BO FY 2017 financial results presentation

30 April 2018 Disclosure regarding forward-looking statements and the presentation of certain financial information

This presentation contains forward-looking statements, which include all statements other than statements of historical facts, including, without limitation, any statements preceded by, followed by or including the words “targets”, “believes”, “expects”, “aims”, “intends”, “may”, “anticipates”, “estimates”, “would”, “will”, “could”, “should” or similar expressions or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond our control that could cause our actual performance or achievements to be materially different from future performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding our present and future strategies and the environment in which we will operate in the future. These forward-looking statements speak only as at the date of this presentation. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any of such statements are based.

This presentation contains summary audited condensed financial information for Adria Midco B.V. and its subsidiaries for the twelve months ended December 31, 2017. The statement of financial position for Adria Midco B.V. and its subsidiaries as at 31 December 2017 and as at 31 December 2016, as well as the condensed consolidated interim statements of profit or loss and cash flows for Adria Midco B.V. and its subsidiaries for the twelve months periods then ended have been audited by our independent auditors in accordance with IFRS.

Certain financial measures and ratios related thereto in this presentation, including EBITDA, Adjusted EBITDA, Adjusted EBITDA minus capital expenditure, RGUs and ARPU (collectively, the ‘‘Non-IFRS Measures’’) are not specifically defined under IFRS or any other generally accepted accounting principles. These measures are presented here because we believe that they and similar measures are widely used in our industry as a means of evaluating a company’s operating performance and financing structure. Our management believes this information, along with comparable IFRS measures, is useful to investors because it provides a basis for measuring the operating performance in the periods presented. These measures are used in the internal management of our business, along with the most directly comparable IFRS financial measures, in evaluating the operating performance. These measures may not be comparable to other similarly titled measures of other companies and are not measurements under IFRS or other generally accepted accounting principles, and you should not consider such items as alternatives to net income (loss), operating income or any other performance measures derived in accordance with IFRS, and they may be different from similarly titled measures used by other companies.

2 Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

3 Introduction to United Group

United Group B.V. Senior Notes * . South-East ’s leading multi-play telecommunications and media provider Issuer United Group B.V. Listed International Stock Exchange (Channel Islands) . 3.6 million cable and satellite TV, broadband, fixed-line and mobile RGUs across the six countries of former Governing Law State of New York Yugoslavia 2022 Fixed Rate Notes . Operating in a market characterized by growing pay-TV Outstanding notes €575 million and broadband that is currently underpenetrated relative to other CEE and Western European markets Coupon 4.375%

. Broad reach via cable and direct-to-home platforms Maturity 1-Jul-22 across the region, and ethnically targeted over-the-top Coupon dates 15 January & 15 July content platforms internationally 2024 Fixed Rate Notes . Reputation for providing the most attractive content in our respective markets, available across all devices and Outstanding notes €325 million formats Coupon 4.875%

. Group strategy leverages established proven strengths Maturity 1-Jul-24

– extensive network, Coupon dates 15 January & 15 July

– differentiated content offerings, and Floating Fixed Rate Notes

– loyal customer base Outstanding notes €450 million to further strengthen market leadership in the region Coupon Three-month EURIBOR plus 4.375% and to target the region’s expat community with best in class local content delivered through the internet Maturity 1-Jul-23

Coupon dates 15 October, 15 January, 15 April, 15 July . Owned by funds affiliated with KKR, EBRD and the

management * On June 30, 2017, we had in place a €775 million bond that was issued under the 2013 indenture. These notes were redeemed in full on July 27, 2017 (€817.5 million paid, including accrued and unpaid interest plus redemption costs). In addition, all outstanding borrowings under the RCF dated November 5, 2013 and the PIK facility agreement dated July 3, 2014 were paid 4 Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

