HELIOS TOWERS plc
Unaudited trading update for
the three months ended 31 March 2024
+21% year-on-year Adjusted
EBITDA and portfolio free cash flow growth
+761 tenancy additions
year-to-date
2024 guidance
reiterated
London, 16 May 2024: Helios
Towers plc ("Helios Towers", "the Group" or "the
Company"), the independent
telecommunications infrastructure
company, today announces results for the three
months to 31 March 2024 ("Q1 2024").
|
Q1
2024
|
Q1 2023
|
Change
|
Q1
2024
|
Q4 2023
|
Change
|
Sites
|
14,166
|
13,684
|
+4%
|
14,166
|
14,097
|
+0%
|
Tenancies
|
27,686
|
25,120
|
+10%
|
27,686
|
26,925
|
+3%
|
Tenancy
ratio
|
1.95x
|
1.84x
|
+0.11x
|
1.95x
|
1.91x
|
+0.04x
|
Revenue
(US$m)
|
194.6
|
170.8
|
+14%
|
194.6
|
187.3
|
+4%
|
Adjusted
EBITDA (US$m)1
|
102.2
|
84.7
|
+21%
|
102.2
|
100.7
|
+1%
|
Adjusted
EBITDA margin1
|
53%
|
50%
|
+3ppt
|
53%
|
54%
|
-1ppt
|
Operating
profit (US$m)
|
67.3
|
33.0
|
+104%
|
67.3
|
33.5
|
+101%
|
Portfolio
free cash flow (US$m)1
|
69.9
|
57.7
|
+21%
|
69.9
|
71.1
|
-2%
|
Cash
generated from operations (US$m)
|
55.8
|
36.2
|
+54%
|
55.8
|
78.8
|
-29%
|
Net debt
(US$m)1
|
1,812.1
|
1,734.2
|
+4%
|
1,812.1
|
1,783.1
|
+2%
|
Net
leverage1,2
|
4.4x
|
5.1x
|
-0.7x
|
4.4x
|
4.4x
|
-
|
1 Alternative
Performance Measures are described in our defined terms and
conventions.
2 Calculated
as per the Senior Notes definition of net debt divided by
annualised Adjusted EBITDA.
Tom Greenwood, Chief Executive
Officer, said:
"We have started the year well,
continuing the momentum from 2023 to deliver strong operational and
financial performance with revenue and Adjusted EBITDA increasing
14% and 21% year-on-year respectively. This was one of our
strongest quarters for tenancy additions, supporting tenancy ratio
expansion to close to 2.0x and towards our 2026 target of
2.2x.
We were also delighted to see
Moody's upgrading our credit rating from B2 to B1, and S&P from
B to B+, driven by the Company's track record, diversification and
cash flow generation.
Looking forward, we reiterate our
full-year guidance as we continue to focus on organic growth,
deleveraging and an inflection in our free cash flow."
Financial highlights
Solid progress towards FY 2024 guidance driven by tenancy
growth, underpinned by a growing base of contracted revenues that
feature CPI and power price protections
·
Revenue increased by 14% year-on-year to US$194.6m (Q1 2023: US$170.8m), driven by tenancy
growth
o Q1 2024 revenue increased by
4% quarter-on-quarter (Q4 2023:
US$187.3m)
·
Adjusted EBITDA increased by 21%
year-on-year to US$102.2m (Q1 2023:
US$84.7m), driven by tenancy growth and margin accretive
tenancy ratio expansion
o Q1 2024 Adjusted EBITDA
increased by 1% quarter-on-quarter to US$102.2m (Q4 2023:
US$100.7m)
·
Adjusted EBITDA margin increased
3ppt year-on-year to 53% (Q1 2023: 50%), driven by +0.11x tenancy
ratio expansion
·
Operating profit increased by
104% year-on-year to US$67.3m (Q1 2023:
US$33.0m), largely driven by Adjusted
EBITDA growth and lower depreciation, following an update to tower
asset depreciation policy from up to 15 years to up to 30
years
o The business generated a
profit before tax of US$15.2m (Q1 2023: loss before tax $25.1m),
driven by the growth in operating profit
·
Portfolio free cash flow increased by 21% year-on-year to
US$69.9m (Q1 2023: US$57.7m), in line with
Adjusted EBITDA expansion
o Q1 2024 portfolio
free cash flow decreased by 2% quarter-on-quarter
to US$69.9m (Q4 2023: US$71.1m), reflecting timing of maintenance
and corporate capital additions
·
Cash generated from operations
increased by 54% year-on-year to US$55.8m (Q1 2023: US$36.2m),
driven by Adjusted EBITDA growth
o Q1 2024 cash generated from
operations decreased by 29% quarter-on-quarter to US$55.8m (Q4
