Ice Group intends to apply for a listing on Oslo Børs
15 November 2018
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.
Oslo, 15 November 2018: Ice Group AS (“Ice Group” or the “Company”) today announces its intention to launch an initial public offering (the "IPO") of its ordinary shares and to apply for a listing on Oslo Børs. The IPO is expected to consist of an issue of new shares to raise gross proceeds of c. NOK 3.0bn. The current majority owner in the Company, Access Industries (and affiliates), intends to remain a substantial shareholder after the IPO and will not sell any shares in connection with the IPO.
Ice Group is a Scandinavian telecommunications company and its Norwegian business is the fastest growing mobile network operator in Norway since 2015 and in Europe in 2017. In Norway, a mobile market of c. NOK 20bn in revenues in 2017, Ice Group has reached a 7.4% market share in mobile subscriptions (as of Q2 2018) in only three years, and is challenging the local mobile network operator duopoly of Telenor and Telia. While smartphone services in Norway are its core business (77% of its c. 566k subscriber base as of Q3 2018), Ice Group also offers mobile broadband services in Norway, Sweden and Denmark. The Company operates its own network in these three countries. The Company believes its strategic frequencies, state-of-the-art IT systems and pure 4G network provide it with structural low cost advantages.
Headquartered in Norway with 199 FTEs as of Q3 2018, Ice Group reported consolidated revenues of c. NOK 1.23bn in the first nine months of 2018, up 30% compared to the same period last year.
The contemplated IPO is intended to support Ice Group’s strategy to further expand its network in Norway, to continue its subscriber and revenue growth, and to significantly improve EBITDA and cash flow. The IPO will also diversify the ownership structure of the Company and enhance the liquidity of its shares.
Eivind Helgaker, CEO of Ice Group, comments: “In the past three years Ice Group has grown its total smartphone market share in Norway from zero to 7.4%. The key has been honest customer communication with no hidden fees or small print in our contracts, plus highly competitive products. We will continue using our customer centric strategy as a vehicle to become an even more powerful challenger to the Norwegian mobile network operator duopoly. Additionally, we believe our continued network build-out will further enhance our customer proposition, competitiveness and overall profitability. The planned IPO is expected to provide us with added strategic and financial flexibility to support our growth ambitions. My team and I look forward to unlocking the significant potential we see in the Norwegian market.”
Hans Holger Albrecht, Chairman of Ice Group, comments: “We have built a strong platform in Scandinavia over the past decade and have conducted numerous structural changes in the past year to simplify our business and ownership structure and to refocus our operations in Scandinavia. We believe that now is the right time to list on Oslo Børs and fast-track our growth plans.”
As the third mobile network operator and challenger to the duopoly in Norway, Ice Group is in a strong position to achieve valuable growth going forward as highlighted below:
Attractive Norwegian market
One of the wealthiest countries in the world and with a growing economy
Mobile market revenues of c. NOK 20bn in 2017, up 3.9% p.a. in the last four years
High and growing post-paid ARPU above NOK 300
Data consumption lower than other Nordic markets, and expected to grow at 30% p.a. in the next three years
Regulator and government supportive of a strong third mobile network operator
Government licenses, spectrum, capital intensity and time to market create challenges for any new market entrant
Strong customer uptake and growth rooted in customer centricity
Fastest growing mobile network operator in Europe in 2017 based on mobile subscribers, with YoY growth of c. 41% in 2017
Leading net promoter scores (NPS) enabled by customer centric strategy including attractive product offerings, customer-friendly innovations and award-winning customer care
One strong and single brand established with more than 82% brand awareness in Norway
Targeted market share consistent with other markets in Europe with three mobile network operators
Network expansion is expected to increase competitiveness in the high-ARPU segments, representing c. 68% of mobile market revenues, which has not been a strategic priority for the Company to date
Low cost operator with structural advantages
Large and high quality spectrum portfolio enabling competitive network and cost efficient roll-out
New 4G-only network with clear focus on data, reducing complexity and costs related to legacy technologies and systems
Lean and agile organisation further enabled by brand new IT systems
Identified path to profitability and positive cash flows driven by continued network roll-out and scale benefits
NOK 1.5bn investment in network expansion to capture more than 90% of its traffic over own network and be 5G ready
Current sales mix gives visibility on achieving targeted 30% ARPU increase to ~NOK 300
Lower variable national roaming agreement (NRA) costs, scale benefits, comparatively low number of employees, brand new network and low normalised capex after 2020 following the completion of the network build-out support Ice Group's EBITDA margin and free cash flow ambitions
Ice Group's EBITDA margin target is below that achieved by peers and leaves potential for further upside in the medium and long term
2018 outlook and medium/long-term targets
Ice Group reported revenues of c. NOK 1.23bn in the first nine months of 2018 and expects continued growth through the year. For 2018, Ice Group expects the NRA costs to total c. NOK 450m and capital expenditure to amount to c. NOK 550m.
As part of its growth ambitions, Ice Group has set out the following medium-term targets:
Subscriber market share
c. NOK 300
c. NOK 400m p.a. over 2019-20, thereafter 5-7% of sales
c. NOK 2bn over 2019-20, thereafter trending quickly to c. 10% of sales
In the long term, management’s ambition is ARPU growth of c. 2.5% p.a., smartphone subscription market share in excess of 25%, EBITDA margin in the mid-40%, and capex of c. 10% of sales.
Ice Group expects its mobile broadband revenues to remain broadly stable.
The IPO is expected to consist of an issue of new shares to raise gross proceeds of c. NOK 3.0bn prior to the exercise of an over-allotment option. The current majority owner in the Company, Access Industries (and affiliates), intends to remain a substantial shareholder after the IPO and will not sell any shares in connection with the IPO. A limited number of management owned shares are intended to be sold following the IPO to cover direct costs resulting from exercise of options. Management is nonetheless expected to increase its aggregate net shareholding in the Company through such exercise.