5 FY 2017: operational highlights

. Healthy year-on-year RGU growth across all services – Driven predominantly by organic subscriber growth, increased multi-play subscribers and acquisitions – : Ikom (RGUs: +161k) and Kabel Group 85 (RGUs: +4k) – : Teleing (RGUs: +31k) . Homes passed up by 13% to 1,770k YoY due to – Expansion of and investment in our network – Acquisitions in Serbia and Slovenia . Blended cable ARPU up by 5% to €20.3 YoY as a result of Homes passed (k) Blended cable ARPU (€) – Successful execution of our strategy aimed at 1,770 20.3 selling more services to our cable subscribers 19.4 1,571 +13% +5% – Increased revenue from cable network-based services – Migration from lower-priced to higher-priced service packages – Price increases in Serbia, Slovenia and FY 2016 FY 2017 FY 2016 FY 2017

6 FY 2017: financial highlights

Revenue (€ m) . Revenues up 13% YoY to €520.6 million as a result of 520.6 459.0 +13% . Organic growth and acquisitions . Growing number of RGUs . Price increases

FY 2016 FY 2017 . Adjusted EBITDA up 17% YoY to €223.3 million . Driven by our focus on profitable growth Adjusted EBITDA (€ m) 223.3 . Like-for-like margin improvements in both cable and mobile 190.4 +17% businesses

. Net leverage* up to 5.20x from 5.12x . Gross leverage** up to 5.34x vs. 9M 2017 due to cash outflow related to Floating Fixed Rate Notes interest payment in October and closing of Kabel Group 85 and Teleing transactions FY 2016 FY 2017 Leverage * Annualized Last Two Quarter Adjusted Pro Forma EBITDA is calculated as two times Consolidated Adjusted L2Q EBITDA plus two times €0.6 million of 5 months 2017 Teleing EBITDA (Teleing consolidated in 5.34x United Group from 1 December 2017) plus two times €0.03 million of 4 months 2017 Kabel Group EBITDA (Kabel Group consolidated in United Group from 1 November 2017) plus €1.3 million of expected synergies 5.27x with Ikom 5.20x ** Gross indebtedness was reduced by €200 million, which is the amount deposited on a special account for the acquisition of CME assets in Slovenia and . The adjustment was made as CME EBITDA is not 5.12x included in the Group EBITDA which is used in the leverage calculation

9M 2017 FY 2017 7 Gross leverage Net leverage Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

8 Network expansion

Homes passed across key markets Key developments

Homes passed (k) SBB Serbia 1,057 . Increase of 17% driven by organic 17% network expansion and acquisition of Ikom with 143.5k homes passed 902

Telemach Slovenia

. Additional 21.7k homes passed due to both organic growth and acquisition of Teleing (+19k)

Telemach BH

+7% +4% . Increase of 4% due to organic network expansion 329 324 308 312 Telemach MNE

+33% . Increase of 33% driven by organic network expansion following the 45 60 acquisition of M-Kabl

FY 2016 FY 2017 FY 2016 FY 2017 FY 2016 FY 2017 FY 2016 FY 2017 SBB Serbia Telemach Slovenia Telemach BH Telemach MNE 9 Increasing subscribers and RGUs

RGUs vs. Unique cable subscribers Key developments

. Increasing cable subscribers as a Our 1,119k unique cable subscribers order on average between 1.9x result of organic network growth and and 2.6x different services acquisitions

– Ikom (RGUs: +161k) – Kabel Group 85 (RGUs: +4k) Unique cable subs (k) RGUs (k) 3,627 – Teleing (RGUs: +31k) 1,119 . Faster growth in RGUs per unique cable subscriber driving overall 967 +16% +15% performance SBB Serbia, Telemach BH & 3,154 Telemach MNE

. Cross-selling of multi-play offers to 1- Play subscribers in all three entities

FY 2016 FY 2017 FY 2016 FY 2017 . RGU per subscriber growth in Serbia and Bosnia to 2.1x, and in to 1.9x

RGUs vs. Unique cable subscribers FY 2016 FY 2017 Telemach Slovenia

SBB Serbia 2.0x 2.1x . Cross-selling of 3-Play offers to 1-Play Telemach Slovenia 2.6x 2.6x subscribers Telemach BH 2.0x 2.1x – Mobile offering supporting take up Telemach MNE 1.6x 1.9x of multi-play packages