2023: US$78.8m), driven by seasonal working capital outflows due to
timing of customer receipts
·
Net leverage decreased by 0.7x
year-on-year to 4.4x (Q1 2023: 5.1x) and remained flat
quarter-on-quarter (Q4 2023: 4.4x)
·
Business is underpinned by
future contracted revenues of US$5.7bn (Q1
2023: US$4.8bn), of which 99% is from multinational MNOs,
with an average remaining initial life of 7.7 years (Q1 2023: 7.3 years)
Operational highlights
Consistent and strong tenancy growth supporting tenancy ratio
expansion towards 2.0x
·
Sites increased by 482 year-on-year
to 14,166 sites (Q1 2023: 13,684
sites)
o Increased by 69 quarter-on-quarter
·
Tenancies increased by 2,566 year-on-year to 27,686
tenants (Q1 2023: 25,120 tenants)
o Increased by 761 quarter-on-quarter
·
Tenancy ratio increased by 0.11x to
1.95x (Q1 2023: 1.84x)
o Increased by 0.04x
quarter-on-quarter to 1.95x (Q4 2023: 1.91x)
2024 Outlook and guidance1
·
The Group reaffirms its FY 2024 guidance:
o Organic tenancy additions of 1,600 - 2,100
o Adjusted EBITDA of US$405m - US$420m
o Portfolio free cash flow of US$275m - US$290m
o Capital expenditure of US$150m - US$190m
§ Of which
c.US$45m is anticipated to be non-discretionary capital
expenditure
o Net
leverage below 4.0x
o Neutral free cash flow2
1 Guidance assumes the Group continues to apply the same
accounting policies.
2 Excluding the closing of a potential second acquisition (of
227 further sites) in Oman, as previously announced on 8 December
2022.
For further information go
to:
www.heliostowers.com
Investor Relations
Chris Baker-Sams - Head of Strategic
Finance and Investor Relations
+44 (0)782 511 2288
Media relations
Edward Bridges / Rob Mindell FTI
Consulting LLP
+44 (0)20 3727 1000
Helios Towers' Management will host
a conference call for analysts and institutional investors at 09.30
BST on Thursday 16 May 2024. For thebest
user experience, please access the conference via the webcast. You
can pre-register and access the event using the link
below:
Event Name: Q12024
Password: HELIOS
If you are unable to use the webcast
for the event, or if you intend to participate in Q&A during
the call, please dial in using the details below:
Europe
& International
|
+44 203
936 2999
|
South
Africa (local)
|
+27
87 550 8441
|
USA
(local)
|
+1 646 664 1960
|
Passcode:
|
217147
|
Upcoming Conferences and
Events
Helios Towers management is
expected to participate in the upcoming conferences outlined
below:
•
BofA Emerging Markets Corporate Conference (Miami)
- 29 to 31 May 2024
•
BofA C-Suite TMT Conference (London) - 11 June
2024
•
Morgan Stanley Global Tower Day (Virtual) - 25
June 2024
•
Barclays Emerging Markets ESG Corporate Day
(Virtual) - 27 June 2024
Change of Registered Office Address
The Company announces that its
registered office address will change from 10th Floor, 5 Merchant
Square West, London, W2 1AS, to Level 21, 8 Bishopsgate, London,
EC2N 4BQ with effect from 20 May 2024.
About
Helios Towers
·
Helios Towers is a leading
independent telecommunications infrastructure company, having
established one of the most extensive tower portfolios across
Africa and the Middle East. It builds, owns and operates telecom
passive infrastructure, providing services to mobile network
operators.
·
Helios Towers owns
and operates over 14,000
telecommunication tower sites in nine countries across Africa and
the Middle East.
· Helios
Towers pioneered the model in Africa of buying towers that were
held by single operators and providing services utilising the tower
infrastructure to the seller and other operators. This allows
wireless operators to outsource non-core tower-related activities,
enabling them to focus their capital and managerial resources on
providing higher quality services more cost-effectively.
