Annual report 2008
Transcription
Annual report 2008
Annual report 2008 Annual report 2008 1 Table of contents 1 Completel at a glance 3 2 History of the Company 5 3 Market and activities 3.1 Why did Completel choose to develop optic fiber 3.2 A comprehensive service offer on complementary networks for businesses 3.3 Completel’s products 3.4 Wholesales services for carriers and Internet Service Providers 3.5 Clients 7 7 8 13 15 16 4 B3G acquisition 17 5 Strategy and financial results 18 6 Biographies of key managers 19 7 Information on shareholders 20 8 Contacts 22 Annual report 2008 2 1 Completel at a glance Completel is the second largest challenger of France Telecom in the French Business to Business telecommunication market. After France Telecom, Completel has the most extensive fiber network for businesses, reaching 4,500 sites with fiber. Completel also has one of the widest-ranging DSL networks, covering 110 cities. Completel was established in January 1998 to take advantage of the opportunities arising from the progressive liberalisation of the European telecom markets. Since 2002, it has focused its operations in France, more particularly on the French Business to Business market. In 2006, it successfully executed an ambitious expansion program, rolling out both a new national fiber backbone and a DSL network with approximately 1,000 NRAs. Completel’s strategy is to address the telecom needs of corporate customers, offering them a full range of voice and data telecom services, via the direct connection of customers’ sites on its unique combination of fiber and DSL networks. Completel also serves the wholesale market, offering traffic termination services, as well as connection of end customers to its own fiber and DSL networks. In 2006, Completel entered a new segment - the residential wholesale market - by developing Triple Play residential services for Darty. Completel’s network is the third largest DSL network in France, in terms of collocation sites connected and residential lines passed. Key figures #2 alternative carrier with its own local fiber network in the 9 largest cities 150 metro areas in DSL, 50 in fiber 2,971 km of local fiber based access network 10,000 km of national backbone National backbone capacity of 40/80 lambdas €357m revenue in 2008 Annual report 2008 3 Completel network Annual report 2008 4 2 History of the company In its 10 years of existence, Completel has developed the leading alternative access network for the corporate sector and the 3rd DSL network in France. 1998 -- Creation of Completel Europe NV and France, German ans UK subsidiaries -- Construction of the urban network in optic fiber -- Acquisition of the first operating licences 1999 -- Launch of operations in Paris, Lyon, Lille and Marseille 2000 -- Completel IPO on primary French market and NASDAQ -- Launch in Grenoble, Toulouse and Nice/Sophia-Antipolis -- Launch of the first LAN to LAN Ethernet offer 2001 -- Acquisition of Estel, a telecommunication operator in Alsace -- Launch in Nantes -- Launch of two national centres in Paris and Lyon -- Launch of the LAN to LAN Ethernet town to town offer 2002 -- Delisting from NASDAQ -- Operating focus in France with the sale of the German and UK subsidiaries -- Launch of the VPN IP offer -- 1st operator in France on the Ethernet network with 400 sites connected with LAN to LAN Ethernet -- 1000th site directly connected to the network 2003 -- Bilateral agreement on traffic collection and termination with Cable&Wireless -- 2000th site connected to the network -- Launch of the Completude offer, the first market offer “Phone + Internet” in direct connection with a high speed flow, for SMEs 2004 -- Extension of the Parisian region network -- Exclusive parnership with ArcheOmneticaGroup, the leading French data network integrator, to serve corporate data needs Annual report 2008 5 2005 -- Launch of Completel nation-wide expansion plan to become the only alternative operator with both a large metropolitan fiber access network and a comprehensive DSL coverage of French businesses 2006 -- 3rd largest DSL network -- Confirmed leadership position on Very High Speed services (LAN to LAN services) -- Launch of a dedicated SME offer on DSL line 2007 -- Deployment of the Darty box -- Revamping of Completude: a convergent offer with Internet, home and mobile phone, through a partnership with Bouygues Telecom Enterprises -- Acquisition by Altice and Cinven of Completel 2008 -- Carlyle becomes a reference shareholder alongside Altice and Cinven -- Restructuration and industrialization of the installation