. Upgrading existing customers to premium products

10 Increasing RGUs

RGUs by service Key developments

 Healthy YoY RGU growth across almost all services

RGUs by service (k)  Cable pay TV growth due to organic growth 1,119 and Ikom and Teleing acquisitions

967  Broadband internet RGUs increased by 20% as a result of organic growth and acquisitions in Serbia and Slovenia (56k and 9k, respectively) 753  DTH pay-TV RGUs increased by 1% YoY due 626 to additional subscribers obtained through +16% 545 502 organic growth 497 464 431 399  OTT subscribers increased by 8% driven by +1% +8% +20% +2% organic growth and a new agency agreement +26% +16% for 2.4k subscribers 115 125 117 119  Fixed line telephony RGUs up 26% YoY due to continued growth of this service at SBB and Telemach Bosnia and acquisition of 12k and 8k Cable pay-TV DTH pay-TV OTT Broadband Fixed -line Mobile Other subscribers in Serbia and Slovenia, internet telephony services services respectively

 Mobile services up 16% due to high organic FY 2016 FY 2017 growth at Telemach Slovenia with around 38.5% share of gross adds in the market in 2017

 Other service RGUs increased by 2% mostly due to higher number of B2B and ADSL subscribers in Serbia and Slovenia

11 ARPU development

Blended cable ARPU Key developments Group SBB Serbia Telemach Slovenia Telemach BH Telemach MNE . Blended cable ARPU up 5% to €20.3 in FY in € FY 2016 FY 2017 FY 2016 FY 2017 FY 2016 FY 2017 5M 2016* FY 2017 2017 as a result of positive trends across all Cable pay-TV 8.9 9.5 17.2 18.2 8.0 8.9 10.2 10.6 markets Broadband internet 9.8 9.4 16.1 16.8 8.7 9.2 10.3 8.5 Fixed-line telephony 4.9 4.5 3.8 3.6 9.6 8.4 5.7 5.1 Blended cable ARPU 16.1 17.1 32.3 34.0 16.3 18.2 15.5 15.9 SBB Serbia . Key drivers included migration to multi-play packages and a price increase for analogue Blended cable ARPU per segment (€) TV service as of January 1, 2017 Telemach Slovenia +5% . Growth in multi-play subscribers 32.3 34.0 . Pay-TV and internet revenues positively affected by price increase in April 2017

Telemach BH +6% +12% +3% . Growth in subscribers for multi-play offering 18.2 17.1 16.3 . Increase in revenue from cable services 16.1 15.5 15.9 . Price increase for analogue TV service as of August 1, 2016

. Conversion of ARPU levels at companies acquired in 2015 to Group levels

Telemach MNE

. Since the acquisition of M-Kabl in July 2016 FY 2016 FY 2017 FY 2016 FY 2017 FY 2016 FY 2017 5M 2016* FY 2017 blended cable ARPU increased to €15.9 in SBB Serbia Telemach Slovenia Telemach BH Telemach MNE FY 2017 (increase of 3% compared to Aug- Dec 2016) 12 Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

13 Revenue development by segment

Revenue development FY 2017 Key drivers Group Revenue (€ m) • FY 2017 revenues up 13% YoY to 520.6 million driven by growing RGUs, overall increase in ARPU, organic 520.6 459.0 growth and acquisitions +13% SBB Serbia • Reported revenues up by 13% YoY to €208.4 million driven by price increase and organic growth of unique cable subscribers and RGUs, and positive effect of Ikom acquisition Telemach Slovenia FY 2016 FY 2017 • Revenue up by 6% to €202.5 million due to increase in the number of mobile and multi-play subscribers Revenue by segment (€ m) Telemach BH • Revenue up by 12% to €61.9 million driven by growth 208.4 202.5 of internet and fixed-line telephony segments 184.1 191.1 Telemach MNE +59% • Revenue up by 16% to €14.1 million as a result of +13% +6% +12% +16% +94% organic growth at Telemach Montenegro and the 117.5 acquisition of M-Kabl United Media 73.9 55.1 61.9 • Growth of 59% due to higher sales of distribution rights, 37.6 a price increase for own channels, and acquisition of 14.1 19.4 IDJ and Fight channels 12.1 Other Businesses • Revenue growth of 94% YoY as a result of organic SBB Serbia Telemach Telemach BH Telemach MNE United Media Other growth in Solford and intragroup revenues in Holding Slovenia Group Businesses companies FY 2016 FY 2017 14 Adjusted EBITDA development

