TMT Business Model In Changing And Economically Volatile Markets

Transcription

TMT Business Model in Changing andEconomically Volatile Markets(The Russian Perspective)July 8, 20091

Economic Backdrop

Russian Boom Economy Until Q4‟08. Now Lockstepwith Global Recession, Deficit, High UnemploymentSource: Bloomberg consensus estimates

Because Oil Collapsed from July‟08 High of 146to Dec Low of 34. Now Bounces At 60-70?4

USD-Ruble Rate Fell From July‟s R23.2 to FebLow of R36.4. Today Stabilizing At R31-32?5

Euro-Ruble Rate Fell Fom Oct High of R34.2 toFeb Low R46.9. Today Stabilizing At R43-45?6

Russian Credit and Liquidity Dried Up FromQ4‟08. Still Tight But Improving Selectively7

But Retail Banks‟ Cost of Funds Still Levitating.Hence, Almost No Consumer Credit Available8

For Select Telecoms Risk, FundingStill High But Now Available9

Russia Mobile Background

Rapid Mobile Growth, - But Maturing! FixedLine Turtle. BB Next Star?Historical Penetration 1999200020012002Fixed Line penetration2003Mobile penetration20062007BB as % of HHSource: Based on Rencap Research and ACM11

Big 3 of Russian Mobile Accounts For Over 80%of Subs and About 90% of RevenueStart of Operations1994/20021993199383827843.7 million92.2 million62.5 million- Moscow6.5 million14.9 million10.2 million- St Petersburg3.5 million3.4 million2.1 million33.5 million46.8 million37.0 millionQ1‟09 Russian Mobile Subs43.5 M65.1 M49.4 M- Foreign countries0.2 million27.1 million13.1 million22.8%34.1%25.9%315.7 RUR or 9.3233.5 RUR or 6.9306.6 RUR or 9.0 7,045 M 7,840 M 7,371 M 3,530 M 3,924 M 3,872 M50.1%50.1%52.5%TeliaSonera ,Usmanov GrpAlfa GroupAFK SistemaTelenor, Altimo# of Regions Licensed (Russia)(not updated)Total Subscribers (Q1‟09)- Regions158.0MRussian Market Share (Q1 09)ARPU (Russia, Q1‟09) 22.3 B2008 Mobile Revenue (Rus)2008 Russian EBITDA2008 Russian EBITDA, MarginMajor ShareholdersVIP and MTS Scale Still Larger Than Us Due to Their Global Business12

Big 3 Quite Similar. Although We Grew theFastest To Achieve Relative Parity in RussiaBig 3 Russian Revenue Share %Big 3 Russian EBITDA Share %Russian Subscribers Market Share** Source: Companies’ reports13

We Grew Rapidly to Relative Parity!EBITDA ( M)26x18x Revenue ( M)Net Income ( M)69x14** Q3’05, Q4’05, Q1’06, Q2’06 net income include 39M, 12M, 13M, and 15M C-loan expense.C-loan is treated as derivative instrument under US GAAP accounting.C-Loan was paid off in July 2006.

We Grew to A Solid Balance Sheet. AndContinue to Improve Our Debt to EBITDATotal Debt (1) ( M) /EBITDA (3) 2 0001,705 1 750 1 5002,0x 1 250 5002,8 1 5001,404 1,363 2,4 1 2502,0 1 0001,6 7501,2 5000,8 2501,5x 1 0002,0x 7501,710 1,732 1,7661,2261,5xNet Debt (ex sub debt) (2) / EBITDA (3)5520,9x0,6x0,4x2770,4x0,4 2500,0 0200220032004shareholders loans20052006Debt20072008Q1'09Total Debt/EBITDA 1 3401,9x 1 3141,91,71,2x1,3x 8021,51,2x1,3 5571,10,7x 4350,9 2610,70,2x 02002200320042005200620072008- 250- 88- 5000,5-0,0xQ1'090,3-0,1x0,1- 443Net Debt-0,1Net Debt/ EBITDANote : (1) Total Debt includes short- and long-term debt, capital lease obligations and shareholders loans but excludes derivative instruments for all period except Q2’06. Also includes A/P to equipment suppliers.(2) Net Debt is total debt less cash and short term investments and subordinated shareholders loans of original principal and capitalized interest of 92.6M.(3) Quarterly Total Debt/ EBITDA and Net Debt/EBITDA figures are based on trailing quarter financials.15

