Report on ONO Midco, SAU and its subsidiaries as of December 31 ...

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Data in € million 2009 2010 2011 Summary Balance Sheet Data: Non-current assets 5,613 5,389 5,279 Property, plan and equipment 4,387 4,243 4,113 Deferred income tax assets 1,151 1,077 1,048 Current assets 385 202 352 Inventory, trade and other receivables 122 119 148 Cash and cash equivalents 238 59 185 Total assets 5,998 5,590 5,631 Total liabilities 4,844 4,233 4,179 Trade and other payables 404 355 316 Long-term debt (1) 3,544 3,549 3,393 Total net equity 1,153 1,358 1,452 Shareholders´ contributions (2) 963 1,088 1,106 Total equity and liabilities 5,998 5,590 5,631 (1) Long-term debt includes the Senior Facility as well as payment obligations relating to the Existing Subordinated Notes, derivatives and other financial long-term debt. Long-term debt does not include subordinated participative loans from GCO. (2) Shareholders’ contributions represent subordinated participative loans from GCO to Cableuropa and include €125 million contributed in May 2010 in connection with the amendment of the Senior Facility and Share premium in 2011 Data in € million 2009 2010 2011 Summary Cash Flow Satement Data: Cash flow from operating activities 312 392 457 Cash flow from investing activities (223) (238) (289) Cash flow from financing activities (192) (333) (42) Net increase/decrease in cash and cash equivalents (104) (178) 126 Data in € million 2009 2010 2011 Summary Other Data: Capital expenditures (1) 220 244 292 Operating free cash flow (2) 510 480 456 Free cash flow (2) 92 158 181 EBITDA (2) 730 724 748 EBITDA margin (3) 48.3% 49.2% 50.4% Total debt (4) 4,038 3,652 3,620 Net debt (5) 3,800 3,593 3,435 Net debt / EBITDA (5) 5.2x 5.0x 4.6x Net financial expenses (6) 245 233 247 EBITDA / net financial expenses 3.0x 3.1x 3.0x (1) Capital expenditures refer to purchases of tangible and intangible assets, consisting principally of set-top box purchases and other customer capital expenditure, installations, network build-out and upgrades, maintenance and other investments, computer hardware and software and content rights. (2) Operating free cash flow means EBITDA, less capital expenditures. Free cash flow means EBITDA, less capital expenditures, changes in working capital, disbursements, and net cash interest expense paid. A reconciliation of EBITDA, operating free cash flow and free cash flow to our net profit/loss is set forth below. Operating free cash flow and free cash flow are not IFRS measures and should not be considered in isolation or as a substitute for, or as an alternative to, net income, operating profit, cash flow from operations, other cash flow data or any other performance measures prepared in accordance with IFRS. (3) EBITDA margin is calculated by dividing EBITDA by total revenues. (4) Total debt is short-term and long-term debt. Total debt does not include subordinated participative loans granted by GCO or accrued interest expenses. (5) Net debt means total debt less cash and cash equivalents. (6) Net financial expense means interest expense and other financial charges paid to third parties, less finance income received from third parties and certain other adjustments. 12
Reconciliation of EBITDA, operating free cash flow and free cash flow to net profit Data in € million 2009 2010 2011 Consolidated net profit 57 42 75 Less Minority interests (4) 1 1 Income tax 31 62 46 Net financial expense 245 232 247 Loss on fixed assets 11 2 10 Reversal of provision 0 0 (9) Depreciation, amortisation and impairment charges 390 385 379 EBITDA 730 724 748 Capital expenditure (220) (244) (292) Operating free cash flow 510 480 456 Increase in working capital (77) (6) (9) Extraordinary cash disbursements (78) (26) (19) Free cash flow (pre interest) 355 448 428 Net financial interest expense (paid in cash) (1) (263) (290) (247) Free cash flow 92 158 181 (1) Net financial interest expense (paid in cash) reflects, in part, the actual timing of interest payments, and therefore the amounts are different than the amounts of net financial expense included in our income statement. 13
Page 1 and 2: Report on ONO Midc
Page 3 and 4: • Operating free cash flow do not
Page 5 and 6: • the effect of changes in the re
Page 7 and 8: CONTENTS INFORMATION ON THE COMPANY
Page 9 and 10: RECENT DEVELOPMENTS Key operating e
Page 11: SUMMARY FINANCIAL INFORMATION AND O
Page 15 and 16: RISK FACTORS In addition to other i
Page 17 and 18: We do not expect to generate suffic
Page 19 and 20: RISKS RELATING TO OUR BUSINESS We m
Page 21 and 22: altogether. In addition, the broadb
Page 23 and 24: evenues could be adversely affected
Page 25 and 26: • Regulations relating to accessi
Page 27 and 28: Wholesale & Other: We provide carri
Page 29 and 30: espectively), which stands in contr
Page 31 and 32: Our Products and Services We curren
Page 33 and 34: We offer all our broadband customer
Page 35 and 36: services, ranging from simple fixed
Page 37 and 38: coming years. For example, in June
Page 39 and 40: technology, although depending on O
Page 41 and 42: Supplier Network Equipment Next Gen
Page 43 and 44: not belonging to a group (following
Page 45 and 46: Telecommunications Law, the MIET ha
Page 47 and 48: The right to provide electronic com
Page 49 and 50: As holders of spectrum concessions
Page 51 and 52: A general provision against anticom
Page 53 and 54: programs and content in order to in
Page 55 and 56: SELECTED HISTORICAL CONSOLIDATED FI
Page 57 and 58: MANAGEMENT’S DISCUSSION AND ANALY
Page 59 and 60: aggregate price of these services p
Page 61 and 62: Residential Services Residential re
Page 63 and 64:
Operating data in units % change Fi
Page 65 and 66:
Operating Expenses Our operating ex
Page 67 and 68:
Net Financial Expense Our net finan
Page 69 and 70:
Cash flows from investing activitie
Page 71 and 72:
Currency Risk While the vast majori
Page 73 and 74:
MANAGEMENT DIRECTORS AND SENIOR MAN
Page 75 and 76:
Starman AS, Elipso Finance and Vest
Page 77 and 78:
Víctor Guerrero is our Director of
Page 79 and 80:
The amounts and percentages of shar
Page 81 and 82:
filing and the court has to evaluat
Page 83 and 84:
DESCRIPTION OF OTHER INDEBTEDNESS T
Page 85 and 86:
Maturity: Tranche A and Tranche B m
Page 87 and 88:
the event that at the end of each C
Page 89 and 90:
Senior Secured Notes On October 22,
Page 91 and 92:
• Second, in payment of the follo
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Report on ONO Midco, SAU and its subsidiaries as of December 31 ...

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