Good morning, everyone, and welcome to our analyst call this morning following our financial year 2022 preliminary results that we published this morning. As usual, I'm joined by our CFO, Thomas Reisten. Before we jump into Q&A, I'll just provide a quick summary of our results, and then we can move on indeed to your questions. This was a successful first year. This is the first full year as a listed company, and we celebrated our IPO anniversary at that point with an all-time high share price. We're now in four actively traded equity indexes, the MDAX, the TecDAX, FTSE Global Equities Midcap, and STOXX Europe 600. A few words about this financial year.
First of all, our commercial team has done a great job throughout the year, and the highlight of that, of course, which commented on previously, has been the landmark agreement we signed with 1&1 in December for 3,800 and up to 5,000 sites. In addition, in the fourth quarter, we expanded our value proposition, first of all for 5G upgrades, and that's a contract with Telefónica for 1,500 sites, and also for indoor coverage with a number of distributed antenna systems deals and opportunities that we've seen across our footprint. Our tenancy ratio is now 1.44x. That's 0.04x higher compared to the previous year, and that's 1,618 new tenancies net add. A full commercial activity.
A full on commercial activity in fiscal 2022. We've also ramped up our new site build further in Q4. You will recall that we had discussed that in the previous call, and we've now taken the total to 510 in fiscal 2022. I'm also pleased to announce that we delivered against our financial targets and achieved our guidance for fiscal 2022. Indeed, on revenue at the upper end at EUR 1,011 million in fiscal 2022, up 4.6%. Adjusted EBITDA at EUR 543 million, that's up 3.6% year-on-year, and in the range of the guidance at 54% margin.
A recurrent free cash flow, once again at the upper end of the range at EUR 415 million, which is an increase of 8% year-on-year. We plan to propose a dividend of EUR 0.63 for this year, and that'll represent a cost of EUR 319 million. One point we flagged in our statement this morning is that we've also revised the approach to our rollout plan for the build-to-suit program and the MSA terms in Germany, the 5,500 sites that we will deliver for Vodafone Germany. Some of them, up to 1,200, could be sourced from third-party towercos, and we'll cover that, I suppose, in more detail later. Now looking ahead, we'll further invest.
We do have costs to facilitate the growth, both on the BTS program, but as well for the preparation of the sites for the 1&1 co-locations ahead of the revenue that will come from those programs. That leads to the guidance that we are giving for fiscal 2023. Fiscal 2023 revenue growth of 3%-5% year-on-year, EBITDA between EUR 550 million and EUR 570 million, taking into account these costs that we are incurring this year to build up towards the revenue that will come from 1&1 and the BTS program. A recurring free cash flow of EUR 405 million-EUR 425 million. That's the guidance for fiscal 2023, and we're also reconfirming our medium-term guidance.
That's in short the summary of what you'll find in the release we issued this morning and the presentation that we gave. With that, I'll turn it over to your questions with a request that may you keep it to one question per analyst so that everyone gets a chance to ask their questions. Thank you very much.
Thank you very much, Vivek. Our first question today comes from David Wright from Bank of America Merrill Lynch. David, please go ahead.
Okay, gentlemen, I trust you can hear me. I'm just clicking on mute and view. Hello. Thank you very much for taking the questions today. Maybe just to understand and flesh out the new BTS agreements, maybe, and this could be a question for Thomas, just to walk us through, I guess, the accounting impact here, because it feels like stage one is moving CapEx to OpEx as you potentially lease sites versus build. Stage two, you're bringing previous pass-through CapEx into actual growth CapEx, which is obviously gonna be very high margined. I'm just trying to understand that. Could you just confirm that all else in the MSAs is broadly the same? Do you have the same inflation terms, the same access to strategic sites?
Do you have the same, all or nothing clauses, in the MSAs? Thank you very much.
Yeah. I'll just start to maybe just to give a bit of sort of context and then, I think Thomas will drill into the puts and takes that come out of this, of this adjustment. First thing to state, the commitment is for 5,500 new sites for Vodafone Germany. What we've done is adapted it to up to 1,200 being that could be sourced from third parties. It's...
That comes from the fact that as you look at the search rings, the places where they need sites, if there is an existing towerco site there, it is both quicker and more capital efficient, and from a capital efficiency point of view, more efficient to install the equipment on said third parties. Less capital-intensive, quicker, de-risks our rollout timings, all good stuff. Covers the requirements of our customer, Vodafone Germany, for their coverage. That's why we made the adaptation on this aspect. Also worth mentioning, other aspects such as inflation, et cetera, and inflation, all-or-nothing renewal. The third thing, that strategic sites are not impacted by this amendment. They're strictly focused on this part of the story.
Maybe then I turn over to Thomas, who can walk you through the math behind it.
Absolutely. I mean, I think first of all, let me state, and reiterate that this overall amendment is NPV neutral. It doesn't change actually our revenue or EBITDA guidance either. If you think about our medium-term targets, that is reconfirmed even with this amendment. I mean, just to understand, as you were saying, obviously, the individual effect actually underlying this. First of all, I would say actually there's three different effects in this. The first one being the reduction of the 1,200, up to 1,200 BTS. That has just to help as well a bit with the modeling in that context, the MSA rate for that was around EUR 20,000. We've disclosed that previously already back in the IPO times.