Adjusted EBITDA development FY 2017 Key drivers Adjusted EBITDA (€ m) Group 223.3 . Adjusted EBITDA up by 17% YoY to €223.3 million as a result of: 190.4 +17% – Increased revenues, cost discipline and integration of acquired companies – Acquisition of cable operators Ikom in Serbia, Teleing in Slovenia and M-Kabl in Montenegro, and content companies Fight channel (Croatia) and IDJ SBB Serbia • Growth of 21% YoY driven by a price increase in January, organic subscriber and RGU growth, and acquisitions FY 2016 FY 2017 Telemach Slovenia • Increase of 3% compared to FY 2016 due to higher revenues Adjusted EBITDA by segment (€ m) and Teleing acquisition 92.1 Telemach BH • EBITDA growth of 12% YoY driven by higher revenue, 76.0 supported by price increase for analogue service in August 63.165.2 2016, and cost control +70% Telemach MNE 40.2 +21% +3% +12% +31% -87% • Increase of 31% YoY driven by subscriber and RGU growth and acquisition of M-Kabl 21.4 19.1 23.7 United Media 3.7 5.8 • EBITDA growth due to higher revenue and two acquisitions 2.8 0.7 Other Businesses • EBITDA decline due to negative impact of Holding companies SBB Serbia Telemach Telemach BH Telemach United Other Slovenia MNE Media Group Businesses FY 2016 FY 2017 15 Capital expenditures

Capex development Key drivers Capex Group (€ m)* Group . Group Capex reached 27% of consolidated revenues in 145.5 2017 -4% 139.3 . Capex not expected to exceed depreciation levels on a long-term basis

SBB Serbia . Growth in FY 2017 capex due to one-off investment in end- user equipment related to the digitalization project and investment in coax/optic network expansion in Ikom

Telemach Slovenia FY 2016 FY 2017 . Capex decline due to lower spending on mobile 4G network compared to FY 2016 and acquisition of mobile frequencies in 2016 Capex by segment (€ m)** Telemach BH 55.2 . Lower capex in FY 2017 due to lower investment in 51.3 -7% network and DTH end-user equipment 44.6 41.7 Telemach MNE -32% -5% +81% +16% . Higher capex in FY 2017 due to increased investment in +8% CPE for cable services, higher subscriber acquisition costs 20.9 21.2 and network expansion 14.1 11.7 United Media 3.3 3.4 1.1 1.2 . Content investments up 81% vs. FY 2016 due to timing of programming rights purchases and investment in proprietary software development (Cloud project) SBB Serbia Telemach Telemach BH Telemach United Other Slovenia MNE Media Group Businesses * IFRS view of CAPEX at United Group level ** Management view of Subgroup CAPEX. This figure includes capitalized16 FY 2016 FY 2017 inventory. Restated 2016 figures Adjusted EBITDA-CAPEX and leverage development

Adjusted EBITDA-CAPEX Key drivers

Adjusted EBITDA - Capex (€ m) . Adjusted EBITDA-Capex growth due to 84.1 EBITDA growth exceeding capex growth +87% . One-off Capex in Serbia (digitalization) and Slovenia (FTE switch off of the two 44.9 most popular programs in Slovenia)

FY 2016 FY 2017 Leverage

Leverage . Net leverage* up to 5.20x from 5.12x

5.34x . Gross leverage** up to 5.34x vs. 9M 2017 due to cash 5.27x outflow related to Floating Fixed Rate Notes interest payment in 5.20x October

