series A and 20 percent for Series B and C. If the entry level is not reached, all rights to retention and performance shares (as applicable) in that series lapse. If a stretch target is met, all retention rights or performance rights (as applicable) vest in that series.

The Plan comprised a total number of 273,192 shares, of which 264,192 related to employees who invested in Tele2 shares and 9,000 related to employees in Kazakhstan who chose not to invest in Tele2 shares. In total this resulted in an allotment of 1,180,268 share rights, of which 267,556 Series A, 456,356 Series B and 456,356 Series C. The participants were divided into different categories and were granted the following number of share rights for the different categories:

Share right
per Series
At grant date No of
partici
pants
Maximum
no of
shares
A B C Tot Total
allotment
CEO 1 8,000 1 3 3 7 56,000
Other senior executives and
other key employees
11 4,000 1 2.5 2.5 6 258,000
Category 1 42 2,000 1 1.5 1.5 4 315,400
Category 2 39 1,500 1 1.5 1.5 4 196,212
Category 2, no investment 2 1,500 0.375 0.5625 0.5625 1.5 4,500
Category 3 97 1,000 1 1.5 1.5 4 341,156
Category 3, no investment 6 1,000 0.375 0.5625 0.5625 1.5 9,000
Total 198 1,180,268

Total costs before tax for outstanding rights in the incentive program are expensed over the three-year vesting period, and these costs are expected to amount to SEK 64 million, of which social security costs amount to SEK 24 million.

The participant's maximum profit per share right in the Plan is limited to SEK 355, five times the average closing share price of the Tele2 Class B shares during February 2014 with deduction for the dividend paid in May 2014.

The estimated average fair value of the granted rights was SEK 54 on the grant date, June 2, 2014. The calculation of the fair value was carried out by an external expert. The following variables were used:

Series A Series B Series C
Expected annual turnover of personnel 7.0% 7.0% 7.0%
Weighted average share price 79.39 79.39 79.39
Expected life 2.90 years 2.90 years 2.90 years
Expected value reduction parameter market condition 70% 35%
Estimated fair value 55.60 79.40 27.80

To ensure the delivery of Class B shares under the Plan, the Extraordinary General Meeting decided to authorise the Board of Directors to resolve on a directed issue of a maximum of 1,700,000 Class C shares and subsequently to repurchase the Class C shares. The Class C shares will then be held by the company during the vesting period, after which the appropriate number of Class C shares will be reclassified into Class B shares and delivered to the participants under the Plan.

LTI 2013

1,132,228
39,922
–124,439
39,922
–196,339
1,204,128
Jan 1–Sep 30 Cumulative
from start
2014

LTI 2012

Total outstanding share rights 898,735 898,735
Forfeited –104,514 –343,968
Performance conditions not reached, Russia –163,660
Allocated, compensation for dividend 34,986 274,177
Outstanding as of January 1, 2014 968,263
Allocated June 15, 2012 1,132,186
Number of share rights 2014
Jan 1–Sep 30
Cumulative
from start

LTI 2011

Total outstanding share rights 35,353 35,353
Exercised –225,373 –225,373
Performance conditions not reached –602,796 –602,796
Forfeited –3,807 –351,296
Exercised, Russia –44,156
Performance conditions not reached, Russia –92,041
Allocated, compensation for dividend 294,579
Outstanding as of January 1, 2014 867,329
Allocated June 17, 2011 1,056,436
Number of share rights Jan 1–Sep 30 Cumulative
from start
2014

The exercise of the share rights in LTI 2011 was conditional upon the fulfilment of certain retention and performance based conditions, measured from April 1, 2011 until March 31, 2014. The outcome of these performance conditions was in accordance with below and the outstanding share rights were or will be exchanged for shares in Tele2 during Q3 and Q4 2014, respectively.

Retention and performance based
conditions
Minimum
hurdle
(20%)
Stretch
target
(100%)
Performance outcome Allotment
Series A Total Shareholder Return Tele2
(TSR)
≥ 0% 9.7% 100%
Series B Average normalised Return on
Capital Employed (ROCE)1)
20%/
8%
24%/
12.5%
20.5%/
7.2%
20%
Series C Total Shareholder Return Tele2
(TSR) compared to a peer group
> 0% ≥ 10% –5.6% 0%

1) The targets are split into two parts; before and after the divestment of Tele2 Russia

Weighted average share price for share rights at date of exercise amounted to SEK 88.50 during 2014.