The margin you could actually assume, since this is obviously a deal, an amendment that is in Germany, a bit like the equivalent to the German margin, around 60%. The CapEx per site that you need to take for those up to 1,200 BTS that could potentially be changed, I would actually go back to what we've disclosed previously. EUR 1 billion of overall CapEx investment divided by 7,100 sites overall is EUR 140K. That's the average. For this purpose, I'd say this is CapEx above the average that you would actually have to assume. That's the first effect. The second is that this would be replaced with sites that would be co-located actually on other, tower companies or other MNOs.
For this, you need to make those sites fit as well for the use. We will be incurring CapEx, for which we then in turn get a high single-digit return on those, on this CapEx investment. Obviously the lease costs ultimately then that means this is actually lease costs for Vantage Towers rather than CapEx originally spent on the BTS, plus CapEx that we now spend on making the sites fit. Margin overall directionally about half of Vantage Towers' group margin, and CapEx on these sites about EUR 35,000 is what I would assume on that. That's a step, second step, and so far obviously, as you were rightly saying, we do need to add one more element to it.
The third one, in order to make it NPV neutral and neutral from a revenue as well as actually a margin point of view. We are changing the pass-through model to now a commercial model on the upgrades for sites. That means, again, on the CapEx that we would be spending there, high single-digit returns. Since there's almost no OpEx involved, close to 100% EBITDA after leases margin. That may be the last element to help you on the modeling there, actually on spending of CapEx. This is about EUR 50 million per year for this amendment overall on the side of the upgrade CapEx.
You take all of that into account, you're ending up, as I have been saying, actually on an NPV neutral deal that actually amendment that helps us as well to continue to reaffirm our medium-term targets. No impact on revenue and no impact on the EBITDA after leases either. Cash flow consequently obviously is given the NPV neutrality.
Could we expect this quite early in the BTS process? Are you actually out there right now negotiating with third-party telcos? Is this something we could bring into full year 2023?
I think you can assume indeed that this is across all of the individual years of this rollout pattern, that some of that will actually be affecting the individual years.
Okay. Fair enough.
Obviously, again, there's a phasing attached to that over these years and, I mean, it's probably in line with that previous phasing that we've been talking about acceleration initially, which still is the case, by the way. Obviously on the underlying BTS program, the acceleration, over the first two years and reaching run rate towards the end of this now current fiscal year, so fiscal year 2023.
Okay. Thank you, guys.
Thank you.
Thank you very much, David. Our next question today comes from Emmet Kelly from Morgan Stanley. Emmet, please go ahead.
Yes. Good morning, everybody, and thank you for taking my question. My question is on the guidance, in particular for the free cash flow for March 2023. When I look at your Q4 numbers and your H2 numbers, you clearly finished the year quite strongly. You've got revenue growth of 9% in Q4, and you've got EBITDA growth of roughly 6%-7% in the second half of the year. However, when I look at your free cash flow guidance for March 2023, and if I take the midpoint of the guidance, it basically implies negligible kind of free cash flow growth year on year, 2023 over 2022. Can you run me through maybe some of the building blocks on the free cash flow guidance for this financial year?
Maybe referring to top line costs, lease costs, cash taxes, et cetera. Thank you very much.
Sure. I'll tu rn that over to Thomas. Yeah.
Yeah.
Thank you. He's gone through it.
I mean, let me start. I mean, overall, the revenue growth, I think that, turns obviously for the next year. I think the key elements, Emmet, are really around the EBITDA and understanding the EBITDA growth year-over-year in that context. There, what we have already said at the third quarter results, is really that we are overall investing into future growth and continue to invest into future growth. That's two elements. First of all, certainly, the topic on, that we have now laid out on top of the 1&1 deal. For the 1&1 deal, our landmark agreement there, the important steps is that we are preparing in fiscal year 2023 for the rollout of these sites.
There's three key elements actually on the cost that you have to include in that. One being, basically the EMF readiness, the EMF certification, technical drawings and agreements with landlords. All of that, for all of which we actually incur both OpEx and CapEx. On the OpEx side, that's an important element that actually affects then EBITDA after leases. The second point is that we continue to invest into the growth of the business, into the acceleration as well, not only on 1&1, but as well actually for the further acceleration of the BTS program. In advance of the revenue coming in at a later, we continue to accelerate here and have launched a number of programs that help us to continue the acceleration then from a BTS point of view as well.
We're incurring costs on that note too. The last element is we are ramping up and continuing to ramp up our people as well in order to drive both the 1&1 delivery and the acceleration of the BTS program. If you take all of that together, the effect on EBITDA is somewhere between EUR 10 million and EUR 15 million. Up to 150 basis points that is actually affecting our margin for the next fiscal year that we had to take into account before that then turns into an acceleration of our margin, which we again reconfirm our medium-term targets towards the upper end. High 50s % margins is what we are confident to deliver.