Alternative Performance Measures
The Group has presented a number of
Alternative Performance Measures ("APMs"), which are used in
addition to IFRS statutory performance measures. The Group believes
that these APMs, which are not considered to be a substitute for or
superior to IFRS measures, provide stakeholders with additional
helpful information on the performance of the business. These APMs
are consistent with how the business performance is planned and
reported within the internal management reporting to the Board.
Profit/(Loss) before tax, gross profit, non-current and current
loans and long-term and short-term lease liabilities are the
equivalent statutory measures (see 'Certain defined terms and
conventions'). For more information on the Group's Alternative
Performance Measures, see the Group's Annual report for the year
ended 31 December 2023, publishedon the
Group's website. Reconciliations of APMs to the equivalent
statutory measure are included in the Group's Half-Year and Annual
financial reports.
Financial and operating metrics
Key metrics
For the three months ended 31
March:
|
Group
|
|
Middle
East & North Africa3
|
|
East
& West Africa4
|
|
Central
& Southern Africa5
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
US$m
|
US$m
|
|
US$m
|
US$m
|
|
US$m
|
US$m
|
|
US$m
|
US$m
|
|
|
|
|
|
|
|
|
|
|
|
|
Sites at
period end
|
14,166
|
13,684
|
2,531
|
2,519
|
6,431
|
6,322
|
5,204
|
4,843
|
Tenancies
at period end
|
27,686
|
25,120
|
3,657
|
3,072
|
12,946
|
12,363
|
11,083
|
9,685
|
Tenancy
ratio at period end
|
1.95x
|
1.84x
|
1.44x
|
1.22x
|
2.01x
|
1.96x
|
2.13x
|
2.00x
|
Revenue for
the period
|
194.6
|
170.8
|
16.9
|
13.3
|
79.4
|
76.7
|
98.3
|
80.8
|
Adjusted
gross margin1
|
64%
|
61%
|
80%
|
77%
|
67%
|
66%
|
58%
|
55%
|
Adjusted
EBITDA for the period
|
102.2
|
84.7
|
12.2
|
8.8
|
49.4
|
46.8
|
49.5
|
36.6
|
Adjusted
EBITDA Margin2 for the period
|
53%
|
50%
|
72%
|
66%
|
62%
|
61%
|
50%
|
44%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Adjusted
gross margin means gross profit, adding back site depreciation,
divided by revenue.
2 Group
Adjusted EBITDA for the period includes corporate costs of US$8.9
million (2023: US$7.5 million).
3 Middle
East & North Africa ('MENA') segment
reflects the Company's operations in Oman.
4 East &
West Africa segment reflects the Company's operations in Tanzania,
Senegal and Malawi.
5 Central
& Southern Africa segment reflects the Company's operations in
DRC, Congo Brazzaville, South Africa, Ghana and Madagascar.
Total tenancies
As at 31
March:
|
Group
|
MENA
|
|
|
|
|
East & West Africa
|
|
|
Group
|
|
Oman
|
|
Tanzania
|
|
Senegal
|
|
Malawi
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Standard colocation tenants
|
11,349
|
9,984
|
888
|
543
|
4,969
|
4,708
|
102
|
89
|
525
|
474
|
Amendment colocation tenants
|
2,171
|
1,452
|
238
|
10
|
835
|
739
|
30
|
3
|
54
|
28
|
Total colocation tenants
|
13,520
|
11,436
|
1,126
|
553
|
5,804
|
5,447
|
132
|
92
|
579
|
502
|
Total sites
|
14,166
|
13,684
|
2,531
|
2,519
|
4,180
|
4,195
|
1,455
|
1,361
|
796
|
766
|
Total tenancies
|
27,686
|
25,120
|
3,657
|
3,072
|
9,984
|
9,642
|
1,587
|
1,453
|
1,375
|
1,268
|
Tenancy ratio
|
1.95x
|
1.84x
|
1.44x
|
1.22x
|
2.39x
|
2.30x
|
1.09 x
|
1.07x
|
1.73x
|
1.66x
|
|
|
Central & Southern
Africa
|
|
|
DRC
|
|
Congo
Brazzaville
|
|
Ghana
|
|
South
Africa
|
|
Madagascar
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
2024
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Standard colocation tenants