NOTE 10 BUSINESS ACQUISITIONS AND DIVESTMENTS

Acquisitions and divestments of shares and participations affecting cash flow were as follows:

2014
SEK million Jan 1–Sep 30
Acquisitions
Smartcash, Norway –4
Capital contribution to joint ventures –7
Repayment capital contribution joint ventures 4
Total acquisition of shares and participations –7
Divestments
Residential cable and fiber operations, Sweden 730
Transaction costs, Russia –31
Total sale of shares and participations 699
TOTAL CASH FLOW EFFECT 692

ACQUISITIONS

Smartcash, Norway

In June, 2014 Tele2 Norway acquired 33.3 percent in the joint venture, Smartcash AS for SEK 4 million. The company holds a license to perform financial services.

DIVESTMENTS

Residential cable and fiber operations, Sweden

On October 23, 2013 Tele2 announced the sale of its Swedish residential cable and fiber operations to Telenor for SEK 793 million. The sale was completed on January 2, 2014 after approval by regulatory authorities and the capital gain amounted to SEK 258 million. In 2013, the operation affected Tele2's net sales by SEK 564 million and EBITDA by SEK –9 million.

Net assets at the time of divestment

Assets, liabilities and contingent liabilities included in the divested operation at the time of divestment is stated below:

SEK million
Goodwill 9
Other intangible assets 2
Tangible assets 440
Current receivables 10
Deferred tax liabilities –18
Current non-interest-bearing liabilities –35
Divested net assets 408
Capital gain 258
Tax income 18
Sales price, net sales costs 684
Unpaid sales costs etc 46
EFFECT ON GROUP CASH ASSETS 730

DISCONTINUED OPERATIONS

On July 7, 2014 Tele2 announced the divestment of its Norwegian operations to TeliaSonera Group for SEK 5.3 billion. The sale will be completed after approval by regulatory authorities, which is expected at the latest in Q1 2015. The divestment, including costs for central support system for the Norwegian operation and other transaction costs, is expected to result in a capital gain of SEK 2 billion. In addition, the capital gain is expected to be affected positively with approximately SEK 136 million related to reversal of exchange rate differences previously reported in other comprehensive income which will be reversed over the income statement but with no effect on total equity.

The divestment has been reported separately under discontinued operations in the income statement, with a retrospective effect on previous periods, and as assets held for sale in the balance sheet from June 30, 2014 and onwards.

The Norweigan and Russian operations reported as discontinued operations are stated below.

Income statement

2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Net sales 3,039 6,392 7,375 1,059 1,024 956 983 1,029 1,052
Cost of services sold –2,384 –4,066 –4,822 –833 –797 –754 –756 –788 –763
Gross profit 655 2,326 2,553 226 227 202 227 241 289
Selling expenses –730 –1,176 –1,459 –244 –254 –232 –283 –243 –270
Administrative expenses –242 –451 –546 –81 –84 –77 –95 –69 –83
Result from shares in joint ventures –1 1 1
Sale of operations, profit 13,238 13,238 23 13,215
Other operating income 2 7 8 1 1 1
Other operating expenses –1 –3 –3 –1 –1 –1
EBIT –316 13,941 13,791 –98 –112 –106 –150 –49 13,151
Interest income/costs 3 –144 –145 1 1 1 –1 2 1
Other financial items –37 –19 18 –28 –3
EBT –313 13,760 13,627 –97 –111 –105 –133 –75 13,149
Income tax –17 –30 –5 –6 –6 –5 25 27 63
of which from the normal operation –17 –71 –46 –6 –6 –5 25 27 22
of which from the capital gain 41 41 41
NET PROFIT/LOSS –330 13,730 13,622 –103 –117 –110 –108 –48 13,212
Earnings per share (SEK)
Earnings per share, after dilution (SEK)
–0.74
–0.74
30.84
30.64
30.60
30.40
–0.23
–0.23
–0.26
–0.26
–0.25
–0.25
–0.24
–0.24
–0.13
–0.13
29.69
29.51

Balance sheet

Assets held for sale refer to the Norwegian operation.

SEK million Sep 30, 2014
ASSETS
NON-CURRENT ASSETS
Goodwill 529
Other intangible assets 258
Intangible assets 787
Tangible assets 2,277
Financial assets 24
Deferred tax assets 344
NON-CURRENT ASSETS 3,432
CURRENT ASSETS
Inventories 5
Current receivables 767
Cash and cash equivalents
CURRENT ASSETS 772
ASSETS CLASSIFIED AS HELD FOR SALE 4,204
SEK million Sep 30, 2014
LIABILITIES
NON-CURRENT LIABILITIES
Interest-bearing liabilities 103
NON-CURRENT LIABILITIES 103
CURRENT LIABILITIES
Non-interest-bearing liabilities 774
CURRENT LIABILITIES 774
LIABILITIES DIRECTLY ASSOCIATED WITH
ASSETS CLASSIFIED AS HELD FOR SALE 877