platform -- Acquisition of B3G -- New CEO Pierre Danon and new CFO Julien Elmaleh Annual report 2008 6 3 Market and activities 3.1 Why did Completel choose to develop optic fiber Optic fiber uses light waves to transport information. It provides for an almost unlimited and evolving capacity a great transmission quality and is nearly isolated from electrical and magnetic interferences. The Completel metropolitan network is entirely made of optic fiber, and use SDH transportation technologies (Synchronous Digital Hierarchy), Ethernet and DWDM (Dense Wavelength Division Multiplexing). Voice commutation and Ethernet commutation of level 2 and level 3 routing rely upon these technologies. Direct fiber connections to the site offers customers the benefit of flexible technology which can be tailored to their voice and data requirement. The main proven advantages of optic fiber over other technologies such as DSL are unmatched levels of bandwidth capacity and reliability of service. Completel offers its clients a minimum capacity of 4 E1 (2Mbps/s) + 1 Ethernet plug of 10 or 100Mbps, e.g. 4 times the necessary capacity for a 30 phone acesses system and a permanent 2Mbits/sec internet access. Some clients already require 1 or 2 Gbits/sec. connections Annual report 2008 7 3.2 A comprehensive service offer on complementary networks for businesses -- EDF -- Auchan -- Ministère de l’Intérieur -- Ministère de la Défense -- Etc... -- HP -- Castorama -- Air France -- Société Générale -- Etc... -- Bouygues Telecom -- Darty -- Verizon -- Etc... -- Voice over Fibre/DSL -- Multisite voice -- Preselection -- LAN to LAN -- IP VPN -- Internet -- Hosting -- DSL 3-play residential access -- Traffic termination -- Traffic collocation -- High Capacity Links Annual report 2008 8 a. Direct connection based on complementary fiber and DSL access Completel believes that owning a direct connection to the customer sites delivers longterm competitive advantages such as: - Higher revenue per customer - Controlled and oversized bandwidth from the initial connection - Higher degree of customer loyalty Combination of fiber to the site connection... The company provides direct fiber connection to its customers’ sites located within the reach of its metropolitan networks. At year-end 2008, Completel has connected 4,500 sites to its metropolitan fiber access networks, confirming its position of France’s leading alternative carrier in fiber sites in service. Annual report 2008 9 ...DSL access Completel is using both fiber and DSL as complementary access technologies to address its customers’ needs, depending upon the bandwidth and security requirements of their sites. Generally Completel connects its customers’ main and/or critical sites with fibre, while it usually connects DSL lines to the secondary sites of large customers, as well as SMEs in the areas covered by its DSL network. Completel believes that the direct connection based on complementary fibre and DSL access is the best technical response to customer needs : - bandwidth requirements - technological and geographical complementarities - end-to-end control of quality of service The complementarities of optic fiber and DSL-based solutions give Completel a unique position on the corporate market. Its competitors may offer similar solutions, but their fibre networks are less dense than Completel’s and usually do not have sufficient geographical coverage. This approach allows Completel to: - Offer a viable alternative to the incumbent, and - Capture all telecom spends of its customers Annual report 2008 10 In 2008, the Company accelerated the use of DSL lines and doubled the number of corporate sites connected with DSL. The proportion of DSL connected sites fibre connected sites continued to grow, as Completel increasingly sold its DSL services to secondary sites of existing fiber connected customers, and addressed new customers with national needs. Customer’s secondary sites outside of Completel’s DSL network reach are connected through DSL lines or leased lines from France Telecom or other operators. Example of a company data network (in optic fiber and DSL): Annual report 2008 11 b. Fiber connection for Gigabit Ethernet services Completel believes that its local fibre access network constitutes a major strength in differentiating its services, such as LAN-to-LAN, SAN-to-SAN, and Gigabit Ethernet services, to meet bandwidth needs of multi-site medium and large companies. Only an operator with significant fibre coverage – locally and nationally – can offer such Very High Speed services (over 10Mb/s) as well