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May 23, 2014 12:00 AM CET

Com Hem announces its intention to launch an initial public offering and listing on NASDAQ OMX Stockholm

Com Hem Holding AB (publ) ("Com Hem" or "the Company"), a leading provider of TV, broadband and fixed telephony services in Sweden, today announces its intention to proceed with an Initial Public Offering ("the IPO" or "the Offering") on NASDAQ OMX Stockholm.

Anders Nilsson, CEO of Com Hem said:

“We have in the past few years made significant investments in the network, new products and the operations, which will enable us to fully capture the potential of this company. Com Hem has the fastest broadband offering in 80 percent of our cable footprint, last year we launched the leading digital TV offering with TiVo® in Sweden and we have made an accelerated entry into the B2B segment through the acquisition of Phonera Företag this year”

Andrew Barron, Chairman of Com Hem said:

“We are excited about the future prospects of Com Hem as a public company given its well invested network and high quality products. We have assembled a strong and experienced management team to lead the Company on its journey to reach its full potential”

Nikos StathopoulosManaging Partner at BC Partners said:

“Becoming a public company is a natural next step for Com Hem as it will broaden its shareholder base, provide financial flexibility by reducing leverage and enhance the Company’s growth prospects. We will continue to support Com Hem, its strong management team and staff and we welcome new shareholders to take part in the future development of Com Hem”

Com Hem’s principal beneficial shareholders since 2011 are funds advised by BC Partners Limited through the holding company NorCell S.à r.l.

The Offering

The IPO will primarily consist of new ordinary shares issued by the Company. Gross proceeds of the primary issue are expected to be around SEK 5.5 billion and will be used by the Company to reduce the group’s indebtedness and provide additional financial flexibility. A potential sale of existing shares may be offered by NorCell S.à r.l.

J.P. Morgan, Morgan Stanley and Nordea are acting as joint global coordinators and joint bookrunners, Carnegie is joint bookrunner and Rothschild is financial advisor to the Company and the owners.

Capital Structure

The Company intends to use the net proceeds from the Offering to reduce net leverage to correspond to approximately 4.15x net debt / Underlying EBITDA as of June 30, 2014, pro forma for Phonera Företag consolidation. This will be achieved through refinancing of the Company’s existing Senior Credit Facilities, full redemption of the Senior PIK Notes and a redemption of up to 35% of the amount outstanding under the 2019 Senior Notes. In the medium term, the Company will target leverage of 3.5x to 4.0x net debt / Underlying EBITDA.

Com Hem Highlights

  • Sweden is one of the most attractive cable markets in Europe, with a growing pay-TV and broadband market as well as strong macroeconomic fundamentals
  • Com Hem is the largest cable operator in Sweden with approximately 1.83 million Swedish homes connected, representing 39% of total Swedish homes
  • Com Hem is the number one digital TV operator in Sweden with approximately 61%[1] in-footprint[2] market share and the number two broadband operator nationwide and number one operator in-footprint with 44%[3] market share as of March 31, 2014
  • Com Hem operates one of the most technologically-advanced, EuroDocsis 3.0 upgraded cable networks in Europe providing 500 Mbps broadband download speeds to 92% of the cable homes, unmatched by competition on at least 80% of the cable footprint
  • The Company’s leading TiVo based digital television offering was launched in October 2013, providing the market’s richest content offering regardless if on the big screen or on Com Hem’s TiVoToGoTM, TV everywhere solution. It includes next generation functionality such as Start Over, Catch-Up TV, keyword search, series-link, remote record and 500 hours of storage space
  • Com Hem’s growth strategy is driven by (i) its best-in-class broadband offering enabled by its superior network, (ii) its market leading digital TV offering powered by TiVo, (iii) shift in sales strategy from single products to product bundles and (iv) monetisation of the B2B growth opportunity on the back of the recently acquired B2B operator, Phonera Företag
  • The Company’s senior management team has in-depth sector experience with decades of combined experience in the telecommunications and media sectors and a proven track record of implementing growth strategies in other cable companies, including Virgin Media 

Financial highlights(a)