And Continue to Improve Our InterestCover with All Unsecured DebtEBITDA /Gross Interest Expense(1) 160 135 140 13433,1x35,1x 10730,0x 10026,0x 76 8022,0x21,8x 6018,0x 40 20 0 189,1x8,2x 34,0x 123 120 40EBITDA /Net Interest Expense(2)6,0x20072008Q1'09Secured vs. Unsecured DebtNote : (1) Gross Interest Expense is reported interest expense plus capitalized interest on a rolling four quarter basis.(2) Net Interest Expense is reported interest expense less interest income for rolling four quarters.16

Growing MOU and ARPU, High Churn, LowSAC - Prepaid and Indirect Distribution ModelMOUARPU 17,0265 15,0244250194200 14,1 15211 12,7 11,0165150100 20289300 15,0 11,8 9,3 1012593 5500 200620072008Q1'09* Includes phone sales. ARPUs ex phone sales is 14.9 full year 2008,ChurnAll-in SAC** 2%20%10%0%2002200520062007200817Q1'09** Includes commercial expenses ex payroll

Business Model Dynamics(Competitive Forces)

Suppliers - Currently A More BenignMobile Industry Competitive ForceSUPPLIERS Decreased Demand, Weaker BargainingPosition, Must Provide Value, More Willing to NegotiateCAPEX SUPPLIERSOPEX SUPPLIERS Imported Equipment Suppliers/ technicalsupport providers (NSN, Huawei, etc ) Affect30% capex cost May link to technical supportagreement which makes up significantpart of opex CAN GIVE YOU SPECIALS ANDFINANCING Billing Providers (Amdocs, Peterservice) Maylink to software maintenanceagreement which is significant opex CRM Providers (Siebel, etc) Local construction companies/contractor About14-16% of opex Employees About21-23% of opex Lessors or landlords (basestations, premises) About14-15% of Opex Technical and Software SupportProviders (capex suppliers usually) ) About7-8% of opex Leased channel providers Interconnect partners – usuallyregulated tariffs, difficult to change Other 60-70%of capex today IT and OtherMedia and Advertising Companies19

Substitutes and New Entrants – More BenignDue to Own Liquidity and Credit ConcernsSubstitutes Less Active Due toLiquidity and Financing Issues Some Internet based services (e.gSkype) which can compete forprofitable voice and data traffic dueto technology/cost structure Fixed line/cable player with BBoffering Competing new BB wireline orwireless technology like Wimax oreven Skylink Regular fixed line although mobileadvantages seem to have won thisfight Computers/new mobile devicespromoting internet/email in lieu ofSMS with flat rate schemesNew Entrants Less Active Due toLiquidity and Financing Issues Internet Technology Google and Apple with open source i& g-Phones Providingcontent which competeswith some of our VAS opportunities May compete against operators‟wall-garden approach to sellingcontent Smart phones, however, not sellinghere as well as in the West New Wimax players(Summa/Comstar/Yota) Other Cable and FMC/BB players MVNO from retailers? Foreign Operators?20

Buyers – “Tighten Belt”, Drop MOU, SeekValue, Slow Handset Cycle, - But MobileEssential?Buyers – “Tighten Belt” RichMOU Recent Drop ButRelatively Resilientand middle income individuals- - Multiple SIM cards users Heavilycompeted segment Declining Disposable Income Mass market (lower income/APRU) Regionalsand Tele2 niche Big and SME BusinessAPPM ( ,815,114,914,513,95,65,515,86,76,06,05,06,6ARPU ( 4,03,53,513,612,513,213,4 8Q3'08Q4'08Q1'09

Rivals – More Benign on Core Business ButMajor Strategic Changes in the WindRivals Dealing with TheirAttendant Credit and Liquidity Issues BigThree (VIP, MTS,MF) : Almostequal in most competitive factors, hard to differentiate whencompeting on mobile only. However, our stronger financial wherewithalallows us greater operational and financial flexibility VIP 2007 purchase of Golden Telecom and MTS contemplated purchase ofComstar change the business model in the direction of the integratedtelco player with triple, four play offerings VIP purchase of Euroset in Q4 2008 also started the scramble to createdirect instead of prior indirect distribution Big regionals (Uralsyaizinform, SMARTs, Tele2) : Morebenign because of credit and liquidity issues Sviazinvestthe 4th Major mobile player ? Competitor and Consolidator as national champion ? Wimax players/other data player likeSkylink in data segment Creating OtherCable and alternative BB players in convergent space?22