as control direct optic fibre connection of customer sites and end-to-end network supervision. Completel was the first French operator to offer services such as LAN-to-LAN based on Ethernet technology, which is the standard technology for corporate data networks. With over 4,500 sites connected at the end of 2008, Completel considers that it remains the leading alternative operator in this market segment. Annual report 2008 12 3.3 Completel’s products a. Fixed voice Completel’s offering covers businesses entire fixed voice needs, which encompass outgoing and incoming calls, personalized routing and reception services. Completel proposes a range of evolved functionalities to optimize the client operations: - Multiple work sites routing - Routing according to geographical origin - Calendar routing - Interactive vocal answering machine - Real time statistics generator - Routing management and parameter setting through the Extranet For companies with multiple worksites, Completel proposes a specific price for internal calls and adapts both the structure of the bill and the traffic reports to the client’s wishes (consolidated bill or per site). b. Fixed data Completel’s Internet solutions fit customers expectations in terms of network reliability, data housing security, and connection quality. Completel owns its IP network and also has a « peering » with other operators and Internet providers present in France, as well as a direct interconnection with major international players, in order to reach every company requiring its services. c. Worksites Connection and Housing Businesses face a real challenge in their information systems requirements. A secured sharing of information between collaborators has become critical for an efficient commercial and operational organization. Therefore, Completel offers a complete range of services that connects work sites through secured Internet and database housing. A company can connect its different work sites and its affiliates through different networks with LAN to LAN Ethernet or with IP (IP VPN) – thus benefiting from High Speed Internet access combined with safe solutions for the housing system and easily manageable selling platforms. Completel housing solutions are backed by a High Flow telecom structure to allow companies to improve the availability of their applications. Annual report 2008 13 d. A packaged offer for SMES Completel has a packaged offering for SMEs – Completude – since 2003, which regroups fixed voice, data and additional services. The Home / Mobile Phone Completude offer for SMEs was launched in October 2007, combining mobile phone services from Bouygues Telecom Enterprises and fixed voice and data services from Completel. This offer is a step further to better answer the SMEs need for an easier communications and budget management tool . Completel installs the devices, takes care of the cancellation of the former phone subscriptions by calling directly the operator and delivers the functions: Internet services, mobile handsets on site. Both phone numbers and Internet email addresses remain the same. One customer service platform answers the client’s needs, with only one speaker, one contract and one bill. Completel provides website housing, personalized web domain name, as well as an online management that allows the client to access its detailed phone bill, traffic report analysis and service settings. An evolved mailing basis allows safe access, at any time, to the client’s mailbox. Through Fax to Mail, the client can receive faxes directly in its mailbox. Internal communications are unlimited, 24/7. In July 2007, Completel was ranked 1st for Fixed Data and 2nd on Fixed Voice by “le Journal des Telecoms” in its annual Grand Prix de la Distribution. Completude offer -- internal unlimited mobile and home phone communications -- one bill -- access to a large panel of functions : internet services, mobile phone and landline phone e. Installation platform restructuring H1 2008 saw an increase in the installation backlog. The management ran a detailed diagnosis of the issue and led a significant restructuring effort of the whole installation platform through industrialization, processes design and increased qualitative staffing. The installation rate drastically increased at the end of 2008 and backlog has started to decrease. Annual report 2008 14 3.4 Wholesales services for carriers and Internet Service Providers Since 2006, Completel has extended its wholesale services portfolio, benefiting from its extended network coverage and product development. Completel now offers