|
3,299
|
2,792
|
192
|
189
|
986
|
855
|
248
|
242
|
140
|
92
|
Amendment colocation tenants
|
445
|
253
|
34
|
33
|
388
|
354
|
115
|
24
|
32
|
8
|
Total colocation tenants
|
3,744
|
3,045
|
226
|
222
|
1,374
|
1,209
|
363
|
266
|
172
|
100
|
Total sites
|
2,591
|
2,326
|
549
|
513
|
1,096
|
1,116
|
378
|
373
|
590
|
515
|
Total tenancies
|
6,335
|
5,371
|
775
|
735
|
2,470
|
2,325
|
741
|
639
|
762
|
615
|
Tenancy ratio
|
2.45x
|
2.31x
|
1.41x
|
1.43x
|
2.25x
|
2.08x
|
1.96x
|
1.71x
|
1.29x
|
1.19x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
Revenue increased by 14% to
US$194.6m in the three-month period ended 31 March 2024 (Q1 2023:
US$170.8m). The increase was largely driven by the growth in total
tenancies from 25,120 as of 31 March 2023 to 27,686 as of 31 March
2024, complemented by CPI and power price escalations. For the
period ended 31 March 2024, 99% of revenues
were from multinational MNOs and 67% were denominated in US Dollar,
CFA Franc (which is pegged to the Euro) or Omani Rial (which is
pegged to the US Dollar).
Contracted revenue
The following table provides our
total undiscounted contracted revenue by region as
of 31 March 2024 for each of the periods
from 2024 to 2028, with local currency amounts converted at the
applicable average rate for US Dollars for the period ended 31
March 2024 held constant. Our contracted revenue calculation
for each year presented assumes: (i) no escalation in fee rates,
(ii) no increases in sites or tenancies other than our committed
tenancies, (iii) our customers do not utilise any cancellation
allowances set forth in their MSAs, (iv) our customers do not
terminate MSAs early for any reason and (v) no automatic
renewal.
|
|
|
|
9 months
to
31
December 2024
|
2025
|
2026
|
2027
|
2028
|
|
US$m
|
US$m
|
US$m
|
US$m
|
US$m
|
Middle East
& North Africa
|
41.8
|
50.6
|
50.5
|
50.5
|
50.5
|
East &
West Africa
|
225.5
|
305.2
|
273.8
|
260.0
|
252.3
|
Central
& Southern Africa
|
282.2
|
350.9
|
314.2
|
280.4
|
265.4
|
|
549.5
|
706.7
|
638.5
|
590.9
|
568.2
|
The following table provides our
total undiscounted contracted revenue by key customer type
as of 31 March 2024 over the life of the contracts
with local currency amounts converted at the applicable average
rate for US Dollars for the period ended 31 March 2024 held
constant. Our calculation uses the same assumptions as above. The
average remaining life of customer contracts is
7.7 years (Q1 2023: 7.3 years).
(US$m)
|
Total
Committed Revenues
|
Percentage
of Total Committed Revenues
|
Large
multinational MNOs
|
5,610.9
|
99.0%
|
Other
|
55.4
|
1.0%
|
|
5,666.3
|
100.0%
|
Adjusted EBITDA
Adjusted EBITDA increased by 21% to
US$102.2m in the three-month period ended 31 March
2024 (Q1 2023: US$84.7m). The increase in Adjusted EBITDA
was driven by tenancy growth and margin accretive tenancy ratio
expansion of 0.11x year-on-year.
From a segment perspective, the
year-on-year growth in the Group's Adjusted EBITDA was driven by
its Central & Southern Africa segment, growing by US$12.9m
year-on-year, in addition to the Middle East & North Africa and
East & West Africa segments expanding US$3.4m and US$2.6m,
respectively.
Adjusted EBITDA margin was 53% in
the three-month period ended 31 March 2024 (Q1
2023: 50%).
Portfolio free cash flow
Portfolio free cash flow increased
by 21% year-on-year to US$69.9m
(Q1 2023:US$57.7m), in line with Adjusted
EBITDA expansion. Cash conversion remained consistent at
68%.