Some Complementors - In “Sea Change”Complementors In Major Transition OutsourcedDistributors – Federal and regional dealers. Alternative retail, etc BigSea Change due to Bankruptcy of ½ of major federal dealers and VIPpurchase of the largest federal dealer, - Euroset Banks - Provide consumer credit to stimulate handset sales and also collectpayments. Also provide loans to fund operators. Very Limited Role Now Regulators/government? Todaymay be Only Source of Major Financing for some Can create barriers to entry for new entrant with rules favoring Russianplayers or even support increased Russian asset ownership May also promote competitors, however, like policies on Sviazinvest Device or Handset/Smartphone suppliers – catalyst of mobile data and internettakeup slow. But Modems take off! Electronic Payment Systems – facilitate sub payment (e.g., Kiberplat, RIC). iPhone/Smartphones Content providers for VAS and mobile data Consolidationalso? Usmanov group a major player Content Consolidator and Aggregators like Apple with apps and content to promote data23

Watch Out for the “Black Swans” Mobile Market Maturing Global Economic Slowdown and Credit Crunch VIP acquisition of Golden Telecom in end of 2007 VIP Acquisition of Euroset and Collapse of Retail Sviazinvest Future Consolidation? Telenor Fairmex Dispute Outcome?24

Business Model Dynamics(Operational and Financial Management)

Opportune to Reset with ”Suppliers”, ImproveOpex Cost Structure, But Invest in the Future Revenue Initiatives – Continue to Invest in Marketing Target new market segment - Prosto MVNO More loyalty program to lower churn Provide more value for subs – E.g., try not to raise prices Less price competition from Peers More marketing initiative instead of less Managing Opex - Focus on Operational Efficiency Freeze or decelerate salary increases, reduce or eliminatebonuses, upgrade staff Renegotiate advertising contracts More internet and focused/contextual advertising Reset rental contracts Reset technical support agreement (sometime bundled withequipment purchase contracts) Greater operational monitoring and tighter cost control Build backbone partly to lower channel lease26

Opportune To Reset with ”Suppliers”, LowerCapex, But Continue to Invest in the Future Managing Your Capex Lower capacity capex because of decelerating new adds andMOU Skew allocation of Capex to efficiency and developmentalcapex to build for the future: 3G, productdevelopment, infrastructure, and efficiency capex Renegotiating prices, term and conditions of equipmentpurchase Standardize frame equipment purchase agreements More freebies New Tenders Will spend about 1-1.2 Billion, - about half of 2008 level Other “Grand Merger” - Greater Centralization and ControlAnd, Invest in Distribution (More on This Later)M&A and Bus Development - “Not Scrimp on Growth/Future!”27

Big 3 Reduces Capex SignificantlyRussia CAPEX with Acquisitions2 000VIPMTSMF1 5001 00050002002200320042005200620072008'09 1QVIP5777231 3201 6011 0501 3861 93850MTS7181 0921 3181 5891 2121 0491 501433MF3085239661 2271 2441 5622 170252 Targeting about 1-1.2 Billion capex this year (about half of last year) focusingon infrastructure, 3G, new products, and efficiency projects. Peers also plan major scaledown. MTS 1.5 total capex guidance includinginternational. VIP major focus is on debt repayment and committedprojects, and Nemsic recently quoted a range of 12-15% of revenue vs 26% lastyear.28

”Hard to Raise Money Or HedgeWhen You Really Have To” Financing Options: Get money from the Government (VEB, VTB, Sberbank) Get ECAs, development banks’ money - Cheaper, more attractive tointernational banks than straight Russian credits Reschedule or restructure debt Get money from Shareholders: REDUCE OR CUT DIVIDEND!Always be ready with flexible instrumentsFor Some, Get money Wherever and WheneverFor Some, Be ready to pay up (Availability More Important Than Cost)Don’t give banks any reason or circumstance to pull the money“Hard to Get When You Need it! Easier When You Don‟t !” Hedging Options: Swaps, collars, etc. Matching assets vs liabilities Fund with functional currency (more ruble money – synthetic or real)“Hard to Hedge When You Need it! Easier When You Don‟t!” FORWARD PLANNING!29