carriers and Internet Providers the following services: -- DSL-based Triple Play residential services -- DSL-based Double Play corporate services -- Fibre and DSL access: Very High and High capacity metropolitan links to connect their end customers Collocation of their equipment -- Traffic termination In Q4 2006, Darty launched its own brand on the DSL market, trusting Completel’s network and services. As of December 2008 Darty had c. 200,000 subscribers. Darty Box is ranked 2nd DSL operator by 01net magazine, which highlights its competitive offer and its quality client service. Annual report 2008 15 3.5 Clients Completel mainly serves medium and large companies since the Company has historically focused on addressing with fiber access the needs of large and critical sites of multisites corporate customers, located within a 500-meter range of its metropolitan networks. Completel had solidly established its presence on this market segment, but was however lacking the geographical coerage to economically serve the remote sites of its customers, located outside the 9 regions historically covered. With its expanded network footprint covering 110 metropolitan areas, Completel is now able to up-sell to its existing medium and large of their secondary sites accross France, leveraging on the complementary access of fiber and DSL. Thanks to its extented footprint and the combination of its DSL and fiber networks ,Completel is now addressing the wholesale market on a national basis, providing French and foreign operators with a viable alternative source of supply to France Telecom and Neuf Cegetel, the two main providers on this market segment. In 2008, more than 4,500 enterprises have fully or partly trusted Completel’s telecom services by switching to a direct connection to the Completel network. Annual report 2008 16 4 B3G acquisition Transaction overview Completel acquired B3G from AXA Private Equity, Orkos Capital (French private equity company owned by BNP Paribas), Partech International (US based venture capital firm), B3G founder and management. The transaction was completed on March 30th, 2009. Business overview B3G is a B2B telecom provider specialised in telephony services through 3 types of activities: -- Trading of telephony minutes between operators -- Private label VoIP for operators -- Telephony access installer and provider for SMEs, with star product IP Centrex B3G, which employs around 90 people, was in financial difficulties since August 2008 and was being monitored by the Commercial Court of Paris. Strategy going forward The management views B3G as a strategic platform to cross-sell both Companies products – especially Completude and IP-Centrex – and capitalize on B3G staff demonstrated skills. B3G also has a strong small SMEs clients network, a segment that Completel has not yet fully developed and that will therefore be specifically targeted. Annual report 2008 17 5 Strategy and financial results Enhance the Offering The recent development of its nationwide DSL network has enriched Completel’s offer, enabling Completel to offer new services such as VoIP and Internet over DSL solutions or wholesale triple play residential solutions. The partnership recently signed with Bouygues Telecom also enables Completel to enlarge its services with a new fixed/mobile solution and B3G acquisition adds the IP Centrex technology in Completel’s portfolio. Enlarge the Customer Base The Fibre/DSL network has enlarged Completel commercial potential to 60% of SMEs and 85% of medium and large companies, while lowering connection costs. Improve the commercial position Completel is restructuring its commercial segmentation to provide enhanced value proposition vs. size and needs of its clients. Partnership with Numericable Leverage Numericable fiber network for its own clients and provide specific services to Numericable to facilitate its white label and wholesale strategy. Annual report 2008 18 6 Biographies of key managers Pierre Danon (CEO) – 53 years old -- Pierre Danon joined Completel in September 2008 -- Previously, he was chairman of Eircom, Ireland’s leading telecoms operator since 2006 and senior adviser to JP Morgan since 2005. Until March 2008 he was also non executive Chaiman of Emap Plc -- He is a Civil Engineer from Ecole Nationale des Ponts et Chaussées (1978) Julien Elmaleh (CFO) – 35 years old -- Julien Elmaleh joined Completel in June 2008 -- He previously spent 10 years with Rothschild & Cie in Paris and New York -- Julien Elmaleh graduated from ESCP Thierry Podolak (COO) – 42 years old -- Thierry Podolak joined