3 months ended 31 March
|
|
2024
US$m
|
2023
US$m
|
Adjusted EBITDA
|
102.2
|
84.7
|
Less:
Maintenance and corporate capital additions
|
(14.5)
|
(10.2)
|
Less:
Payments of lease liabilities1
|
(14.4)
|
(14.6)
|
Less: Tax
paid
|
(3.4)
|
(2.2)
|
Portfolio free cash
flow
|
69.9
|
57.7
|
Cash
conversion %2
|
68%
|
68%
|
1 Includes
interest and principal repayments of lease liabilities.
2 Cash
conversion % is calculated as portfolio free cash flow divided by
Adjusted EBITDA.
Gross debt, net debt, net leverage
and cash & cash equivalents
Net leverage decreased by 0.7x
year-on-year to 4.4x (Q1 2023: 5.1x) and
was flat quarter-on-quarter (Q4 2023: 4.4x). The Group targets
reducing net leverage to below 4.0x in 2024.
|
31
March
2024
US$m
|
31
December
2023
US$m
|
External debt1
|
1,673.5
|
1,650.3
|
Lease
liabilities
|
227.1
|
239.4
|
Gross debt
|
1,900.6
|
1,889.7
|
Cash and
cash equivalents
|
(88.5)
|
(106.6)
|
Net
debt
|
1,812.1
|
1,783.1
|
Annualised Adjusted
EBITDA2
|
409.0
|
403.0
|
Net
leverage3
|
4.4x
|
4.4x
|
1
External debt is presented in line with the
balance sheet at amortised cost.
2
Annualised Adjusted EBITDA calculated as per the
Senior Notes definition as the most recent fiscal quarter
multiplied by 4. This is not a forecast of future
results.
3
Net leverage is calculated as net debt divided by
annualised Adjusted EBITDA.
Capital expenditure
The following table shows capital
expenditure additions by category during the three
months ended 31 March:
|
2024
|
2023
|
|
US$m
|
%
of
Total capex
|
US$m
|
% of
Total capex
|
Acquisition
|
4.6
|
10.2%
|
3.4
|
7.1%
|
Growth
|
17.8
|
39.6%
|
27.9
|
58.4%
|
Upgrade
|
8.1
|
18.0%
|
6.3
|
13.2%
|
Maintenance
|
13.9
|
30.9%
|
9.7
|
20.3%
|
Corporate
|
0.6
|
1.3%
|
0.5
|
1.0%
|
|
45.0
|
100.0%
|
47.8
|
100.0%
|
Growth capital expenditure, which
includes new BTS, colocations and operational efficiency
investments, decreased by US$10.1m year-on-year, driven by 62 lower
site additions in Q1 2024 compared to Q1 2023.
Certain defined terms and conventions
We have prepared the annual report
using a number of conventions, which you should consider when
reading information contained herein as follows. All references to
'we', 'us', 'our', 'HT Group', 'Helios Towers' our 'Group' and the
'Group' are references to Helios Towers, plc and its subsidiaries,
taken as a whole.
'2G' means the second-generation
cellular telecommunications network commercially launched on the
GSM and CDMA standards.
'3G' means the third-generation cellular
telecommunications networks that allow simultaneous use of voice
and data services, and provide high-speed data access using a range
of technologies.
'4G' means the fourth-generation
cellular telecommunications networks that allow simultaneous use of
voice and data services, and provide high-speed data access using a
range of technologies (these speeds exceed those available for
3G).
'5G' means the fifth generation cellular
telecommunications networks. 5G does not currently have a publicly
agreed upon standard; however, it provides high-speed data access
using a range of technologies that exceed those available for
4G.
'Adjusted EBITDA' is defined by
management as profit/loss before tax for the period, adjusted for
finance costs, other gains and losses, interest receivable, loss on
disposal of property, plant and equipment, amortisation of
intangible assets, depreciation and impairments of property, plant
and equipment, depreciation of right-of-use assets, deal costs for
aborted acquisitions, deal costs not capitalised, share-based
payments and long-term incentive plan charges, and other adjusting
items. Adjusting items are material items that are considered
one-off by management by virtue of their size and/or
incidence.
'Adjusted EBITDA margin' means Adjusted
EBITDA divided by revenue.
'Adjusted gross margin' means Adjusted
Gross Profit divided by revenue.
'Adjusted gross profit' means gross
profit adding back site and warehouse depreciation.
'Airtel' means Airtel Africa.
