lasanoz financelasanoz finance · 2009-09-11 · lasanoz financelasanoz finance successful mobile...

Lasanoz FinanceLasanoz FinanceSuccessful Mobile Telephony Advisory Work

September 2009p

Outline

Executive Summary 3Executive Summary 3Winning Telecommunication Licenses for Netia 5Securing Equity Financing for P4 / Play 10Securing Vendor Financing for P4 / Play 14Securing Vendor Financing for P4 / Play 14

2 Lasanoz FinanceMandates Executed for Netia / Play

Executive Summary

Executive SummaryEXTENSIVE EXPERIENCE IN THE POLISH TELCO FIELD

Executing Repeat Value Creating MandatesLasanoz Finance has assisted P4 (Play) and its founding shareholders, Novator and Netia, to create value through the execution of a number of mandates in succession:

• Winning Poland’s 4th 3G mobile telephony license (2004/5)

Executing Repeat Value-Creating Mandates

• Winning the 3,6GHz – 3,8GHz WiMax license for Netia (2005)

• Securing Novator as the key strategic partner to Netia, the founding strategic shareholder of Play, with a EUR 200m investment (2005)

• Obtaining a EUR 150m 10 year senior loan facility from China Development Bank and a• Obtaining a EUR 150m 10-year senior loan facility from China Development Bank and a EUR 20m 6-year facility from Comverse (Israel) to help finance Play’s development (2006)

• Advising Play in the non-cash acquisition of Germanos, Poland’s leading chain of mobile phone stores, to furnish the operator with a retail distribution network (2007)

• Obtaining a EUR 490m 10-year senior loan facility from China Development Bank for network expansion and to fully finance Play’s business plan

Financial advisory Vendor Financing Buy-side advisoryEUR 660 000 000 Confidential4th Mobile License


Winning Telecommunication Licenses for Netia

EXCLUSIVE FINANCIAL ADVISOR TO NETIA S.A. ON 4TH POLISH UMTS LICENSEWinning Telecommunication Licenses for Netia

In 2004/2005, Lasanoz Finance was retained by Netia S.A. as external advisor on its bid for Poland’s 4th mobile licenseLF’s scope of work included the following:• Project management of the mobile bid including coordinating a 20 strong internal team• Project management of the mobile bid, including coordinating a 20-strong internal team

including Netia’s entire management board• Gathering market information and developing key elements of the business plan• Building the roaming and non-roaming business case• Co-leading discussions with potential equity partners, incl. playing a key role in discussion

with strategic partners as well as financial investors• Leading vendor financing discussions with banks and vendors• Structuring the bidbook and providing advice on bidding amountsStructuring the bidbook and providing advice on bidding amounts

As a result, P4 acquired its UMTS license on very attractive comparative terms138

103

Average Cost of 3G licenses in selected countriesEUR per capita

5043

35 30 2615 15 10 1010,0


10 104 3 2

10,0

UKGerm

any

Kosovo Ita

ly

Serbia

Egypt

Denmark

Greece

Austria

France

Portuga

lNorw

ayBulga

ria (2

G)Bulga

ria (3

G)Polan

d P4Polan

d othe

r

DETAILED UMTS TENDER RESULTSWinning Telecommunication Licenses for Netia

Netia Mobile won the UMTS tender with highest overall score and second-highest merit score

20

3025.8

150

UMTS Tender - Merit Points

Hutchinson bid an insufficient amount (~EUR 25m) to win the tender, coming second 60

40

20

34.1

31.1

1520.1

51

35.3

18.1

47

15.27.426.1

50

100

ERA and PLUS operators were disqualified

0000 00000Maximum NM Hutch Idea Era Plus

Financial Credibility Technical Business Plan Telecom Experience

IDEA (since rebranded to ORANGE) came third in terms of merit score but bid only a nominal 400

500

Overall UMTS Scores

amount

150

300

100.3

248.7

130.2

175.2

95.70.04

00 000

100

200

300


00 000Maximum NM Hutch Idea Era Plus

Merit Points Price w/b Competitiveness

PRICE COMPARISON WITH OTHER UMTS CEE LICENSESWinning Telecommunication Licenses for Netia

Netia Mobile paid one of the lowest UMTS license fees per covered population in Europe, allowing it to focus its financial firepower on network and services

Illustrative Benchmarking of UMTS Frequencies Price Per Covered Pop

17.1

141618

.