In fact, what that means is for the acceleration, you've seen a bit of a shift of the phasing, but the acceleration itself will support obviously delivery of the high 50s% margin. That's on the EBITDA after leases element of the guidance. If you then look at the recurring free cash flow, that's actually a flow through, a direct flow through from the EBITDA, which obviously then as well dictates our guidance for recurring free cash flow. Just to do a bit of year-on-year comparison on that as well. We've said for the fiscal year 2022 guidance, when we've upgraded that we have EUR 15 million benefit from lower interest costs on the one hand, and on the other hand, actually from cash tax benefits as well. We will retain these, as we've said before.
One other element to take into account is, and we've declared that in our release as well, is that we had a EUR 10 million one-off cash tax benefit coming from the business carve-out in fiscal year 2022. That's obviously another explanation if you just look at that from a year-on-year perspective, in terms of the phasing and the increase actually from a recurring free cash flow point of view. Hope that answers your question.
Super. Thank you very much.
Thank you very much, Emmet. Our next question today comes from Andrew Lee from Goldman Sachs. Andrew, please go ahead.
Yeah.
Andrew.
Good morning, guys. Hey, how you doing?
Just okay.
Just had a question that you got. You've helped us out tremendously with thinking about how inflation feeds through into your business. Just wondered if you could give us an update on what you've seen over the past month, two months in terms of your stakeholder behavior. If you've seen any shift from a customer perspective of yours in their willingness to sign up to inflation-linked contracts, any change in demand for tower usage or in their strategic plans that you can infer from your conversations with them. Also, from a supplier perspective, have you seen any change in behavior from your landlords as you look to do ground lease buyouts and obviously to keep down the inflation element of the pricing contracts you have?
Just any shift you've seen in response to the macro environment to your stakeholders, be it customers or suppliers? Thank you.
I can't say I've seen massive shifts. For instance, the operators, they're still staying the course. For many of them, this was the beginning of the 5G rollout, so they're staying the course because it's really a programmatic view. They need to get the rollouts done, and there's a lead time, so they don't really want to, you know. We haven't seen any stop and go of any sort so far. I mean, that's very clear. I'd say staying the course because the bigger picture is return on the 5G investments that they're making. For that, time is of the essence, so they're holding the course.
On inflation, we know that many of them are looking at their energy consumption, hedging, et cetera, because that's where it hits most. That obviously is an active area of collaboration with them. But that would be normal. From our landlords' point of view, it's a mixed bag. Yes, there is. I mean, they do see headline inflations. In some countries, that gets regulated down. In some countries, it's stabilized at a certain level. It's a mixed bag across Europe. Also, inflation hits people in different ways. Don't forget we've got more than 85% of our contracts which are with single-site landlords, so you have a very broad variety of situations.
For some people, inflation means we need more cash to take care of our expenses, which means that they are actually open to a GLBO conversation, and we've had a pretty good delivery on the GLBO side this year, thanks to that. On the other hand, for others, it's a question of inflation compensation and so on. I can't point out to an overriding macro trend flowing through our numbers on this basis. On signing up for inflation clauses, once again, there's two sides to the coin, right? On one hand, not having an inflation clause would seem pretty unnatural in the current context, so it's hard for a customer to have that argument that they don't want inflation clauses because it's kind of out there.
On the other hand, we haven't had that pointed conversation that we will only sign if you take our inflation clauses, of course not. That's that. At a more general level, what we're seeing is a healthy rollout of 5G, that as expected, more in terms of upgrades. We've signed a very interesting program with Telefónica. I just thought I'd flag that one. 1,500 sites, upgrade of the passive infrastructure to support the inclusion of new equipment, for 5G, for their rollout. I think that's something to watch out for because the coming two, three years are certainly going to be marked by that activity across Europe. I'd say that's still very much supporting our evolution.
Is that an acceleration in 5G deployment? Obviously, we've been waiting a long time to start to see an acceleration there. Is that, does that character-
Well, it's.
Is that?
It's steady rollout is the way to put it. That is, they've got their plans, and they're executing on them pretty actively. You see the announcements. I mean, you see the operators across Europe. They're showing pretty significant rollout of 5G on existing footprint, even compared to previous technologies. I think there's a good clip there, so.
Thank you.
Thanks, Andrew.
Thank you very much, Andrew. Our next question today comes from Simon Coles from Barclays. Simon, please go ahead.
Hi, guys. Morning. Can you hear me?
Hi, Simon.
Hi.
Hey, good to see you.
Hi, Vivek. Hi, Thomas. I just wanted to touch on that Telefónica agreement actually, because when we compare European towers to U.S. towers, it's always perceived that they have a much better pricing structure in the U.S. or maybe argued that they're a little bit more aggressive on pricing. I was just wondering, what are you seeing with the upgrades to 5G? Is it bringing a material uplift to the sort of revenue per tenant that you're gonna see on your footprint in Europe? Maybe you can sort of link that into the Telefónica agreement, because also it'd be interesting to know what sort of changes you have to make to the passive infrastructure to be able to facilitate your operators upgrading to 5G as well.