Further announcements relating to the process will be made in due course. The exact timing of the proposed IPO remains subject to receiving the relevant approvals from Oslo Børs and the Norwegian Financial Supervisory Authority (Finanstilsynet), as well as the prevailing equity capital market conditions.
DNB Markets (a part of DNB Bank ASA) and UBS Limited are acting as Joint Global Coordinators and Joint Bookrunners in the IPO; Carnegie AS and Pareto Securities AS are acting as Joint Bookrunners in the IPO.
Advokatfirmaet BAHR AS and Freshfields Bruckhaus Deringer LLP are acting as legal advisors to the Company. Advokatfirmaet Thommessen AS and Cleary Gottlieb Steen & Hamilton LLP are acting as legal advisors to the Joint Bookrunners.
Corporate Communications AS is acting as communication and media advisor to the Company.
Financial and operational update
The Company is a holding company that following completion of the IPO shall be the sole owner (through AINMT Holdings AB) of Ice Group Scandinavia Holdings AS. The Company has recently completed a reorganisation refocusing its business on Scandinavia. Further information on this reorganisation and financial highlights can be found in the Q3 2018 report for Ice Group.
Excluding the NRA cost, Ice Group’s EBITDA is positive. Including the NRA cost, Ice Group had negative EBITDA for the first nine months of 2018. This further highlights the importance of the continued build-out of its own network in order to minimise the NRA cost going forward. Following the network build-out, the Company expects to have a lower share of variable costs and a more scalable cost base than today.
Total gross additions in Norway were c. 53k subscribers in Q3 2018, of which c. 41k were in the smartphone B2C segment. Net additions in the smartphone B2C segment were c. 13k. Slightly higher than expected churn was experienced in the quarter due to the Company pursuing less aggressive retail incentives for handset sales. Roaming costs under the NRA in Q3 2018 were lower than expected due to higher than expected share of on-net traffic. The average on-net share was 59% in Q3 2018, up from 55% in Q2 2018. The on-net share further improved in October, reaching 64% on average.
Since Q3 2018, the Company has continued to trade in line with its expectations for 2018.
Investors: Henning Karlsrud, CFO of Ice Group, +47 930 45 389
Media: Endre Aaberg Johansen, Corporate Communications AS, +47 41 61 06 05, email: email@example.com
The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. None of DNB Markets (a part of DNB Bank ASA), UBS Limited, Carnegie AS and Pareto Securities AS (the “Joint Bookrunners”) or any of their respective affiliates or any of their respective directors, officers, employees, advisors or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. This announcement has been prepared by and is the sole responsibility of the Company.
Neither this announcement nor any copy of it may be made or transmitted into the United States, or distributed, directly or indirectly, in or into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia). Neither this announcement nor any copy of it may be taken or transmitted directly or indirectly into Australia, Canada, Japan, South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction, or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. The distribution or release of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase or subscribe for, any securities referred to in this announcement to any person in any jurisdiction, including, Australia, Canada, Japan, South Africa or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
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 "U.S. Securities Act"), or any securities laws of any state or other jurisdiction of the United States and may not be offered or sold within the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in compliance with applicable U.S. state securities laws. The Company does not intend to register any securities referred to herein in the United Stated or to conduct a public offering of securities in the United States.
This announcement 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 announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. Persons distributing this announcement must satisfy themselves that it is lawful to do so.
Any offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is an advertisement and does not constitute a prospectus for the purposes of the Prospectus Directive. The expression "Prospectus Directive" means Directive 2003/71/EC (as amended, including by Directive 2010/73/EU), and includes any relevant implementing measure in each Member State. The prospectus to be prepared by the Company pursuant to the Prospectus Directive and approved by the competent authority in Norway can, following publication, be obtained on the Company's website, subject to regulatory restrictions, and will be available from the Company's registered office. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the Prospectus. Before purchasing any Shares, persons viewing this announcement should ensure that they fully understand and accept the risks set out in the aforementioned prospectus. The information in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any Shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor.
In any EEA Member State other than Norway, 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.
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", "strategy", "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 the Company 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. Each of the Company, the Joint Bookrunners and their respective affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.
This announcement does not constitute a recommendation concerning the Offering. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the Offering cannot be relied upon as a guide to future performance. There is no guarantee that the listing on Oslo Børs will occur and you should not base your financial decisions on the Company's intentions in relation to the listing at this stage. Potential investors should consult a professional advisor as to the suitability of the Offering for the entity concerned. UBS Limited is authorised by the Prudential Regulation Authority ("PRA") and regulated by the PRA and the Financial Conduct Authority ("FCA") and DNB Markets (a part of DNB Bank ASA), Carnegie AS and Pareto Securities AS are authorised and regulated by the Financial Supervisory Authority of Norway (the "Norwegian FSA").
The Joint Bookrunners and their affiliates are acting exclusively for the Company and no-one else in connection with the intended IPO. They will not regard any other person as their respective clients in relation to the intended IPO and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the intended IPO, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
In connection with the Offering, the Joint Bookrunners and any of their affiliates, acting as investors for their own account, may subscribe for or purchase shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts such shares and other securities of the Company or related investments in connection with the contemplated IPO or otherwise. Accordingly, references in any prospectus, if published, to the shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, such Joint Bookrunners and any of their affiliates acting as investors for their own accounts. The Joint Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.
 The Company intends to be converted to a public limited liability company (ASA) and thereby change its name to Ice Group ASA prior to the IPO.