Preliminary results Analyst and Investor Conference Call Hamburg, 1 March 2013

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1 Preliminary results 2012 Analyst and Investor Conference Call Hamburg, 1 March 2013

2 Cautionary statement This presentation contains forward-looking statements which involve risks and uncertainties. The actual performance, results and timing of the business of freenet AG could differ materially from the expectations regarding performance, results and timing expressed in this presentation. All figures are based on preliminary calculations before final consolidation and completion of the audit. There may therefore be discrepancies to the final financial figures to be presented on 26 March This presentation does not constitute an offer to sell or a solicitation to purchase any securities of freenet AG. Any such decision must not be made on the basis of the information provided in this presentation. freenet AG does not undertake any obligation to publicly update or revise information provided during this presentation. 2 Preliminary results 2012 I March 2013

3 Today s speakers Christoph Vilanek, Chief Executive Officer Management positions in Direct Marketing and Media Consultant for telecommunication with McKinsey&Company since 2001 Management positions at debitel AG since 2005 CEO of freenet AG since 2009 Joachim Preisig, Chief Financial Officer CFO at O 2 since 1996 CFO of T-Mobile/Head of Group Controlling at Deutsche Telekom AG since 2002 CFO of debitel AG since 2006 CFO of freenet AG since Preliminary results 2012 I March 2013

4 Agenda 1 Introduction and Preliminary results 2012 I March 2013

5 freenet exceeds expectations in financial year 2012 Original guidance 2012 (Feb 2012) Adjusted guidance 2012 (Nov 2012) Preliminary results 2012 Comments Contract customer base Contract customer base grew by 41,000 and is thus above the expected stable level Postpaid ARPU Postpaid ARPU stayed on established level above 23 subject to market Group revenue > 3,000 m 3,089 m Group revenue is slightly above 3 bn Group EBITDA Free cash flow (FCF) m 355 m 358 m 240 m 255 m 260 m Strong Group EBITDA with one-off effects of 5 m from KielNET sale and 4 m from fixed network business Increase of free cash flow exceeds expectation 1) Free cash flow is defined as cash flow from operating activities, minus investments in property, plant and equipment and intangible assets, plus proceeds from the disposal of property, plant and equipment and intangible assets. 5 Preliminary results 2012 I March 2013

6 Flat rate portfolio in four networks backbone of success Flat 4 You Plus Unlimited on-net calls Mobile internet flat rate quasi SMS Allnet flat Unlimited calls to one mobile network at option 120 free minutes to all German networks Flat Clever Unlimited on-net calls Mobile internet flat rate SMS Allnet flat 120 free minutes to all German networks Landline flat rate Hardware/volume option Flat Smart Unlimited on-net calls Mobile internet flat rate SMS Allnet flat 120 free minutes per month to all German networks Flat Easy Unlimited on-net calls Mobile internet flat rate SMS Allnet flat Unlimited calls to German landlines 120 free minutes on top for calls within Germany Network independence One-stop shopping for all four networks Similar flat packages in all four networks Premium pricing for Telekom and Vodafone 10 percent lower price compared to original tariff Segment specific offerings Wide range of SIM-only and SIM+handset Price range from to Targeting through six distinct brands Specific offerings per channel Largest balanced portfolio Full variety of handsets in terms of price, brand and quality Offer from fully priced handset, through financed purchase, monthly operational fee and partly or fully subsidised mobile phone 6 Preliminary results 2012 I March 2013

7 Independent test results confirm tariff attractiveness 7 Preliminary results 2012 I March 2013

8 Quality focus leads to ARPU stabilisation Average revenue per user (ARPU) ARPU ( /month) Postpaid ARPU stabilisation slightly below previous year s level based on increasing sale of smartphone tariffs and a growing data revenue share in postpaid amounting to 21.3% in Q4/2012 and 19,4% in financial year 2012 No-frills ARPU going down year-on-year, due to increased sales promotion activities in Q4/2012 Postpaid 2011 No frills 2012¹ Prepaid Prepaid business: Slightly declining ARPU but with stable contribution New tariff portfolio and cross-channel optimisation of SAC and SRC leads to stable margins even on slightly decreasing ARPUs 1) Preliminary figures. 8 Preliminary results 2012 I March 2013