Cash flow statement

SEK million 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
OPERATING ACTIVITIES
Operating profit/loss –316 13,941 13,791 –98 –112 –106 –150 –49 13,151
Adjustments for non-cash
items in operating profit 367 –12,628 –12,507 123 119 125 121 101 –13,110
Financial items paid 6 –77 –75 3 2 1 2 –3 9
Taxes paid –177 –177
Cash flow from operations
before changes in working capital 57 1,059 1,032 28 9 20 –27 49 50
Changes in working capital –145 –275 –202 –67 142 –220 73 –25 –4
CASH FLOW FROM OPERATING ACTIVITIES –88 784 830 –39 151 –200 46 24 46
INVESTING ACTIVITIES
CAPEX paid –607 –876 –1,057 –107 –186 –314 –181 –256 –162
Cash flow after CAPEX –695 –92 –227 –146 –35 –514 –135 –232 –116
Acquisition of shares –8 –8 –8
Sale of shares –31 17,253 17,252 –6 –21 –4 –1 –48 17,404
Changes of non-current receivables 13 9 2 2 11 –7 8
Cash flow from investing activities –625 16,378 16,189 –113 –205 –307 –189 –304 17,242
CASH FLOW AFTER INVESTING ACTIVITIES –713 17,162 17,019 –152 –54 –507 –143 –280 17,288
FINANCING ACTIVITIES
Changes of loans, net –908 –899 9 12 7
Other financing activities –94 –94
Cash flow from financing activities –1,002 –993 9 12 7
NET CHANGE IN CASH AND CASH EQUIVALENTS –713 16,160 16,026 –152 –54 –507 –134 –268 17,295

Additional information

Numbers of customers
Thousands 2014
Sep 30
2013
Sep 30
2013
Dec 31
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
Mobile 1,158 1,126 1,119 –3 28 14 –3 5 22
Fixed telephony 54 70 63 –3 –3 –3 –7 –3 –4
Numbers of customers and net intake 1,212 1,196 1,182 –6 25 11 –10 2 18
Divested companies –22,882
Changed method –4 –33
Numbers of customers and net change 1,212 1,196 1,182 –6 25 11 –14 2 –22,897
Net sales
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Mobile 2,903 6,206 7,135 1,015 980 908 929 974 989
Fixed telephony 152 196 252 50 51 51 56 59 67
Other operations 4 6 –1 1 2 2
3,055 6,406 7,393 1,065 1,030 960 987 1,035 1,056
Internal sales, elimination –16 –14 –18 –6 –6 –4 –4 –6 –4
Net sales 3,039 6,392 7,375 1,059 1,024 956 983 1,029 1,052
EBITDA
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Mobile 33 1,300 1,280 20 3 10 –20 49 35
Fixed telephony 30 23 24 10 10 10 1 4 9
Other operations –12 –9 –19 –5 –6 –1 –10 –1 –3
EBITDA 51 1,314 1,285 25 7 19 –29 52 41
EBIT
SEK million 2014
Jan 1-Sep 30
2013
Jan 1-Sep 30
2013
Full year
2014
Q3
2014
Q2
2014
Q1
2013
Q4
2013
Q3
2013
Q2
Mobile –341 681 537 –106 –119 –116 –144 –76 –72
Fixed telephony 25 20 21 8 8 9 1 3 8
Other operations 2 –5 –1 1 –7 1
–316 703 553 –98 –112 –106 –150 –72 –64
Sale of operations (Russia) 13,238 13,238 23 13,215
EBIT –316 13,941 13,791 –98 –112 –106 –150 –49 13,151
Specification of items between EBITDA and EBIT
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
EBITDA 51 1,314 1,285 25 7 19 –29 52 41
Sale of operations (Russia) 13,238 13,238 23 13,215
Depreciation/amortization and
other impairment –367 –611 –732 –123 –118 –126 –121 –124 –106
Result from shares in joint ventures –1 1 1
EBIT –316 13,941 13,791 –98 –112 –106 –150 –49 13,151
CAPEX
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
Mobile 492 912 1,105 87 156 249 193 257 149
Fixed telephony 13 15 30 3 5 5 15 8 5
CAPEX 505 927 1,135 90 161 254 208 265 154
Additional cash flow information
2014 2013 2013 2014 2014 2014 2013 2013 2013
SEK million Jan 1-Sep 30 Jan 1-Sep 30 Full year Q3 Q2 Q1 Q4 Q3 Q2
CAPEX –505 –927 –1,135 –90 –161 –254 –208 –265 –154
This year unpaid CAPEX and paid

CAPEX from previous year –102 2 29 –17 –25 –60 27 9 –8 Received payment of sold non-current assets – 49 49 – – – – – – Paid CAPEX –607 –876 –1,057 –107 –186 –314 –181 –256 –162