5.12x • * Annualized Last Two Quarter Adjusted Pro Forma EBITDA is calculated as two times the amount of Consolidated Adjusted L2Q EBITDA plus two times € 0.6 million of 5 months 2017 Teleing EBITDA (Teleing consolidated in United Group from 1. December 2017) plus two times €0.03 million of 4 months 2017 Kabel Group EBITDA (Kabel Group consolidated in United Group from 1. November 2017) plus €1.3 million of expected synergies with Ikom

9M 2017 FY 2017 • ** Gross and net indebtedness were reduced by €200 million, which is the amount deposited on a special account for the acquisition of CME assets in 17 Gross leverage Net leverage Slovenia and Croatia. The adjustment was made as CME EBITDA is not included in the Group EBITDA which is used in the leverage calculation Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

18 Mergers & Acquisitions

. On January 1, 2017, Total TV d.o.o. merged into Telemach d.o.o., Slovenia.

. On February 1, 2017, EUnet d.o.o. merged into SBB d.o.o., Serbia. Both mergers are a part of routine corporate structure optimization.

. On February 9, 2017, the Group concluded an agreement to acquire 100% of Fight Channel d.o.o., Croatia, for €2.5 million. The transaction closed on April 5, 2017.

. On April 20, 2017, the Group acquired IKOM, a cable operator in Serbia with 93 thousand unique cable subscribers, for a total consideration of €45 million.

. On April 21, 2017, the Group acquired 51% of IDJ Digital Holding Limited, Malta, for €551 thousand.

. On April 12, 2018, we announced that Slovenia Broadband has agreed to extend the long stop date for the CME Acquisition to June 30, 2018. In any event, we will continue to endeavor to have this acquisition completed by May 31, 2018.

. In June 2017, we signed an SPA for the acquisition of a cable operator Teleing in Slovenia with approximately 14,000 subscribers for a purchase price of €10 million. The transaction closed on December 15, 2017

. On October 18, 2017, the Group concluded an agreement to acquire the entire stake in Kabel Group 85 d.o.o. Serbia. The transaction closed on October 18 2017. Total consideration for the acquisition amounts to €2.1 million.

. On October 9, 2017, Telemach Bosnia acquired the assets of ASK, a cable operator with approximately 2,000 subscribers for total consideration of €0.56 million.

. United Group continually monitors M&A opportunities and is currently in the early stages of evaluating multiple potential opportunities. In line with its stated strategy, the Group is looking for acquisitions that are value accretive and offer substantial synergies with the Group’s existing operations.

19 Agenda

Introduction

Highlights

Operational review

Financial review

Mergers & Acquisitions

Appendices

20 Income statement in €000 FY 2016* FY 2017

Revenue 459,011 520,582 Other income 3,509 4,092 Content cost (65,567) (78,606) Satellite capacity cost (7,118) (6,291) Interconnection link cost (36,066) (39,090) Materials cost (44,693) (39,121) Staff costs (48,337) (55,059) Other operating expenses (91,504) (171,374) IFRS EBITDA 169,235 135,133

Depreciation (77,810) (89,524) Amortization of intangible assets (47,130) (58,934) Results from operating activities 44,295 (13,325)

Finance income 8,547 17,549 Finance costs (67,041) (113,809) Net finance costs (58,494) (96,260)

Profit/(loss) before tax (14,199) (109,585)

Income tax (expenses)/benefit 1,162 (5,608) Minority share Profit/(Loss) for the period (13,037) (115,193)

Other comprehensive loss Items that are or may be reclassified subsequently to profit and loss Currency translation differences (5,753) 6,857 Other comprehensive loss (income) for the period (5,753) 6,857

Total comprehensive loss (income) for the period (18,790) (108,336)

(Loss)/profit attributable to: Owners of the Company (14,890) (117,628) Non-controlling interests 1,853 2,435 (Loss)/profit for the period (13,037) (115,193)