9 Three key drivers to improve and grow customer base Flat rate penetration in customer base More than 60 percent of the new customers decide on a flatrate Almost all new customers go for a data flatrate when they decide on a new handset Concerning customer renewal these ratios are even higher than with new customers Flat rates reduce likelihood of voluntary churn Variety and freedom of choice in hardware mobilcom-debitel definitely offers the most demanded mobile phones (e.g. iphone 5 or Samsung S3 mobile phones) freenet also promotes other brands in order to limit dependency on the duopoly Partnership with Sony, Nokia or Huawei delivers additional funds for marketing and advertising Predictive modelling allows cost efficient individual hardware proposals for renewal Channel optimisation SIM-only products are mainly sold online e.g. by freenet s subisdiaries klarmobil or callmobile Multi-channel-marketing mainly used to increase share of captive channels mobilcom-debitel shops focus on unique customer experience along full product portfolio Media/Saturn successful based high footfall and intense sales promotion 9 Preliminary results 2012 I March 2013

10 Growth in customer ownership achieved Customer base Total customer base Prepaid customers Customer ownership (million users) In 2012 the postpaid customer base saw a year-onyear increase: 41,000 customers were added Customer ownership (postpaid + no frills) rose by around 381,000 customers (+4.7%) Postpaid customers 5.75 No-frills customers No-frills customer base went up by around 340,000 (+14.3%) Number of prepaid customers keeps on declining due to ongoing deactivation of inactive SIM cards ,2 Growing customer ownership also expected for ) At the end of period. 2) Preliminary figures. 10 Preliminary results 2012 I March 2013

11 Aspiration to become a leading digital lifestyle provider Definition and consideration of digital lifestyle Digital lifestyle comprises any services, applications, appliances connected or controlled by a smart device interacting with the internet freenet is not planning to invent, develop or produce digital lifestyle products but will identify, source and possibly optimise products in order to offer them to the end consumer freenet considers itself in a perfect credible position to consult the end consumer due to its proposition as an independent partner for its customers freenet Group strategy Extension and expansion of current product and service portfolio from - Telecommunications - Internet - Energy into the full digital lifestyle arena exploiting existing competencies and strengths. Examples for digital lifestlye products Virus protection for mobile handsets Entertainment packages such as Spotify of Juke Network and hardware independent cloud services Home automation, remote control of private appliances Health care and health protection devices Accessories in all categories Service solutions and remote customer support Repair service 11 Preliminary results 2012 I March 2013

12 Revenue growth path through portfolio and channel extension Introduction and Retail channels Distributors Non-exclusive partners Exclusive partners Free dealership Franchise Retail/ Captive-online Today s coverage Intended coverage Home automation Entertainment Security Payment... freenet has successfully developed its assortment of profitable products and will continue to do so So far only retail and captiveonline serves our customers with the full portfolio Retail channels can be managed profitably as a consequence The concept will now stepwise be extended into the other channels, that are currently served only with the standard mobile service provider products Mobile contracts Mobile phones Accessories Broadband Energy Digital Lifestyle 12 Preliminary results 2012 I March 2013

13 freenet share outperforms the market in 2012 Relative performance of the freenet share against DAX, TecDAX and SDAX 170% 160% 150% 140% 130% 120% 110% 100% 90% 80% % +29% +21% +19% Share price performance +55% in euros dividend paid in 2012 for 2011 Dividend yield of 10.6% for FY Market capitalisation of 1.8 bn 2 freenet outperforms TecDAX by almost 35% freenet outperforms DAX by over 25% FNTN DAX TecDAX SDAX freenet ranks third at German HASPAX award for excellent share price performance 1) On the pay-out day. 2) As of 28 December Preliminary results 2012 I March 2013