I'd respond on two counts. On one hand, this one, the Telefónica case. On the other hand, the upgrade CapEx to revenue that Thomas explained in a very detailed way earlier, which is the agreement that came out of the MSA revision in Germany, where we basically are moving, I think, to a more standard way, in a way, or at least a logical way, which is it's for passive infrastructure, we invest and we rent out both for the base and for the upgrades. We're not in the same space yet as the Americans, I guess, where I think the commercial price book has been, I would say, evolved over a number of years.
For passive infrastructure, I think we're going to that stage where we're saying, "Well, we'll do the investment that we need, that you need or the improvements." Typically, what is it? Could be strengthening in certain cases. Could just be because the 5G antennas require more weight or more wind load. It could be simply an evolution of the electrical supply, and a modernization of it to support or new battery, extra batteries because the consumption of the site increases. It's also, and that's important for the future, even though it's nascent today, fiberization or access to fiber. One example is the 1&1 Versatel agreement that we've signed, which is the first non-Vodafone fiber resale contract that was achieved, by which we bring the availability of fiber on those sites.
I'd say bit of fiber, bit of weight, bit of space, bit of energy. Indeed, that's work, right? Getting a high single digit IRR on that in the Vodafone Germany case or let's say a service uplift for Telefónica, I think it's a very relevant direction, and it's kind of legit, right? I mean, it's we're putting in work, we're improving the versatility of our sites that enable operators to do more things with our sites, and that creates value on the site. I think it's very natural evolution.
Okay, that's great. Maybe I could ask it in a slightly different way than. Say Telefónica or Vodafone, whoever it is, switches out a 4G antenna and puts a 5G antenna in. Can we have like a rough rule of thumb that it's like a 10% uplift to the revenue per tenant, or it's something that's too early to say, or it's too many moving parts to give too much color there?
Too many variables, I would say. I wouldn't unless Thomas is in a mood to give a.
No.
A little view. I mean, some sites, for humongous sites in the current model, if there's no investment to be done and everything fits, then it would be minimal. If it requires more heavy lifting, then there's more capital. It's still a distribution, right? Yeah.
Yeah, exactly. That's the variability that you've been talking about, obviously.
Yeah.
Yeah.
Okay. Had to try. Thanks, guys.
No, no.
For sure.
Thank you very much, Simon. Our next question today comes from Georgios Ierodiaconou from Citigroup. Georgios, please go ahead.
Hi, Georgios.
Hello.
Hi, guys. Good morning, and thank you for taking my question. I just wanted to ask, we've already heard from INWIT about the arrangements they have with the anchor tenants in using additional spectrum. Obviously, there's a lot of developments already in Spain with one of your anchor tenants, and perhaps there will be more in the U.K. If you could clarify what the status is of these agreements and whether there could be additional pops that come with adding spectrum on the existing arrangements. If I could ask a clarification as well, and sorry to do this, but in Emmet's question earlier around guidance, you commented the lowdown on EBITDA and below. I was wondering if you can also comment on revenue cap pass-through and whether energy and other services are included in the guidance you provided. Thank you.
Would you like to take that one first?
Yeah, yeah. Sure.
If just to clarify and.
Yeah.
Yeah.
I mean, in terms of guidance, all of the different lines with the exception of the CapEx pass-through is obviously included in the guidance overall. Actually, that's probably a good addition now to the question actually indeed for that Emmet asked. You've seen us having a higher proportion of revenue coming actually from other services, which is energy and other, actually, in our line towards the end of the fiscal year. That is a revenue that is a bit more stable, not really growing that much. Overall, you need to take that into account when you think as well about the year-on-year revenue guidance there and actually what we have been giving in that context. Now, even underlying, you've seen our growth story.
I think there's a really, really good growth on in particular as well on the non-Vodafone revenue side. We continue to accelerate the BTS rollout as well, which then has the respective effect onto the cost side. That's, I think, the key elements to take into account when you look at our revenue guidance for fiscal year 2023 indeed.
Yeah, on additional spectrum. Short answer is in our current model it comes in indirectly because it's typically loading charges for bigger antennas if you add antennas or for weight as you go out of the configuration. It's typically an ad hoc and material-based or bill of quantities type of based billing that would come through. It's not an automatic add spectrum, get this fee type of deal in the current contractual construct that we operate under. Do I think there's directionally something to think about? I think you're right. I think what INWIT has looked at is right, that indeed as you look at more spectrum coming in, you could try to, let's say, average it out to make it simpler to contract with operators. I would say it's not in.
Our current contractual frameworks do not cover that. They cover it through boxes and equipment multiplied by number of sites, not through just direct proportionality to spectrum.
Okay.
Well, it makes sense.
Yeah.
Makes modeling easier too.
Thank you very much, Georgios. Our next question today comes from Fernando Cordeiro Barrera from Santander. Fernando, please go ahead.
Hello, Fernando.
Well, thanks. You hear me?
Yes, very well. Thank you.
Okay, perfect. Okay. Thank you for taking my question. It's going to be a quick one. Just looking to the performance in full year 2022 in terms of the tower count. We have seen the 500 new sites into the year with the tower count basically stable. It implies that, on top of the commissioning progress in Spain, it means around 300, 200 something rounding sites that have been decommissioned. Should we assume going forward that this number is going to be quite recurrent? What is your views on that going forward?
