SHAPING THE FUTURE Europe’s first fully convergent media & communications provider #bestofbothworlds
Today’s presenters New Pic Anders Jensen Pernille Erenbjerg EVP MTG, Chairman of Group CEO & President MTG Nordic Entertainment TDC Group 2
Agenda Why we are doing this Best of both worlds Consumer benefits Process 3
Presenting New Company, New brand Europe’s first fully convergent media & A pure play in digital communications provider entertainment Why we are doing this Best of both worlds Consumer benefits Process 4
Transaction overview Transaction structure Ownership of the combined entity Post distribution of TDC Group shares to MTG shareholders 309m new TDC shares + ~DKK 2.5bn (SEK 3.3bn) in cash MTG Group TDC Group Shareholders Shareholders 28% [x]% [x]% [x]% 72% Contribution of 100% shares of MTG Nordics New Company with New Brand TDC Group and MTG Boards of Directors are recommending the combination MTGs largest shareholder committed to supporting the combination Why we are doing this Best of both worlds Consumer benefits Process 5
TDC Group Norway Denmark Consumer Business Consumer Business Broadband/TV Mobile Cloud solutions ~30% high 92% 4G Wholesale speed HH Coverage (MVNO) coverage Broadband/TV Mobile ~100% 99% 4G coverage, of Coverage which 60% high speed Why we are doing this Best of both worlds Consumer benefits Process 6
MTG Nordic Entertainment & MTG Studios Norway Sweden Pay TV Streaming Pay TV Streaming Free TV Streaming Free TV Streaming Radio Radio Triple Play Denmark Pay TV Streaming Free TV Streaming Finland Pay TV Streaming MTG Studios (17 countries) Free TV Streaming Why we are doing this Best of both worlds Consumer benefits Process 7
First of its kind combination Sweden Pay TV Streaming Norway Pay TV Streaming Free TV Streaming Free TV Streaming Radio TV, BB Business Triple Play Radio Finland Pay TV Streaming Denmark Free TV Streaming Mobile, Pay TV Streaming TV, BB MTG Studios (17 countries) Free TV Streaming Business Wholesale Why we are doing this Best of both worlds Consumer benefits Process 8
Combined scale & financial profile 2017 Revenue (BDKK) 2017 EBITDA (BDKK) 2017 EBITDA - CAPEX (BDKK) 10.293 30.563 20.270 1.344 9.588 8.244 1.230 4.986 3.756 Combined Combined Combined TDC MTG NE TDC MTG NE TDC MTG NE Group & Studios Group & Studios Group & Studios EBITDA (%) 41% 13% 31% Cash conversion (%) 46% 92% 52% Source: TDC Group & MTG Note: DKK:SEK FX rate of 0.76 Why we are doing this Best of both worlds Consumer benefits Process 9
Why we are doing this 2 3 1 Providing attractive Combination of two Highly value consumer highly complementary creating for propositions with entertainment shareholders broad, flexible and companies personalized services for everyone Why we are doing this Best of both worlds Consumer benefits Process 10
Excellent content offering & scale Acquired TV & Movies Acquired Sports Originals & Own productions Partnerships (Paramount) Why we are doing this Best of both worlds Consumer benefits Process 11
Pan-Nordic reach & market position 3.1m 2.1m 1.5m 2.8m TV subs Mobile Voice subs Streaming subs Broadband subs Ability to reach all 10 million Nordic households on high quality networks Why we are doing this Best of both worlds Consumer benefits Process 12
Customer benefits Single source More choice Flexibility Personalised for communications due to broader to create unique offering based on & content service offering products consumer insight Why we are doing this Best of both worlds Consumer benefits Process 13
Entertainment Made for You Kids Free TV Sports Individualized TV 1 profiles with personal recommendations 2 Open platform offering of more entertainment than ever before Series Movies On Demand 3 Combined with access service of your choice both on mobile and @home broadband services Why we are doing this Best of both worlds Consumer benefits Process 14
Driving mobile video revolution in the Nordics Personalised Choose mobile Access to best service based on access pack based sports content your interest on your needs Choose your favourite sports Broad sports offering Mobile Voice packages • • • created to support new suite Score alerts and news about Live games and matches from • • of entertainment services your favourite sports/teams all major rights/leagues Accessible in any device with Sharing options and creation of Highlights from clips, stats and • • • superior user experience own communities/groups social media Multiple simultaneous • streams Why we are doing this Best of both worlds Consumer benefits Process 15
Creating value for shareholders from year 1 Significant synergies Year 1 cash accretive Full run-rate effect (DKKm) Accretion based on equity free cash flow per share 15% ~200 ~600 5% ~400 Cost Revenue Total Year 1 post closing Full run-rate synergies synergies Why we are doing this Best of both worlds Consumer benefits Process 16
Leadership Team Highly experienced team with relevant & complementary skill sets + long term & successful track records in the Telecom & Media industries 1768 8097 People People New Company with New Brand Pernille Erenbjerg Anders Jensen Group CEO & President Deputy Group CEO Why we are doing this Best of both worlds Consumer benefits Process 17
Q&A 18
SHAPING THE FUTURE Europe’s first fully convergent media & communications provider #bestofbothworlds
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