6.85.2

6.568

1012

EUR

/ co

v. p

op

2.2

024

E

ERA/PLUS/IDEA(PL) 2001

Oskar (CZ) 2005 Tele2 (CRO) 2005 Vodafone ((HUN)2004

Netia Mobile (PL)2005


(PL) 2001 2004 2005

EXCLUSIVE FINANCIAL ADVISOR TO NETIA S.A. ON WIMAX LICENSEWinning Telecommunication Licenses for Netia

In 2005, Lasanoz Finance was retained by Netia S.A. as external advisor on its bid for a 3.6 – 3.8 GHz WiMax license

LF’s scope of work included the following:LF s scope of work included the following:• Project management of the tender offer bid, including

coordinating a 10-strong internal team• Gathering market information and developing key elements of

the business plan• Building the business case• Structuring the bidbook and providing advice on bidding amounts

As a result, Netia acquired both WiMax licenses for a totalconsideration of approx. PLN 20m


Securing Equity Financing for P4 / Play

GAINING NOVATOR AS A STRATEGIC SHAREHOLDER FOR P4Securing Equity Financing for P4 / Play

Having founded Netia Mobile in 2004, and conscious of its limited financial resources, Netia S.A. sought a financial partner for its 2004/5 bid for Poland’s fourth 3G/UMTS licenseLasanoz Finance led discussions on behalf of Netia with regard to finding a strategicLasanoz Finance led discussions on behalf of Netia with regard to finding a strategic and/or financial partner for the mobile business.In April 2005, London-based and Icelandic-funded private equity fund Novator agreed to invest EUR 200m in the Polish 4th mobile operator Play and became the key strategic partner to Netia, Play’s founding shareholder, in this ventureLF’s scope of work included the following:• Identifying suitable partners for Netia• Pitching the partnership idea to select partiesPitching the partnership idea to select parties• Co-leading discussions with potential equity partners, as well as financial investors• Assisting Netia to negotiate the terms of the JV

Novator has been a strong and supportive shareholder of Play since 2005, and continues to be a near-50% shareholder in the business as of 2009In the period from 200[6] to 2009, Novator also became a significant shareholder of Netia S.A., facilitating the re-orientation of Netia S.A. from a business-focused voice service provider to a consumer-focused broadband-cum-voice supplier


provider to a consumer focused broadband cum voice supplier

Having secured its license in 2005, completed its senior management team, and secured

FACILITATING THE ENTRY OF GERMANOS AS A STRATEGIC SHAREHOLDER FOR P4Securing Equity Financing for P4 / Play

Having secured its license in 2005, completed its senior management team, and secured EUR 170m of vendor financing for its initial network in 2006 by early 2007 PLAY was getting ready to launch in the market In order to gain the necessary mass market distribution capability and know-how, PLAY’s shareholders (Novator and Netia) negotiated a non-cash contribution of Germanos’ Polish chains of mobile distribution outlets into P4, in return for a 22% stake, thereby proving Play with the necesary distribution capability for an aggressive market entry in March 2007As adviser to P4’s management, Lasanoz Finance facilitate the analysis and completion of the transaction, alongside P4’s shareholders and its other advisersLF’s scope of work included the following:• A l i f t t d t ti l i t ti i t Pl• Analysis of target and potential integration into Play• Identifying and removing dealbreakers resulting from Germanos’ existing distribution

business relationships with other mobile network operators (ERA, Orange)• Developing key elements of the post-merger business plan• Leading discussions with China Development Bank to secure

appropriate waiversAs a result, Play gained some 300 retail outlets, which werere-branded in record time in Q1 2007 just prior to the


j pcommercial launch

PLAY’S EVOLVING SHAREHOLDERS STRUCTURESecuring Equity Financing for P4 / Play

Since its foundation in 2004, P4 / Play has had three leading shareholdersLasanoz Finance has been privileged in working with and for all three shareholders, as well as P4’s management, to facilitate the growth and evolution of PLAY as the leading challenger in the Polish mobile marketchallenger in the Polish mobile market