Completel in 2000 as Director of Business Development. He became General Deputy Manager in 2006 and COO in 2008 -- He started his career with Alcatel Group -- Thierry Podolak graduated from Polytechnique and ENST Paris Annual report 2008 19 7 Information on shareholders About Altice Altice is run by an experienced management team of professionals, led by French cable entrepreneur Patrick Drahi, who entered the French cable market early and has since built a track-record of superior business achievements. Since its inception at the end of 2002, Altice has completed several cable acquisitions in the French and Benelux markets: (i) the purchase of three regional cable companies in Alsace (EstVidéo.com, December 2002), Brussels (Coditel Brabant, November 2003) and Luxemburg (Coditel Luxembourg, November 2003), formerly know as Altice One, (ii) the purchase, together with Cinven, of France Telecom Câble from France Telecom, NC Numericable from Canal+/Vivendi Universal and TDF Cable from TDF, which created Ypso in March 2005, (iii) the entry of Cinven into Altice One capital in November 2005, (iv) the acquisition of UPC-Noos from Liberty Global in July 2006 (with Cinven), and (v) the acquisition of Completel in November 2007. About Carlyle The Carlyle Group (www.carlyle.com) is one of the world’s largest private equity firms, with more than US$ 84.5 bn under management. With 64 funds across four investment disciplines (buyouts, venture & growth capital, real estate and leveraged finance), Carlyle combines global vision with local insight, relying on a strong team of 497 investment professionals operating out of offices in 20 countries to cover opportunities in North America, Europe (including France), Asia, Australia, the Middle East/North Africa and Latin America. In the aggregate, Carlyle portfolio companies have more than US$ 109 bn in revenue and employ more than 415,000 people around the world. Carlyle focuses on sectors in which it has demonstrated expertise : aerospace, automotive & transportation, consumer & retail, energy & power, financial services, healthcare, industrial, infrastructure, real estate, technology & business services and telecommunications & media. Carlyle’s financial strength and depth of experience, gained from numerous investments in the TMT space, including Casema, Com Hem, UPC Sweden and Bredbandsbolaget in Europe make them a strong partner to management and existing shareholders Altice and Cinven in supporting the companies’ development. Annual report 2008 20 About Cinven Cinven is one of Europe’s leading financial sponsors, having invested in buyouts with a total deal size in excess of €60 billion since 1977. Cinven focuses on six sectors on an international basis : - Business Services - Consumer - Financial Services - Healthcare - Industrials and - TMT Recent high profile LBO transactions led solely or jointly by Cinven include Coor (the leading integrated facilities management (IFM) company in the Nordic region, €536m, December 2007), USP Hospitales (Spain, leading private healthcare market operator, €675m, July 2007), Spire Healthcare (UK, third largest provider of private medical services, £1.4bn, June 2007), Gondola (the market leader in the UK casual dining sector, €1,335m, January 2007), Ziggo (the market leading cable TV operator in the Netherlands, €5,450m, January 2007), Phadia (Sweden, leading in-vitro allergy and autoimmunity testing systems manufacturer, €1.3bn, November 2006), Avio (Italy, world leading designer, manufacturer and servicer of subsystems and components for military and commercial jet engines, €2.6bn, August 2006). Cinven has a very good understanding of the French TMT sector, having acquired and consolidated Numericable, France Telecom Cable and TDF Cable in March 2005, EstVideo and Coditel in November 2005, Noos in June 2006 and most recently Completel. More generally, Cinven has substantial experience of the French buy-out market and of the French industry having completed a number of transactions in the country, such as Camaieu (woman fashion retailer, €1.5bn, May 2007), Frans Bonhomme (plastic pipe distribution, €893 million, December 2005) and Aprovia (professional publishing, €493 million, June 2002), MediMedia (healthcare and communication publishing, €523 million, June 2002). Annual report 2008 21 8 Contacts Headquarters Tour Ariane 5, place de la Pyramide 92088 La Défense Cedex Phone : 01 72 92 20 00 Fax : 01 72 92 20 01 Commercial Information : 0 805 40 50 60 Website www.completel.fr Annual report 2008 22
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