14 Financial statements income statement In million Revenue 3, ,266.6 Gross profit EBITDA Depreciation and amortisation EBIT Interest receivable and similar income Interest payable and similar expenses EBT Taxes on income Group result Earnings per share ( ) Decrease of Group revenue results from lower-margin revenue as well as from a lower average contract customer base compared to the previous year Increase of gross profit margin to 23.4% in 2012 (2011: 21.9%) is a result of higher margin revenue Reduction of depreciation and amortisation by 20.1 m is mainly due to a lower depreciation on assets from the debitel purchase price allocation Lower income from taxes on income primarily due to increased tax expenses and decreased deferred taxes 1) Preliminary figures. 2) Adjusted due to change of accounting method. 14 Preliminary results 2012 I March 2013

15 Financial statements balance sheet Assets in million Shareholders equity and liabilities in million Intangible assets ,190.8 Shareholders equity 1, ,116.9 Goodwill 1, Borrowings Trade accounts receivable Cash and cash equivalents Other assets Trade accounts payable Other liabilities ,474.2 Balance sheet total 2, ,474.2 Balance sheet total 2,528.4 Comment Equity ratio at 48.1% as of 31 December 2012 (31 December 2011: 46.3%) Net debt of m as of 31 December 2012 (31 December 2011: m ) 1) Preliminary figures. 15 Preliminary results 2012 I March 2013

16 Financial statements cash flow statement In million 2012¹ 2011 Cash flow from operating activities Increase of cash flow from operating activitites mainly due to improved EBITDA Cash flow from investing activities thereof net capex Cash flow from investing activities is mainly driven by stable regular capex Cash flow from financing activities Change in cash and cash equivalents Free cash flow 2 (FCF bridge see next page) Cash flow from financing activities includes among other items cash inflow of m from the issue of promissory notes and cash outflow for dividend payment of 1.20 per share for FY ) Preliminary figures. 2) Free cash flow is defined as cash flow from operating activities, minus investments in property, plant and equipment and intangible assets, plus proceeds from the disposal of property, plant and equipment and intangible assets. 16 Preliminary results 2012 I March 2013

17 Detailed bridge from EBITDA to free cash flow Free cash flow bridge in million EBITDA Change in net working capital Tax payments Net capex Other Free cash flow Guidance (Nov. 2012) 2012 Guidance (Feb. 2012) 355 ~ -50 ~ -25 ~ -20 ~ ~ -50 ~ -30 ~ -20 ~ ) Preliminary figures. 2) Free cash flow is defined as cash flow from operating activities, minus investments in property, plant and equipment and intangible assets, plus proceeds from the disposal of property, plant and equipment and intangible assets. 3) KielNET effect included in EBITDA but not affecting free cash flow 17 Preliminary results 2012 I March 2013

18 Development into investment grade territory aided by high FCF generation used to diversify debt structure Introduction and Diversification of financing structure Unrated bond Volume: 400 m Coupon: 7.125% Maturity: April % 110% 100% 90% 80% Bond performance Promissory notes Total volume: 120 m Maturity: 2018, 2020 Coupon: Tranche 1 (fix) Tranche 2 (variable) Tranche 3 (fix) Volume 44.5 m 56.0 m 19.5 m Coupon (p.a.) 3.27% 2.82% (first 6 months) 4.14% A1KQXZ ITraxx 5 years Maturity 5 years 5 years 7 years Syndicated term loan Volume: 240 m Coupon: variable Maturity: March 2014 Utilization (as per ): 120 m Revolving credit line Volume: 100 m Coupon: variable Maturity: March 2015 Utilization (as per ): 0 m 18 Preliminary results 2012 I March 2013

19 Alignment of debt factor range due to significant decline of gross and net financial debt Introduction and Gross financial debt Net debt EBITDA Debt factor 5.2 Comprehensive Refinancing (April 2011) Promissory Notes (Dec 2012) 1,436 1,304 1, Development of Borrowings, net debt and EBITDA / / / / / Comment Gross financial debt and net debt went down faster than expected in the last years due to an improved operational business Thus the management board will align its financial strategy in view of adjusting the current debt factor corridor from currently to ) Preliminary figures. 2) Pro forma EBITDA: Adjusted for effects from the debitel acquisition in Preliminary results 2012 I March 2013