'amendment revenue' means revenue from
amendments to existing site contracts when tenants add or modify
equipment, taking up additional vertical space, wind load capacity
and/or power consumption under an existing site
contract.
'anchor tenant' means the primary
customer occupying each site.
'Analysys Mason' means Analysys Mason
Limited.
'annualised Adjusted EBITDA' means
Adjusted EBITDA for the last three months of the respective period,
multiplied by four, adjusted to reflect the annualised contribution
from acquisitions that have closed in the last three months of the
respective period.
'Annualised portfolio free cash flow'
means portfolio free cash flow in the trailing twelve months,
adjusted to annualise for the impact of acquisitions closed during
the period.
'average remaining initial life' means
the average of the periods through the expiration of the term under
certain agreements, excluding future automatic renewals.
'APMs' Alternative Performance Measures
are measures of financial performance, financial position or cash
flows that are not defined or specified under IFRS but used by the
Directors internally to assess the performance of the
Group.
'average grid hours' or 'average grid
availability' reflects the estimated site weighted average of grid
availability per day across the Group portfolio in the reporting
year.
'Axian' means Axian Group.
'build-to-suit' (BTS) means sites
constructed by our Group on order by a MNO.
'carbon emissions per tenant' is the metric used for our intensity target. The carbon
emissions include Scope 1 and 2 emissions for the markets included
in the target and the average number of tenants is calculated using
monthly data.
'colocation' means the sharing of site
space by multiple customers or technologies on the same site, equal
to the sum of standard colocation tenants and amendment colocation
tenants.
'colocation tenant' means each
additional tenant on a site in addition to the primary anchor
tenant and is classified as either a standard or amendment
colocation tenant.
'committed colocation' means contractual
commitments relating to prospective colocation tenancies with
customers.
'Company' means Helios Towers
plc.
'Congo Brazzaville' otherwise also known
as the Republic of Congo.
'contracted revenue' means total
undiscounted revenue as at that date with local currency amounts
converted at the applicable average rate for US Dollars held
constant. Our contracted revenue calculation for each year
presented assumes: (i) no escalation in fee rates, (ii) no
increases in sites or tenancies other than our committed tenancies
(which include committed colocations and/or committed anchor
tenancies), (iii) our customers do not utilise any cancellation
allowances set forth in their MLAs (iv) our customers do not
terminate MLAs early for any reason and (v) no automatic
renewal.
'corporate capital expenditure'
primarily relates to furniture, fixtures and equipment.
'downtime per tower per week' refers to
the average amount of time our sites are not powered across each
week within our seven markets that Helios Towers was operating in
across 2022 and 2023.
'Deloitte' means Deloitte
LLP.
'DRC' means Democratic Republic of
Congo.
'FRS 102' means the Financial Reporting
Standard Applicable in the UK and Republic of Ireland.
'free cash flow' means levered portfolio
free cash flow less discretionary capital additions and cash paid
for exceptional and one-off items, and proceeds on disposal
assets.
'Ghana' means the Republic of
Ghana.
'GHG' means greenhouse gases.
'gross debt' means non-current loans and
current loans and long-term and short-term lease
liabilities.
'gross leverage' means gross debt
divided by annualised Adjusted EBITDA.
'gross profit' means revenue after
deducting cost of sales.
'growth capex' or 'growth capital
expenditure' relates to (i) construction of build-to-suit sites
(ii) installation of colocation tenants and (ii) and investments in
power management solutions.
'Group' means Helios Towers plc and its
subsidiaries.
'GSMA' is the industry organisation that
represents the interests of mobile network operators
worldwide.
'hard currency Adjusted EBITDA' refers
to Adjusted EBITDA that is denominated in US Dollars, US Dollar
pegged, US Dollar linked or Euro pegged.
'hard currency Adjusted EBITDA %' refers to Hard
currency Adjusted EBITDA as a % of Adjusted EBITDA
'Helios Towers Congo Brazzaville' or 'HT
Congo Brazzaville' means Helios Towers Congo Brazzaville
SASU.
'Helios Towers DRC' or 'HT DRC' means HT
DRC Infraco SARL.
'Helios Towers Ghana' or 'HT Ghana'
means HTG Managed Services Limited.
'Helios Towers Oman' or 'HT Oman' means
Oman Tech Infrastructure SAOC.
'Helios Towers plc' means the ultimate
Company of the Group.