So it's-
Spain and Portugal, right?
Exactly. One thing to take into account is like the decommissioning program that we have in Spain. We have the similar or very similar one as well in Portugal that you need to take into account. The numbers you're quoting are too high for a recurring effect as a consequence. Now, is there a recurring effect actually of some decommissioning happening? I mean, when a landlord moves the site or doesn't want to have a site anymore? Yes, but it's significantly lower than what you are actually quoting because we need to take the Portugal effect into account as well.
Okay. Can you quantify, sorry, how much is the Portuguese impact in there?
I don't think we have explicitly quantified that, but we can come back to you whether this is possible.
Okay. Yeah. Yeah. Fair enough.
If this is possible.
Many thanks.
Yeah.
Let's say Spain and Portugal, it's Spain.
Yeah, yeah.
Spain and Portugal is the biggest part of all this.
Exactly. Spain and Portugal is by far the biggest part of this whole decommission.
Okay.
So...
Okay. Thank you. Our next question comes from Akhil Dattani from J.P. Morgan. Akhil, please go ahead.
Hi. Morning.
Hi, Akhil.
Hi. Hi.
Oh, one sec. There we go.
There you are.
You can see me now too. Just I had a question as a follow-up to your announcement today around Germany and the shift in your business model. I just wondered if you've already finalized who the towers are going to be with. Can you give us any color of the towers? You know, how much is with Deutsche, how much with AMT? I don't know if you're at that point yet in those agreements or whether they're not yet finalized. I guess it's a sort of broader conceptual question linked to that, which is, AMT's also announced a relationship with United Internet now, and Cellnex has highlighted that one of the reasons they're interested in buying Deutsche's towers is because they see opportunities with United Internet.
I guess I just would be keen to understand how you think about that relationship, the competition for towers there, and is that part of why you're doing what you're doing? Is this a route to try and accelerate your relationship with United Internet to make sure you cement the lion's share of that opportunity? Thanks a lot.
First of all, we don't. The split is not computed yet.
No.
No.
It's basically a tower by tower decision that we're taking, right? It's really about the ideal location that you are identifying when you obviously have a search running, and then you identify the right location actually there. It could be one player or the other. Obviously, there's a time in advance that you know that because it takes time to deploy this. If you follow up on what I said earlier, actually, the phasing overall probably is the same on the BTS and similar on the phasing of then as well now this co-location element of it.
Yeah. As regards United Internet, look, yes, we've contracted 3,800 up to 5,000. They need more than that. They're looking for other sources. What I would say is that our active work with them, we signed early compared to others. I think that's good because it allows us to have the dialogue on those sites which are, I would say, the most convenient to co-locate on. That's something we're obviously, we don't wanna waste the head start that we got. That's obviously what we're doing.
I would say that's our approach to this, which is, let's try to give them sites that we can turn on as fast as possible because and as efficiently as possible because that's in our interest and their interest because it gets their rollout done. We are engaged with them on an operational basis with their suppliers, with their operators and so on. I think that's certainly what the card we're playing, which is to be early with the customer, close to them, understanding them well, and maximizing the throughput of this co-location program.
Can I just clarify, if you haven't finalized the relationships with the tower counterparties in terms of allocating, you know, which sites you're using and the agreements, how can you know the economics? Can you maybe just help us understand, like, you know, how can we get-
No, it's.
Economics if you haven't done them, please?
Yeah. I mean, the rationale behind that or the reason behind that rather is that these are existing relationships where we very well know the economics of these deals. The change is actually that we now, instead of this being actually a pass-through, actually it's a service on behalf of Vodafone, we actually now incur the CapEx that is related to making these sites fit for the incremental tenancy. We actually have this now as a commercial model rather than a commercial model that actually is via us towards actually our customer, our anchor customer. We very well know and have these relationships and commercial models already.
Yeah.
Right. Thanks.
Yeah. It's a change in how you treat them. You co-commercialize them, basically.
Okay. Thank you. Thank you, Akhil. Our next question today comes from Luigi Minerva from HSBC. Luigi, please go ahead.
Yes. Good morning, Vivek and Thomas. Can you hear me?
Hi, Luigi. Good to see you.
Yeah. Thank you very much. I have a, if I may, a follow-up and then a question. The follow-up is, going back on this, you know, 1,200 sites in Germany, so this change in the business model. I mean, going back to the explanations from Vivek, I suppose you can always make a point, that there are existing sites where you can negotiate access, you know, in a less capital-intensive way and achieve an NPV neutral outcome.
I suppose, you know, what we are seeing today is just like, a, you know, a temporary option that you are exploring or temporary change in strategy that you are exploring, because of the demand, because of the supply shortage, or we should expect actually this to become more structurally part of your strategy, and therefore we should expect more of this in the future. The question hopefully is an easy one. I know that, well, you know, INWIT mentioned that, as part of the TIM Ardian changes, Vantage would have to give its consent on the transfer of shares from TIM to Ardian. I was wondering what are your views about that? Thanks.
Okay. On the first one, you need to go back to the search ring question. At the end, it boils down to where do you need coverage. Then when you walked.