(MSEK, except as otherwise indicated) 2011 FY 2012 FY 2013 FY Q1 2013 Q4 2013 Q1 2014
Net sales 4,520 4,562 4,448 1,123 1,114 1,124
Underlying EBITDA(b) 2,098 2,232 2,200 544 540 545
Underlying EBITDA margin 46.4% 48.9% 49.5% 48.5% 48.5% 48.5%
CAPEX 734 913 1,038 170 398 215
Underlying EBITDA less CAPEX 1,363 1,319 1,162 374 142 330

(a)       The group acquired Com Hem Holding AB and its subsidiaries in September 2011. The 2012 and 2013 financial information is that of the group following the acquisition and the 2011 financial information is the addition of financial information before and after the acquisition.

(b)       Underlying EBITDA is defined as EBITDA before operating currency (loss) / gain, non-recurring costs and write downs.

Operational highlights

(In thousands, except as otherwise indicated) 2011 FY 2012 FY 2013 FY Q1 2013 Q1 2014
Homes connected(c) 1,739 1,749 1,817 1,777 1,830
Unique residential subscribers(d) 861 828 830 823 838
Total RGUs(e) 1,585 1,502 1,482 1,495 1,492
RGUs per unique residential subscriber (in units) 1.84 1.82 1.79 1.82 1.78
Blended residential ARPU(f) (in SEK) 357 363 356 359 359

(c)       Homes connected represent the number of residential units in our footprint to which we provide (i) basic television service, primarily through long-term contracts with landlords of MDUs and (ii) our services pursuant to service provider agreements with communications operators.

(d)       Unique residential subscribers represent the number of individual end users who have subscribed for one or more of Com Hem’s upgraded digital services during the period indicated.

(e)       RGUs relate to sources of revenue, which may not always be the same as subscriber numbers. For example, one person may subscribe for two different services, thereby accounting for only one subscriber, but two RGUs.

(f)        Blended residential ARPU is calculated by dividing all digital television, high-speed broadband, fixed-telephony revenue and other revenue that can be allocated to each service for the relevant period by the average number of total unique residential subscribers for that period and further by the number of months in the period. The average number of total unique residential subscribers is calculated by aggregating the average number of unique residential subscribers in each month during the respective period and dividing the result by the number of months in the respective period.

For further information, contact:

Fredrik Hallstan,
Head of PR, Com Hem
Tel: +46-761 15 38 30
E-mail: fredrik.hallstan@comhem.com

About Com Hem

Com Hem is one of Sweden’s leading suppliers of television, high-speed broadband and fixed-telephony. Approximately 39%, 1.83 million, of Sweden’s households are connected to Com Hem, with access to the market’s broadest range of television services. Com Hem offers attractively priced, high-quality and comprehensive services for television, high-speed broadband and fixed-telephony. The Company was established in 1983, is advised by BC Partners and has approximately 950 employees and its head office in Stockholm. For more information, visit: www.comhemgroup.se.

About BC Partners

BC Partners is a leading private equity firm with advised funds of €12.6 billion. Established in 1986, BC Partners has played an active role in developing the European buy-out market for 27 years. BC Partners executives operate as an integrated team through the firm’s offices in Europe and North America, acquiring and developing businesses to create value in partnership with management. Since inception, BC Partners has completed 85 investments in companies with a total enterprise value of €88 billion and is currently investing its ninth fund, which was raised in 2011 with total commitments of €6.7 billion. For more information, visit: www.bcpartners.com.

 

This announcement is not and does not form a part of any offer for sale of securities. 

Copies of this announcement are not being made and may not be distributed or sent into the United States, Australia, Canada, Japan or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws.  The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is not a prospectus for the purposes of Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the “Prospectus Directive”).  Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”).  This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements.  Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe,” “expect,” “anticipate,” “intends,” “estimate,” “will,” “may,” “continue,” “should” and similar expressions.  The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions.  Although Com Hem believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control.  Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. 

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. 

 

[1] Source: Post och Telestyrelsen and company data
[2] Households to which the Company can deliver digital services through Fiber/Coax, vertical or open LANs
[3] Source: MediaVision

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