Hedging Achieved Us Stable Q4‟08 andQ1‟09 Consolidated Net Income ResultsBig 3 Consolidated Net Income Statement ( M Average Rate Translation)30

Business Model Dynamics(More On Investing in the Future)

Distribution Sea Change: 1/2 of Top 6 FederalsBankrupt. Others Aligning With Big ThreeRevenue, mlnPOS amount (total)Name2008Euroset 3 179Svyaznoi 1 566Betalink 228Tsifrograd 524331DixisTelefon.Ru 294213EON2007200620052008200720062005POS amountAverage(Own outlets in RF)POS2008 2007 2006 area9m 5 6004 622 2 583 5 059 5 1455 087 3 1114 3154 200 3 742409m 2 3401 830 1 050 1 705 1 5771 2008541 7691 577 1 20049645349630 n/a645359mn/a690380750 n/a9m7747224501 451 1 4501 300949560560n/a309m651519n/a1 153 1 3821 9m233131808572463385724677 Betalink, Tsifrograd, and Dixis bankrupt 49.9% of Euroset acquired by Vimpelcom on Oct 2008; We signedmarketing agreement with Euroset Q1’09 for one and a half year MTS also acquired Telefon.Ru and Eldorado stores Svyaznoi signed deal which makes them consultant and manager ofMTS’ own and franchised retail outlets, yet still aligned with VIP?Page 32

Distribution Is A Development inProcess, Consisting of A Mix ofApproaches Work with Federal Dealers Primarily Euroset - signed one and a half year marketingagreement in Q1’09 Support Local or Regional Dealers Big in regions like Far East and Siberia with limited federaldealer coverage Some local dealers in big cities (e.g., ION in Moscow) Develop Alternative Distribution Alternative retailers such as M-Video, Auchan, Ikea? Others (Drug stores, etc?) Support Mono-Brand and Own-retail May be cheaper than buying a Federal with “all excessluggage and dirt”33

Pros and Cons of Building Own Retail vs.Acquisition – Cheaper to Build MainlyOwn Retail - Pros Cost Less Per Store To Build Than Buy Good economic times to set up a new business(negotiable rent rates, moderate salaries) No legacy liabilities and no debt Simple decision making process (no partners!) Losses are deductible against core business profits No payment for goodwill Graduate network building allows adjustments as theprocess evolves Ability to hire “fresh starts” Build modern facilities right away Own Retail - Cons 1.5 years to build a network comparable to a Top 5 No experience in retail business Need to hire and train staff Logistically intensive business Business with high working capital turnoverAcquisition - Pros Ready network from day 1 Recognizable brand with an expanded coverageacross all regions Experienced management team and field staff Acquisition - Cons Cost More Per Store To Buy Than Build Highly leveraged entity with deep shades of grey risks of hidden liabilities and potential tax issues Established corporate hierarchy – difficult to change Losses can not offset against income under Russianstatutory accounting Owners demand premium due to limited targetsavailable in the market Major part of investment required immediatelyPage 34

More Opportune To ConsiderSynergistic and Profitable M&A Business Development and M&A Are Growth Catalysts In AMaturing Mobile Market CAVEAT EMPTOR: Many case studies of Value Destructive andFailed M&A (80-90% failure rate) Often, bankers, consultants, lawyers and the SELLERS are theM&A big winners - NOT THE BUYERS!!! Synergistic and Profitable M&A: Will consider Value Accretive M&A: Positive NPV with IRRpreferably at least 20-25% post-tax. Will consider bolt-on acquisitions in Russia and CISWill consider fixed-mobile convergence and broadbandopportunities in RussiaMay consider TMT related opportunities in contentservices, distribution, etc.We have bid on several targets with limited success because Peersseem to be willing to pay a lot prior to “Crisis”.Now, may bedifferent because of significant Balance Sheet differential.35

Major Russian Broadband Players BesidesSviazinvest Include:

Russian TMT Model of the Future? When is Global Slowdown Ending? Pace of Rebound? AndRussia “Real” Economy Rebounds in Tandem or Delayed? Emergence of the Big Integrated Telecoms Player - FMCConvergence Come to Fruition and Successful, or a Failure? Sviazinvest - 4th Mobile Major or Consolidator/National Champ? Fate of the Independent Regionals? 3G, 4G and Mobile Data/Internet Big Revenue Generator? Less Foreign Direct Ownership? Big International Players Come to Market?37

Backup SlideRaymond HoDeputy Chief Financial OfficerDeputy CFO since 2002. Harvard BusinessSchool, Advanced Management Program. Wharton BusinessSchool, MBA Finance. Held various director andmanagement positions in corporate finance, planning andinvestments at various telecommunications and multi-mediacompanies internationally, including FlagTelecom, Aduronet, and US WEST (now Qwest and Comcast).38

Continued Investment in Network andInfrastructure, Fully Funded From OperationsCapex(1) overview( Mn) 3 500252% 1 500970 1 0001 571126%95%72%89052%52331%308 27088Capex is committed on a region byregion basis and largely modular In unfavorable market conditionscapex can be scaled back orpostponed Capex distribution / trends:158%135%1 498119%1 232 1 255 189%153% 2 196 2 000 500221%2 404 2 500Capex covered from internal cashflow from operations since H2‟06217%2 955 3 000 56451453%260 0 2008: Spend over 2Billion, includingacquisitions. Up to about 300M spent on 3G. Majorityof capex were spent toaccommodate growth inincremental MOU andsubscribers 2009: Plan to scale backcapex spend to about 1-1.2B63%32%0%200220032004Cash Flow from Operations20052006Accrual Capex20072008Q1'09Cash Flow/CapexNote: (1) Before Q3’08 accrual capital expenditures were calculated as actual cash outlay for capex and capex financed through vendor/ECA financing, equipment received undercapital lease, and change in accounts payable to equipment suppliers. From Q3’08 and Q4’08, the accrual capex has been calculated as a change in gross PP&E, goodwill and 39intangible assets.

Case Study: Why Build Is CheaperThan Buying A Retail NetworkOwn storeat 145,000per storeStoreOpening35,000 per storeWorkingCapital110,000 per storeOwn StoresTo build own chain, need to spend 17.5M for, say, 500 new stores;and invest about 55M in workingcapital. Total of 72.5M or 145K/storeGoodwillAbout 305Kper storeAcquisitionAcquisition383,000 per storeWorkingCapital67,000 per storeCost ofacquisitionUSD 450,000per storeTo Acquire, may need to spend 171M (consists of 36Mequity, 135M debt repayment; andincremental 30M to upgradeworking capital) Approximately 450K per store!Page 40

Service offeringMulti-play Broadband Increases ARPU,Decreases Churn, and Facilitates Up-sellBB growth as mean toadditional offers1ARPU recovery andrevenue diversification2BB service composition (%)100%100% 824100% 157121780%IPTV(59%5)3MonthlyARPU ( %Churn (%)14 1312 111082040%Churn reduction7961Access(10%5)Access-4% 76 play11. Cable BB; 2. BB Fixed Voice; 3. BB Fixed Voice TV; 4. BB Fixed Voice TV Mobile, extrapolated from other bundles’ ratio; 5. CAGR ’06-’10Doubleplay2Tripleplay3Four.play4

Multi-Play Significantly Increases Revenue AtMarginal Increase in Cost, Driving Up MarginsCost („000)1Revenue ( /Month)2 9%EBIT Margin /month220Cost1'0002,017 76%2,51.901.942.03Margin3182.08 Variable 0DataData PhoneSingle PlayTV DataMultiplayTV Data Phone6%DataData PhoneSingle PlayTV DataMultiplayTV Data Phone0102030405060Take Up of Multi-Play %1. Total unit cost to connect a customer, assuming fiber deployment to cover 500k users, and includes variable cost to connect a user as well as first year opex; 2. Average revenueper user for corresponding services taken from the operators in Russia that provide these services; 3. Derivation assuming multi-play mix to be 60% Data phone, 20% TV Data and20% TV Data Phone

May link to software maintenance agreement which is significant opex CRM Providers (Siebel, etc) Local construction companies/contractor 60-70% of capex today IT and Other Suppliers - Currently A More Benign Mobile Industry Competitive Force OPEX SUPPLIERS Media and Advertising Companies About 14-16% of opex Employees