At this point, Vodafone's looked at its coverage requirements, and when we mapped it against what was available, both in terms of land opportunities for us to build-to-suit, or existing sites when you had a site in that search ring that actually had the technical characteristics for the coverage, we said together with Vodafone, "Well, actually it makes just as much sense to go on an existing site and duplicating that investment is not very optimal, so let's not do it." That's how we created this optionality contractually.
Indeed, as you said, then it's the commercial NPV neutrality was part of course, the boundary conditions of making that into a variant compared to the other way of building build-to-suit, which is in our 5,500 commitment, which remains unaltered, okay? Indeed, as you say, it's kind of a way to do shift that we've implemented. Will we do more of this? No. At this point, look, outside Germany, the BTS commitments that we have are of a smaller magnitude, even proportional to the country, because I think the coverage requirements in Germany are significantly higher. I'm not sure that the big read-across is necessary on that.
They don't change, right?
Yeah. They don't change.
The 7,100 is the 7,100. This is a change in up to 1,200 of how we actually deliver this.
And-
I mean, ultimately, I think the alternative to it, as just as you were saying, if you look into a search ring and you would have to build a site next to a site that is already existing, obviously the economics and the future potential of such a site is actually then limited because you're losing one potential customer who already has that site at a minimum. In some cases, that customer might already have a second tenant. The question is then as well, economically, the alternative to it could even have been worse. I think this is a really good win-win situation. NPV neutral.
As far as the TIM Ardian transaction is concerned, well, first of all, I mean, TIM is a very important customer of INWIT, so I think it's important that they're able to do what they need to do for their success, and we're reviewing the situation currently just to make sure that it fits with our requirements. I mean, it's a transaction that is relevant. We have a lot of respect for both parties, TIM and Ardian, so I mean, nothing uncomfortable there. A normal conversation.
Great. Thank you so much.
It's analysis, not conversation, but more analysis on our side. Yeah. Thank you, Luigi.
Thanks.
Thank you very much. Thank you, Luigi. Our next question today comes from Nick Delfas from Redburn. Nick, please go ahead.
Hi, it's Nick Delfas. Just a quick one. I don't think I understood exactly what you are intending, what you're expecting the ground leases to increase by in FY 2023 in terms of inflation and how that's calculated. I think you said that it's a wide range of outcomes, but in aggregate, how much do you think the ground lease inflation, net of ground lease buyouts, how much do you think that's gonna go up? Thanks.
No. Thank you, Nick. I mean, yes, we haven't disclosed that, and we won't disclose it as a specific, but obviously, I mean, within the guidance that we have been disclosing in terms of, EBITDA after leases, this is an important element. Just to reassure you as well, I mean, the success of the GLBO program that we have seen in this year already, and remember we are in the acceleration phase of the GLBO program, has already very positively contributed to moderating any inflationary pressure actually in this year. We are confident that, for the next year, with this acceleration having happened and continuing to happen into the next year, that there's an even higher proportion of the GLBO program positively impacting any inflationary pressure. That's important to note.
I mean, this is really measurable already in our fiscal year 2022 results, albeit we haven't particularly in the detail explained or disclosed actually how much of that. It's measurable, a measurable positive impact. That then means that overall, taking into account the investment costs that I've explained earlier to do the acceleration on the 1&1 deal, to continue to accelerate the preparation on the 1&1 deal and the acceleration on the BTS program, plus the further FTE build up. Us having been very successful on the maintenance cost to moderate cost increases and being confident to moderate inflationary pressure from a ground lease point of view as well, that we have issued the guidance as you have seen it for the fiscal year 2023.
Just to be clear, 'cause obviously you've gone with single landlords.
Yeah.
Is there a particular date that most of them operate using CPI? Is it always April the first, or is it a variety of dates through the year?
It's a variety.
Okay.
Yeah, yeah. No, absolutely. It's a variety of dates.
Could be anniversary.
Could be, I mean, basically calendar year basis. It could be just whenever actually the lease has been starting. It depends a bit from country to country as well, how the distribution of these anniversaries has actually happened, but or would be happening forward looking. So it's really a mixed bag.
Okay. Thanks very much.
Thank you very much, Nick. Our next question today comes from Usman Ghazi from Berenberg. Usman, please go ahead.
Hi, everyone.
Hi, Usman.
Hey. I've got just one question, please, just on going back to the revenue growth guidance. I just wanted to understand here that, I mean, obviously the guidance is for a range of 3%-5% top-line growth. You just exited FY 2022 with 4.6%. FY 2021 pro forma was roughly 3.6%. You know, the Q4 run rate has shown a decent acceleration, you know, and to well north of the guided range. Obviously then any headwinds from the Telefónica network rationalization that you were seeing in FY 2022 are not gonna repeat in FY 2023. This is in Germany, I'm talking about. You know, I mean, is.
What are the headwinds that you expect to be seeing, you know, to get you towards, you know, the kind of lower end of the 3%-5% in FY 2023? Just wanted to make sure that, you know, this is kind of if it is conservatism on your part, then it'd be good to know, you know, or if there are headwinds that we are not aware of, as an analyst community. Thank you.