'Helios Towers South Africa' or 'HTSA'
means Helios Towers South Africa Holdings (Pty) Ltd and its
subsidiaries.
'Helios Towers Tanzania' or 'HT
Tanzania' means HTT Infraco Limited.
'IFRS' means International Financial
Reporting Standards as adopted by the European Union.
'independent tower company' means a
tower company that is not affiliated with or majority owned by a
telecommunications operator.
'ISO accreditations' refers to the
International Organisation for Standardisation and its published
standards: ISO 9001 (Quality Management), ISO 14001 (Environmental
Management), ISO 45001 (Occupational Health and Safety), ISO 37001
(Anti-Bribery Management) and ISO 27001 (Information Security
Management).
'IVMS' means in-vehicle monitoring
system.
'Lean Six Sigma' is a renowned approach
that helps businesses increase productivity, reduce inefficiencies
and improve the quality of output.
'lease-up' means the addition of
colocation tenancies to our sites.
'Levered portfolio free cash flow' means
portfolio free cash flow less net payment of interest and net
change in working capital.
'Lost Time Injury Frequency Rate' means
the number of lost time injuries per one million person-hours
worked (12-month roll)
'LTIP' means Long-Term Incentive
Plan.
'Madagascar' means Republic of
Madagascar.
'Malawi' means Republic of
Malawi.
'maintenance capital expenditure' means
capital expenditures for periodic refurbishments and replacement of
parts and equipment to keep existing sites in service.
'Mauritius' means the Republic of
Mauritius.
'MENA' means Middle East and
North Africa.
'Middle East' region includes thirteen
countries namely Hashemite Kingdom of Jordan, Kingdom of Bahrain,
Kingdom of Saudi Arabia, Republic of Iraq, Republic of Lebanon,
State of Kuwait, Sultanate of Oman, State of Palestine, State of
Qatar, Syrian Arab Republic, The Republic of Yemen, The Islamic
Republic of Iran and The United Arab Emirates.
'MLA' means master lease
agreement.
'MNO' means mobile network
operator.
'mobile penetration' means the amount of
unique mobile phone subscriptions as a percentage of the total
market for active mobile phones.
'MTN' means MTN Group Ltd.
'MTSA' means master tower services
agreement.
'near miss' is an event not causing harm
but with the potential to cause injury or ill health.
'NED' means Non-Executive
Director.
'net debt' means gross debt less cash
and cash equivalents.
'net leverage' means net debt divided by
annualised Adjusted EBITDA.
'net receivables' means total trade
receivables (including related parties) and accrued revenue, less
deferred income.
'Oman' means Sultanate of
Oman.
'Omantel' means Oman Telecommunications
Company SAOG.
'Orange' means Orange S.A.
'organic tenancy growth' means the
addition of BTS or colocations not as a result of M&A
activities.
'our established markets' refers to
Tanzania, DRC, Congo Brazzaville, Ghana and South
Africa.
'our markets' or 'markets in which we
operate' refers to Tanzania, DRC, Congo Brazzaville, Ghana, South
Africa, Senegal, Madagascar, Malawi and Oman.
'population coverage' refers to the
Company estimated potential population that falls within the
network coverage footprint of our towers, calculated using WorldPop
source data.
'portfolio free cash flow' defined as
Adjusted EBITDA less maintenance and corporate capital additions,
payments of lease liabilities (including interest and principal
repayments of lease liabilities) and tax paid.
'PoS' means points of service, which is
an MNO's antennae equipment configuration located on a site to
provide signal coverage to subscribers. At Helios Towers, a
standard PoS is equivalent to one tenant on a tower.
'power uptime' reflects the average
percentage our sites are powered across each month, and is a key
component of our service offering to customers. For comparability,
figures presented only reflect portfolios that are subject to power
SLAs for both the current and prior reporting period. This includes
Tanzania, DRC, Senegal, Congo Brazzaville, South Africa, Ghana and
Madagascar.
'Project 100' refers to our commitment
to invest US$100 million between 2022 and 2030 on carbon reduction
and carbon innovation.
'road traffic accident frequency rate'
means the number of work-related road traffic accidents per 1
million kilometres driven (12-month roll).
'ROIC' means return on invested capital
and is defined as annualised portfolio free cash flow divided by
invested capital.
