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RNS Number : 3212D Helios Towers PLC 07 May 2026
Unaudited trading update for the three months ended 31 March 2026
+1,406 tenancy additions year-to-date
+14% year-on-year Adjusted EBITDA growth
2026 guidance upgraded for strengthened tenancy pipeline
London, 7 May 2026: Helios Towers plc ("Helios Towers", "the Group" or "the
Company"), the independent
mobile tower company, today announces results for the three months to 31 March
2026 ("Q1 2026").
Tom Greenwood, Chief Executive Officer, said:
"I am delighted with our strong first-quarter performance, which highlights
the structural growth momentum across our markets. Demand for data and
connectivity across Africa and the Middle East remains exceptionally strong,
with our mobile operator customers accelerating investment, driving
significantly increased demand for our infrastructure. Our world-class
operations, market-leading capabilities and disciplined capital management
makes us uniquely positioned to capitalise on these trends.
Our tenancy pipeline this year is significant and we are upgrading our
financial and operational FY 2026 guidance. We now target a record 3,000 to
3,500 tenancy additions for FY 2026, increasing by 1,000 compared to prior
guidance, and all meeting our disciplined return thresholds. It has been a
very positive start to our IMPACT 2030 strategic cycle and we are uniquely
positioned to capture highly accretive organic growth, while also delivering
attractive shareholder distributions and maintaining a strong balance sheet.
We are delighted with the early momentum and look forward to continued
delivery ahead."
Q1 2026 Q1 2025 Change
Tenancies 33,350 30,074 +11%
Tenancy ratio 2.22x 2.09x +0.13x
Adjusted EBITDA (US$m)(1) 127.2 111.1 +14%
Operating profit (US$m) 81.8 76.6 +7%
Recurring free cash flow (US$m)(1) 9.7 16.9 -7.2
Return on invested capital (ROIC) (%) (1) 14.5% 13.8% +0.7ppt
Net leverage(1,2) 3.5x 4.0x -0.5x
1 Alternative Performance Measures are described in our defined terms and
conventions.
2 Calculated as per the Senior Notes definition of net debt divided by
annualised Adjusted EBITDA.
Financial highlights
Strong financial performance driven by tenancy growth, underpinned by a base
of contracted revenues with embedded contractual CPI and power price
protections
· Revenue increased by 12% to US$229.2m (Q1 2025: US$203.8m), driven by
tenancy growth, with mobile network operators continuing to expand coverage to
meet growing data demands, in addition to CPI escalations and favourable
foreign exchange movements
· Adjusted EBITDA increased by 14% year-on-year to US$127.2m (Q1 2025:
US$111.1m), driven by tenancy growth
· Adjusted EBITDA margin increased by 1ppt year-on-year to 56%, driven
by margin accretive tenancy ratio expansion
· Operating profit increased year-on-year by US$5.2m to US$81.8m,
driven by Adjusted EBITDA growth partially offset by higher depreciation
· Business underpinned by future contracted revenues of US$5.3bn, of
which c.70% is from investment grade customers, with an average remaining
initial life of 6.7 years
Disciplined & flexible capital allocation
Capital allocation framework delivering high incremental returns and
shareholder distributions
· Recurring free cash flow decreased by US$7.2m to US$9.7m (Q1 2025:
US$16.9m), with Adjusted EBITDA growth offset by working capital movements,
consistent with typical variability in customer payment timing between periods
· Discretionary capital additions were US$37.9m, driven by 1,406 tenancy
additions year-to-date, including 246 sites
o Sites and tenancies concluded at 14,992 and 33,350 respectively, with a
tenancy ratio of 2.22x (FY 2025: 2.17x)
· ROIC increased by 0.7ppt to 14.5% compared to Q1 2025,
driven by tenancy ratio expansion
· Net leverage decreased by 0.5x year-on-year to 3.5x
· The Group continues to proactively strengthen its balance
sheet:
o In April 2026, the Group refinanced its 2028 Term Loan through the
issuance of US$500m 6.750% senior notes, maturing in 2031
§ This transaction reduced the Group's cost of debt by c.40bps to 6.7% and
extended average maturities by one year
o In May 2026, the Group raised a US$250m 3 year Term Loan to manage its
2027 Convertible Bond and for general corporate purposes, which remains
undrawn
§ The Group now has over US$500m in cash and available debt facilities
2026 outlook and guidance
· The Group has a strong site and tenancy pipeline from investment grade
and blue-chip customers, underpinning an upgrade to FY 2026 guidance:
o 3,000-3,500 tenancy additions (prior: 2,000-2,500)
§ Uplift of 1,000 tenancies, including c.500 sites
o Adjusted EBITDA of US$515m-US$530m (prior: US$510m-US$525m), with US$5m
uplift expected in FY 2026 due to timing of roll-out
§ Incremental 1,000 tenancies are expected to deliver >US$15m annualised
Adjusted EBITDA from FY 2027
o Recurring free cash flow(1) of US$215m-US$230m (prior: US$210m-US$225m)
o Capital allocation targets:
§ Discretionary capex(2) of US$180m-US$210m (prior: US$110m-US$140m), an
uplift of US$70m for incremental tenancies
§ Share buyback(3) of US$51m (unchanged)
§ Dividend(4) of US$25m (unchanged)
1 FY 2026 RFCF guidance assumes c.US$20m of net working capital
outflow.