Yeah. No, just I think it's worth passing it on to Thomas. Just, those increases are not quite linear, so that's one of the items.
Yeah.
Then you'll be lapping some pretty strong quarters in the past. I wouldn't, you know, take the last few trends as the direction. I think we need to smooth these things out a bit. Maybe Thomas can give some color to that.
Yeah. Yeah.
Yeah.
I mean, the first thing to say in that context is you should really look a bit more at the year-on-year, in particular since the quarterly year-on-years are comparing this to the pro forma results last year. Now overall, indeed, as Vivek is saying, we'll be lapping towards the second half of next year of fiscal year 2023 pretty strong growth quarters. There's as well a bit of an effect in the fourth quarter for the last fiscal year, fiscal year 2022, of revenue catch up in terms of revenue assurance programs, etc., that we are running in order to obviously be really in line with our billing estimates and the billing actually towards the end of the year.
Overall, that is why from a year-on-year perspective, we are confident to achieve between 3% and 5% towards fiscal year 2023 guidance in terms of revenue.
Okay. Maybe I can just follow up and just to remove any doubt, you know, Sigfox has been reported to be in some financial difficulty, and I don't know how accurate this is, but you know, in the trade press that we read, there has been some comments about the company for sale or being in financial difficulty. I know you've signed an extensive IoT agreement with them. I just wanted to make sure that there is no issue there regarding bad debt or anything like that.
No. What? There are two things. I mean, we obviously follow this pretty carefully. First thing to note is that Sigfox in its current model is a technology provider who licenses his technology to network operators per country. We contract with those Sigfox network operators in the countries, and they're not in difficulty. They're solvent and moving well. Moreover, on the Sigfox side, they were under a court-ordered process to restructure themselves. They found a buyer. The buyer is actually the former distribution arm of Sigfox in Asia Pacific, company called UnaBiz, who know the business very well.
They're very engaged, former Sigfox employee is the CEO. We'd expect that should get the company back on track, which means that the technology stays invested in, which means that the network operators can continue to do their business. I think it's all there. I think from a money point of view, it's not a huge part of our guidance.
No. Exactly. The risk, even if the worst case would occur, actually is not significant enough in order to change any of this guidance topic.
Great. Thank you very much.
Thank you very much, Usman. Our next question today comes from Jerry Dellis from Jefferies. Jerry, please go ahead.
Yes. Good morning. Thank you for taking my question. As I look at Visible Alpha consensus.
Hi, Jerry. How are you?
I see, as I look at Visible Alpha consensus into FY 2024, I think I see a revenue number of about EUR 1,150, and an EBITDA number, adjusted EBITDA number of about EUR 637. 1,150, based on the midpoint of your FY 2023 guide, would be about sort of 9%-10% revenue growth out in year two. Just wondered if you could sort of let us know if you're comfortable with that sort of number. More generally, please, if you could let us know how you expect sort of revenue growth to sort of phase up, as the investments that you're making in the year ahead that really drive that revenue crystallization into year two. Thank you.
Okay. Shall I take that?
Well, yeah.
Yeah.
I mean, of course, we're.
Absolutely.
Investing into BTS program and.
Yeah.
1&1, so that supports.
I won't comment on fiscal year 2024 guidance.
The year-
At this stage, it's quite a little bit early indeed. What I can tell you is, if you take into account again the investment for fiscal year 2023 that I've outlined earlier, that this is going to lead, since it's, investment in advance of the revenue growth, that this is going to lead to acceleration of revenue growth into the future. That means as well in fiscal year 2024, further acceleration of revenue growth. That needs to happen, and we are confident it will happen on the back of this investment and all of the other things we are doing in terms of accelerating actually from a commercial point of view, plus continuing to roll out BTS, gaining more tenants, continuing to make progress towards our goal target actually of passing the 1.5x tenancy ratio.
All of these things add up to us being very confident that we can achieve our medium-term targets towards the upper end. Remember, that's what we had changed when the 1&1 deal was announced. That we changed from medium-term targets confident to achieve to achieving actually medium-term targets towards the upper end. That's indeed what you need to take into account when you think about the revenue growth, that over the medium term, we actually have the mid-single digit CAGR incorporated in there.
Okay. Very clear. Thank you.
Okay.
Thank you very much, Jerry. Our next question today comes from Sam McHugh from Exane. Sam, please go ahead.
There we go.
Okay.
Hi, guys. Hope you're well. Just a follow-up, I guess, on some of the questions. Of the EUR 10-15 million step-up in OpEx you're talking about this year, how much should we think about carrying through for next year? Is there a bit of a step down into next year, or will you carry through the full EUR 10-15 million into perpetuity? I think maybe I heard right, but maybe not about tax. Are you saying that EUR 10 million of the lower cash tax this year was a one-off, and that should normalize next year? Thanks very much.