2004 - 2008

23,4%22,0% 25,0%30%

70%

100%54,6%

75,0%

49,7%

50,3%

2004

• Netia Mobile (furtherrenamed to P4) isfounded by Netia SA

2005

• Netia Mobile gainsNovator as its strategicpartner who contributesEUR 200m in equity

2007

• Germanos (throughTollerton subsidiary) becomes a P4 shareholder (22% stake)

2008

• Netia divest its P4 stakeselling 20.4% of P4’s shares to Novator and the remaining 3% to

2008

• P4’s capital is increasedby EUR 160m inconnection with theGSM 900MHz licenseEUR 200m in equity

• LF was Netia’s advisorin the strategic investorsearch process

shareholder (22% stake) in exchange for contributing its mobile distribution outlet chain

• LF was P4’s advisor inthis transaction process

the remaining 3% to Tollerton

GSM 900MHz licensetender

• Tollerton subscribed to 100% of the capital increase and controls 50.3% of P4’s capital


Legend: Netia’s stakeNovator’s stakeTollerton’s stake

Securing Vendor Financing for P4 / Play

SECURING INITIAL EUR 170M IN FINANCINGSecuring Vendor Financing for P4 / Play

Negotiation of stand-by vendor financing declarations from ZTE and HUAWEI (Q1 2005)Our work involved pitching debt requests to > 20 commercial banks, ECAs and IFIs (Q3 and Q4 2005)Negotiating Vendor Financing from Huawei/CDB and Comverse (Q4/2005 – Q3/2006)LF’s scope of work included the following:

• Preparing all debt pitches, business plan presentations, term sheet structures

• Co-ordination with P4, Netia and Novator• Leading vendor financing discussions with banks

and vendors• Solving roadblocks in co-operation with P4, Netia,

Novator and Allen & OveryLF acted as sole financial advisor P4 secured very attractive long-term financing:

• EUR 150m 10-year non-recourse financing from China Development Bank

• EUR 20m 6-year non-recourse financing from Comverse Ltd.

This announcement appeared as a statement of record only (November 2006)


This announcement appeared as a statement of record only (November 2006).

SECURING A FURTHER EUR 490M FROM CDBSecuring Vendor Financing for P4 / Play

In June 2008 nearly 20 months after the originalIn June 2008, nearly 20 months after the original China Development Bank financing, P4 secured a further EUR 490m in vendor financing from CDB, thus increasing CDB’s facilities to a total of EUR 640mLasanoz Finance was the exclusive financial advisor asa o a ce as t e e c us e a c a ad soto Play and its ShareholdersOur work involved pitching debt requests to > 30 commercial banks, ECAs and IFIs (Q2 and Q3 2007)Managing the competitive negotiation process g g p g pbetween vendors (Huawei, Ericsson, Nokia/Siemens) and financial institutions (Q3 and Q4 2007)Negotiating Vendor Financing from Huawei/CDB (Q3/2007 – Q2/2008)LF’s scope of work included the following:

• Preparing all debt pitches, business plan presentations, term sheet structures

• Leading vendor financing discussions with banks and vendorsand vendors

• Solving roadblocks in co-operation with P4, Netia, Novator, Tollerton and Allen & Overy

• Negotiating the final financing documentationP4 secured very attractive long-term financing – a t t l f EUR 640 fi i f CDB


total of EUR 640m non-recourse financing from CDB maturing in Q4 2016 This announcement appeared as a statement of record only (June 2008).

lasanoz financelasanoz finance · 2009-09-11 · lasanoz financelasanoz finance successful mobile...

Documents