Vantage Towers : Earnings Document

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2 Combined Management Report

1. Company profile

1. Economic report
2. Development of the businessIntroduction

1. Results of operations of the Group

1. Results of operations - Vantage Towers AG

1. Risks and opportunities

1. Internal control system
2. Subsequent events

1. Report on relationships with affiliated companies

1. Outlook

1. Corporate Governance Report

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Combined Management Report

Company profile

Fundamentals of the Group

We are a leading tower company in Europe with approximately 84,600 macro sites across ten markets including our joint venture and associate investments in Cornerstone and INWIT. Vantage Towers Group (hereinafter also referred to as "Vantage Towers" or the "Group") comprises the parent company Vantage Towers AG, a stock corporation under the laws of the Federal Republic of Germany, and its subsidiaries. The Company commenced trading in 2020 with business operations conducted by Vantage Towers AG as well as by its direct and indirect subsidiaries. As of 31 March 2023, Vantage Towers employed 711 people, excluding our equity accounted investments in INWIT and Cornerstone, and its headquarters are located in Duesseldorf, Germany.

Business model

Our business model combines four key factors:

1. Owning fully-integrated nationwide grids that are un- derpinned by secure, long-term contractual arrange- ments with a high-quality customer base, including leading MNOs in each market 1;

• Controlling or co-controlling towers (except INWIT af- ter termination of a shareholder agreement with Tel- ecom Italia S.p.A.) that are part of the essential con- solidated grid of at least two of the largest MNOs in markets where the Vodafone Group has already signed nationwide Active Sharing Agreements, in- cluding Spain, Greece, Portugal, Italy, the United Kingdom, and Romania;

1. Expanding the services offered by a tower company beyond the traditional role of an infrastructure land- lord to MNOs to the role of a network enabler for a range of existing and new customers; and

• Being at the forefront of enabling a resilient, inclusive digital society with a clear focus on sustainable infra- structure to minimise environmental impact.

Our portfolio of assets includes towers, masts, rooftop sites, DAS and small cells. By building, operating and leasing this passive infrastructure to our customers, we are making a significant contribution to better connectivity and the sustainable digitisation of Europe.

Our assets are supported by long-term contractual commitments with MNOs that largely hold investment grade credit ratings, which provide predictable revenues typically adjusted periodically for inflation. This includes the inflation-linked Vodafone master services agreements (MSAs) with members of the Vodafone Group. Where our contracts with other MNO customers are not currently linked to inflation, we aim to include CPI (Consumer Price Index) escalators in our customer contracts as they expire and are renegotiated. Overall, more than 95% of our revenues are linked to inflation.

In most of our markets, the majority of our tower assets have been developed organically over three decades with the aim to provide a first-classinfrastructure network. Consequently, the international site portfolio is well-integrated , benefits from the strategic locations of its sites, and is an attractive potential host for MNO but also for other customers looking to build, expand or densify their networks.

1 Source: GSMA Q1 2023

To our Shareholders	Combined
	Management Report

Business segments

Vantage Towers has four reporting segments, comprising Germany, Spain, Greece, and Other European Mar- kets. These reporting segments reflect the basis on which we manage our business and are reconciled to the Group's consolidated financial statements for the twelve months ended 31 March 2023 in line with IFRS 8 "Operat- ing Segments".

The reporting segments Germany, Spain and Greece include the Group's operations in each of these jurisdic- tions, respectively. The reporting segment Other Euro- pean Markets comprise our operations in the Czech Re- public, Hungary, Ireland, Portugal, and Romania.

In addition to these four segments, we account for the results of our equity investments in INWIT and Cornerstone under "Share of results of equity accounted joint ventures" in our income statement.

Germany

As our largest market, Germany comprises 43% of our total macro sites and 36% of our tenancies in our consolidated markets as of 31 March 2023.

Consolidated	Further information
Financial Statements

Our site portfolio in Germany is well-balanced. The sites have capacity to co-locate additional tenants, and a significant proportion of our sites does not have competi- tors' sites nearby. As of 31 March 2023 Vantage Towers Germany's portfolio comprised approximately 19,800 macro sites.

As of 31 March 2023, the tenancy ratio amounted to 1.24x on our macro sites in Germany.

Spain

Spain represents our second largest market, comprising 18% of our macro sites and 23% of our tenancies in our consolidated markets as of 31 March 2023.

The Group's site portfolio in Spain is well-balanced, has capacity for colocation and has moderate overlap with the site portfolios of its competitors. Our portfolio of Spanish sites comprised approximately 8,400 macro sites as of 31 March 2023.

The Group's overall tenancy ratio in Spain amounted to 1.84x as of 31 March 2023.

Greece

Vantage Towers Greece is the largest telecommunications tower company in Greece by number of sites. Greece is the Group's third largest market, comprising 11% of the Group's macro sites and 12% of the Group's tenancies in our Consolidated Markets as of 31 March 2023.

Our portfolio comprises approximately 4,900 macro sites in Greece as of 31 March 2023.

As of 31 March 2023, we recorded a tenancy ratio of 1.72x regarding our sites in Greece.

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Other European Markets

Joint ventures and Associates

The Group's Other European Markets segment includes its operations in Portugal, the Czech Republic, Hungary, Ireland, and Romania. We rank first in the market by number of sites in the Czech Republic, second in Ireland, third in Portugal and Hungary and fifth in Romania. Across these markets, the Group operated a total of approximately 13,100 macro sites, comprising 28% of the Group's macro sites and 28% of the Group's tenancies in its Consolidated Markets as of 31 March 2023.

The Group's joint ventures and associates comprise Cornerstone and INWIT. INWIT operates approximately 23,300 macro sites with a tenancy ratio of 2.16x. Cornerstone operates approximately 15,100 macro sites with a tenancy ratio of 1.92x. Vantage Towers currently holds 50% of Cornerstone and 33.2% of INWIT shareholdings.

The following map sets out a breakdown of the Group's site portfolio by market, including the portfolios of its joint ventures and Associates, showing the number of macro sites as of 31 March 2023.