Yeah. First point on the OpEx. These are OpEx costs in order to deliver against the 1&1 deal. That's one. As long as we deliver against the 1&1 deal, you will have underlying, obviously, a higher OpEx investment and a higher OpEx cost, obviously, incorporated in that as well. Now, similar, as long as you do have an acceleration in the BTS rollout, and remember there we've said towards the end of the fiscal year, we will actually have achieved run rate. You actually have these costs before you have the revenue gains, and that's true actually for both, 1&1 and as well, obviously the BTS acceleration. What does that mean? That obviously these OpEx costs are significantly overcompensated going forward by-
The revenue. Yeah.
the respective revenue coming in. You have the positive margin gain from next year onwards, which actually then in our expectation to achieve the high 50s % margin will as well come in there. The second point was?
The EUR 10 million.
The EUR 10 million.
Step-up on RC.
Exactly. That you have understood absolutely correctly. Fiscal year 2022, the EUR 10 million one-off in that number is actually arising from the business carve-out, benefits from a tax point of view related to the business carve-out that we have been able to get. The EUR 15 million overall from the lower interest costs on the one hand and lower cash taxes is a permanent effect that we will retain. You will see versus our initial guidance that everything is actually up by EUR 15 million in terms of the phasing, but the EUR 10 million is a one-off effect.
Super clear. Thanks, Thomas.
Thank you very much, Sam. We have time for one more question today, and that will be from Robert Grindle from Deutsche Bank. Robert, please go ahead.
Hi, Robert. Good morning.
Hi. Morning.
Hi there. Just a clarification on the 1,200 sites first. Do Vodafone's payments fall fully in line with effectively becoming a third party rather than anchor tenant on those sites? Away from the 1,200, what are the tangible things you can do to mitigate against the supply chain constraints on the new BTS build? They seem to be more constant now rather than temporary. Thank you.
Can you do the first one and then to the second part?
Yeah. Yeah.
I think when you want to consider what are Vodafone's payments on these sites, they consist still of two elements then, right? One is the recovery, obviously, of the leases underlying, which is the original third party that in such a situation, if Vodafone would have taken a TSI directly from one of the other players, they would have had to pay anyway, right? That's the first element. The second element is the commercialization of the CapEx spend that we in the future would be doing, and incurring and not passing through, but having a commercial model on which we achieve high single digit returns. That gets layered on top of that lease fee.
that leads, and we haven't confirmed that, overall actually how much that is indeed, but you can imagine obviously it gets you closer to obviously an anchor fee or you take the 9% and above, below. It depends a little bit on, how much you have on a site by site basis then as well.
Yeah. The other part of the question was on-
Actually, could you repeat that? Sorry.
Robert, sorry. Apology.
It's the BTS supply chain. What can you do to-
Yeah. Sorry. I was just trying to put them in the right order in my head and okay, apology. Many things. On one hand, on the supplier side, we've made a pretty significant change in our operating model. Instead of doing just in time, which means basically you decide on a site, you're gonna do this tower, you order it custom made for that site. We standardized the towers, and hence that allows us to put in warehousing capabilities. What that's done. Indeed, you're stocking up a bit more, but it allows you to be less dependent on all the steps of this chain because it requires the permit to be approved, the road to be open, the weather to be okay, the foundation to be dry.
You're able to swap sites and increase your throughput because you can basically send a standardized tower to more locations than when it's purpose-designed for one single site. That's one of the big things that we're doing on the supply chain. Second thing, we're of course signing up. The beauty of having a very sizable BTS program is that we're able to commit volumes over a period to vendors. That obviously in the construction industry is extremely valuable. That's what we're doing. We're expanding the range of our suppliers and committing with them bigger volumes in exchange for stronger SLAs. The third thing we're doing is we're regionalizing the organization. That was a step up we needed to do for scaling up.
Basically, when we were in the 100 sites a year in Germany, you could run it from a central team to across the country. Now we have the volume and the justification for having a more agile regional organization. We're getting some headcount in for that. Also you're closer to the problems. The guys can go and drive to the site faster to make sure that everything gets ironed out. It's a multifaceted program that we have, which is a transformation program, which is one of the reasons for these costs, because you're ramping up something to industrial scale. Good progress on all these steps with the high motivation of the teams to get it done.
Okay.
Standardization is the key. Regionalization is the key. I think that those are the two keywords I think that you need to keep in mind. That's kind of the magic behind getting it done.
Breaking the previous just-in-time delivery.
Yeah
with the warehousing concept, which in turn obviously standardization is supporting again. Okay.
Okay. I think that was the last question for today, right? I'd really like to thank you all for your attention and your time. You can see just as a word of closing, first full year of listed company achieved the guidance upper end on revenue, achieved the guidance on EBITDA and upper end on recurring free cash flow. We disclosed our 2023 guidance. We're making some adjustments to our MSA with Vodafone Germany with a view of delivering the 5,500 build-to-suit with up to 1,200 in this third-party model with the equivalent economics to what we had before this adaptation. Good progress commercially. 0.4 terms of tenancy achieved in this year.
What we've been telling you since we started interacting with you and since the IPO is pretty much the road that we're driving in terms of achieving the financials, putting focus on commercial, on technical execution, and on the ground lease buyout program, which as well has achieved good momentum at the end of this year. That obviously is even more relevant in the current economic context. Thank you very much for your coverage of our activities and your attention today.