20 Key figures of financial strategy: Development and target alignment for 2013/14 Introduction and Definition of financial strategy key figures Debt factor: ratio of economic net debt to EBITDA Interest cover: ratio of EBITDA to net interest income Equity ratio: ratio of equity to total assets Target 2011/12 Actual 2011 Actual 2012 Target 2013/14 Debt factor Interest cover Equity ratio > > 5 > 50% 46.3% 48.1% > 50% Alignment of debt factor corridor for financial year 2013 and 2014 in order to optimise capital structure in view of high profitability Increase of attractiveness for lenders to reduce future cost of raising capital Interest cover and equity ratio targets remain unchanged Cash buffer of 50 m remains unchanged 20 Preliminary results 2012 I March 2013

21 Alignment of dividend policy for 2013/14 Introduction and Pay-out 2011 Pay-out 2012 Target 2013 Target 2014 Dividend pay-out ratio (in % of free cash flow financial year) 48% 64% 50-75% 50-75% Dividend payment ( per share) n/a n/a Dividend yield (on the pay-out day) 10.0% 10.6% n/a n/a Dividend pay-out draws on high liquidity and rotational funding flows with short term use of debt proceeds Alignment of free cash flow pay-out ratio corridor from 40% - 60% to 50% - 75% in financial year 2013 and 2014 Increase of pay-out ratio range in order to make the stock even more attractive for value and dividend yield oriented long-term investors 21 Preliminary results 2012 I March 2013

22 Two-year guidance based on sustainable business model and improved profitability by diversification Introduction and Preliminary results 2012 Guidance 2013 (Feb 2012) Guidance 2013 (March 2013) Guidance 2014 (March 2013) Comments Contract customer base +41,000 customers Slight increase in contract customer base expected for 2013/14 Postpaid ARPU Postpaid ARPU stabilisation at around 23 in 2013 and 2014 Group revenue 3,089 m Revenue increase anticipated for 2013 and slight rise for 2014 Group EBITDA 358 m 340 m 355 m 360 m Stabilisation of Group EBITDA in 2013 and 2014 Free cash flow (FCF) m 240 m 255 m 260 m Stabilisation of free cash flow in 2013 and in 2014 Dividend pay-out 40-60% of FCF 40-60% of FCF 50-75% of FCF 50-75% of FCF Corridor for dividend pay-out ratio increased for 2013/14 1) Free cash flow is defined as cash flow from operating activities, minus investments in property, plant and equipment and intangible assets, plus proceeds from the disposal of property, plant and equipment and intangible assets. 22 Preliminary results 2012 I March 2013

23 Detailed bridge from EBITDA to free cash flow Free cash flow bridge 2013e in million EBITDA Change in net working capital Tax payments Net capex Other Free cash flow 1 Financial year 2014e ) Free cash flow is defined as cash flow from operating activities, minus investments in property, plant and equipment and intangible assets, plus proceeds from the disposal of property, plant and equipment and intangible assets. 23 Preliminary results 2012 I March 2013

24 Summary Strategic road map Stabilisation of main value drivers (postpaid ARPU, contract customer base), increase of customer ownership Comprehensive multi-channel marketing to optimise captive business channels Strategic move towards digital lifestyle to open new areas of growth exploiting existing competencies and strengths Financial strategy and dividend policy alignment Build on success of refinancing and terming out of maturity structure in 2012; expansion of market positioning and access to debt markets, move into investment grade rating Adjustment of debt factor target corridor from to to optimise balance sheet structure focusing on further debt reduction to improve capital structure Adjustment of dividend policy improving free cash flow pay-out ratio range from 40-60% to 50-75% in order to secure an even more attractive dividend yield for value-oriented long-term investors and create a sustainable increase of corporate value Guidance 2013/14 Increase of Group revenue in 2013 and further slight rise in EBITDA of 355 m and free cash flow of 255 m expected, for 2014 slight growth to 360 m and 260 m Slight rise of contract customer base, driven by an increase of valuable customers Stabilisation of contract customer ARPU at around 23 in 2013 and Preliminary results 2012 I March 2013

25 freenet AG Hollerstraße Büdelsdorf freenet AG Investor Relations +49 (0)

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