Total comprehensive (loss)/income attributable to: Owners of the Company (20,643) (110,771) Non-controlling interests 1,853 2,435 Total comprehensive (loss)/income for the period (18,790) (108,336) 21 Statement of financial position

in €000 FY 2016* FY 2017 Assets Property, plant and equipment 353,214 372,642 Goodwill 679,151 649,115 Intangible assets 227,099 257,382 Investment property 435 386 Loans to related parties 32,002 32,011 Other financial assets 545 3,088 Non current prepayments 30 1,239 Deferred costs 1,422 3,175 Deferred tax assets 9,539 9,311 Non-current assets 1,303,437 1,328,349

Programming rights held for sale Inventories 5,042 7,014 Trade and other receivables 83,981 110,674 Short term loan receivables and deposits 5,473 209,361 Prepayments 21,048 30,926 Income tax receivable 2,906 1,367 Cash and cash equivalents 13,941 32,560 Current assets 132,391 391,902 Total assets 1,435,828 1,720,251

22 Statement of financial position - continued

Equity Issued and fully paid share capital 125 125 Share premium 568,592 337,557 Other capital reserves Translation and other reserves (20,883) (14,026) Accumulated losses (121,450) (237,152) Equity attributable to owners of the Company 426,384 86,504 Non-controlling interests 12,522 10,509 Total equity 438,906 97,013

Liabilities Loans and borrowings 37,141 77,729 Bonds 774,969 1,328,632 Amortization of bond related fees Long term liabilities 94 296 Long term provisions 7,476 10,831 Deferred revenue 6,106 7,185 Finance lease liabilities 6,011 1,449 Deferred tax liabilities 31,000 32,731 Employee benefits 599 639 Non-current liabilities 863,396 1,459,492

Trade and other payables 99,732 115,491 Interest payable 8,429 23,202 Current tax liabilities 873 4,218 Bonds Loans and borrowings 5,367 1,038 Deferred revenue 8,613 14,597 Finance lease liabilities 10,512 5,200 Current liabilities 133,526 163,746 Total liabilities 996,922 1,623,238 Total equity and liabilities 1,435,828 1,720,251

23 Consolidated statement of cash flows

in €000 FY 2016* FY 2017 Cash flows from investing activities Cash flows from operating activities Purchase of property, plant and equipment (103,919) (91,852) Profit/(Loss) for the year (13,037) (115,193) Purchase of intangible assets (38,501) (44,650) Adjustments for: Acquisition of subsidiaries, net of cash acquired (16,210) (53,909) Change in short term loan receivables 665 (203,888) Depreciation 77,810 89,524 Change in other non-current financial asset (30,432) 197 Amortisation 47,130 58,934 Net cash used in investing activities (188,397) (394,102) Impairment of trade and other receivables 4,547 6,303 Impairment of PPE and Intangibles 721 453 Cash flows from financing activities Impairment loss on goodwill 60,025 Proceeds from bond issue 157,875 1,350,000 Tax (income)/expense (1,162) 5,608 Proceeds from borrowings 140,325 199,617 Long term provision (694) Repayment of bond (775,000) Employee benefits Repayment of borrowings (164,061) (163,992) Net finance cost 58,494 96,260 Transaction costs related to loans and borrowings (4,355) (23,165) Operating cash flows before WC changes 174,503 201,221 Aquisition of NCI (903) (1,770) Proceeds from finance lease 5,928 Changes in working capital: Repayment of finance lease (15,365) (10,838) Distribution of share premium (22,000) (231,035) Trade and other receivables (6,478) (33,619) Dividends paid (845) (752) Deferred revenue 485 5,041 Repayment of derivate (2,871) Deferred cost (655) (1,753) Net cash used in financing activities 96,599 340,194 Provision in employees benefits 65 40 Inventories 1,175 (1,972) Net increase in cash and cash equivalents (1,172) 18,564 Prepayments 4,620 (10,893) Cash and cash equivalents at 1 January 15,126 13,941 Trade and other payables (18,540) (915) Cash at ESCROW account Cash generated from operations 155,175 157,149 Effects of movements in exchange rates on cash held (13) 55 Cash and cash equivalents at end of period 13,941 32,560 Interest paid (58,155) (80,322) Income tax paid (6,394) (4,355) Net cash from operating activities 90,626 72,472

Capex data including capitalized inventory 24