'rural area' while there is no global
standardised definition of rural, we have defined rural as milieu
with population density per square kilometre of up to 1,000
inhabitants. These include greenfield sites, small villages and
towns with a series of small settlement
structures.
'rural coverage' is the population
living within the footprint of a site located in a rural
area.
'rural sites' means sites which align to
the above definition of 'rural area'.
'Senegal' means the Republic of
Senegal.
'SHEQ' means safety, health, environment
and quality.
'site acquisition' means a combination
of MLAs or MTSAs, which provide the commercial terms governing the
provision of site space, and individual ISA, which act as an
appendix to the relevant MLA or MTSA, and include site-specific
terms for each site.
'site agreement' means the MLA and ISA
executed by us with our customers, which act as an appendix to the
relevant MLA and includes certain site-specific information (for
example, location and any grandfathered equipment).
'SLA' means service-level
agreement.
'South Africa' means the Republic of
South Africa.
'standard colocation' means tower space
under a standard tenancy site contract rate and configuration with
defined limits in terms of the vertical space occupied, the wind
load and power consumption.
'Tanzania' means the United Republic of
Tanzania.
'TCFD' means Task Force on
Climate-Related Financial Disclosures.
'telecommunications operator' means a
company licensed by the government to provide voice and data
communications services.
'tenancy' means a space leased for
installation of a base transmission site and associated
antennae.
'tenancy ratio' means the total number
of tenancies divided by the total number of our sites as of a given
date and represents the average number of tenants per site within a
portfolio.
'tenant' means an MNO that leases
vertical space on the tower and portions of the land underneath on
which it installs its equipment.
'the Trustee' means the trustee(s) of
the EBT.
'total colocations' means standard
colocations plus amendment colocations as of a given
date.
'total recordable case frequency rate'
means the total recordable injuries that occur per one million
hours worked (12-month roll).
'total tenancies' means total anchor,
standard and amendment colocation tenants as of a given
date.
'tower contract' means the MLA and
individual site agreements executed by us with our customers, which
act as a schedule to the relevant MLA and includes certain
site-specific information (for example, location and
equipment).
'towerco' means tower company, a
corporation involved primarily in the business of building,
acquiring and operating telecommunications towers that can
accommodate and power the needs of multiple tenants.
'tower sites' means ground-based towers
and rooftop towers and installations constructed and owned by us on
property (including a rooftop) that is generally owned or leased by
us.
'UK Corporate Governance Code' or
'the Code' means the UK
Corporate Governance Code published by the Financial Reporting
Council and dated July 2018, as amended from time to
time.
'UK GAAP' means the United Kingdom
Generally Accepted Accounting Practice.
'upgrade capex' or 'upgrade capital expenditure' comprises
structural, refurbishment and consolidation activities carried out
on selected acquired sites.
'Viettel' means Viettel
Tanzania Limited.
'Vodacom' means Vodacom Group
Limited.
Disclaimer:
This release does not constitute an
offering of securities or otherwise an invitation or inducement to
any person to underwrite, subscribe for or otherwise acquire or
dispose of securities in Helios Towers plc (the 'Company') or any other member of the
Helios Towers group (the 'Group'), nor should it be construed as
legal, tax, financial, investment or accounting advice. This
release contains forward-looking statements which are subject to
known and unknown risks and uncertainties because they relate to
future events, many of which are beyond the Group's control. These
forward-looking statements include, without limitation, statements
in relation to the Company's financial outlook and future
performance. No assurance can be given that future results will be
achieved; actual events or results may differ materially as a
result of risks and uncertainties facing the Group.
You are cautioned not to rely on the
forward-looking statements made in this release, which speak only
as of the date of this announcement. The Company undertakes no
obligation to update or revise any forward-looking statement to
reflect any change in its expectations or any change in events,
conditions or circumstances. Nothing in this release is or should
be relied upon as a warranty, promise or representation, express or
implied, as to the future performance of the Company or the Group
or their businesses.
This release also contains non-GAAP
financial information which the Directors believe is valuable in
understanding the performance of the Group. However, non-GAAP
information is not uniformly defined by all companies and therefore
it may not be comparable with similarly titled measures disclosed
by other companies, including those in the Group's industry.
Although these measures are important in the assessment and
management of the Group's business, they should not be viewed in
isolation or as replacements for, but rather as complementary to,
the comparable GAAP measures.