2 Discretionary includes acquisitions, growth and upgrade capex.
3 Reflects the remaining balance of the Board-approved US$75m
buyback authorisation after US$24m repurchased in FY 2025.
4 Reflects the FY 2026 fiscal dividend, intended to be paid 1/3 in
FY 2026 and 2/3 in FY 2027.
Helios Towers' management will host a conference call for analysts and
institutional investors at 09:30 BST on Thursday 7 May 2026. For the best user
experience, please access the conference via the webcast. You can access the
event using the link below:
Registration Link - Helios Towers Q1 2026 Results
(https://stream.brrmedia.co.uk/broadcast/69c66a4d87b8d50012e98f0e)
If you are unable to use the webcast for the event, or if you intend to
participate in Q&A during the call, please dial in using the details
below:
Europe & International +44 (0) 33 0551 0200
South Africa (local) 0 800 980 512
USA (local) +1 786 697 3501
Password: Helio Towers Q1 Results
A replay of this conference call and transcript will remain available in the
Investors section of the Company's website for a limited time at:
Helios Towers - Results, Reports and Presentations
(https://www.heliostowers.com/investors/results-and-presentations/)
For further information go to:
www.heliostowers.com (http://www.heliostowers.com)
Investor Relations
Chris Baker-Sams - Head of Strategic Finance & Investor Relations
investorrelations@heliostowers.com (mailto:investorrelations@heliostowers.com)
+44 (0)782 511 2288
Mike Allison - Strategic Finance & Investor Relations Manager
investorrelations@heliostowers.com (mailto:investorrelations@heliostowers.com)
+44 (0)754 070 6833
Media relations
Andy Rivett-Carnac
Headland
+44 (0)796 899 7365
HeliosTowers@headlandconsultancy.com
(mailto:HeliosTowers@headlandconsultancy.com)
Joe Hughes
Headland
+44 (0)731 137 0016
HeliosTowers@headlandconsultancy.com
(mailto:HeliosTowers@headlandconsultancy.com)
Upcoming Conferences and Events
· Barclays ESG Corporate Day (Virtual) - 17 June 2026
· H1 2026 Results & 'Multi-decade growth runway' deep-dive (London
- In-person) - 30 July 2026
· Numis dbAccess European TMT Conference (London) - 3 September 2026
· JPM Emerging and Frontier Markets Opportunities Conference (London) -
15 September 2026
· RMB Annual Off Piste Investor Conference (Cape Town) - 17 September
2026
· Q3 2026 Results (Virtual) - 5 November 2026
About Helios Towers
· Helios Towers is a leading independent mobile tower company
connecting people and powering growth across Africa and the Middle East. We
deliver world-class operations at nearly 15,000 mobile tower sites across nine
countries in Africa and the Middle East - the fastest growing region globally
for mobile services - providing mission critical infrastructure and power
services to leading mobile network operators ("MNOs").
· Our pioneering approach enables colocation - the sharing of
telecom tower sites - by hosting multiple MNOs on individual sites, creating
benefits in the performance quality, the environmental impact, and the cost of
rolling out and running mobile networks in our markets.
· Helios Towers' business excellence methodology focuses on
delivering world-class performance for its customers - centred around the
development and upskilling of its people. We foster a culture of learning and
continuous improvement to deliver global standards in processes and
innovation, which makes us the partner of choice for all the region's leading
MNOs.
· As one of the largest and fastest-growing FTSE-listed companies
focused on operating in Africa and the Middle East, Helios Towers' disciplined
approach to capital allocation, long-term partnerships with leading MNOs and
its operational capabilities deliver resilient performance that is reshaping
digital connectivity in the region and catalysing investment that is essential
to unlocking its human and economic potential.
Financial and operating metrics
Key metrics
For the three months ended 31 March:
Group Middle East & North
Africa(3) East & West Africa(4) Central & Southern
Africa(5)
2026 2025 2026 2025 2026 2025 2026 2025
US$m US$m US$m US$m US$m US$m US$m US$m
Sites at period end 14,992 14,417 2,654 2,557 6,665 6,534 5,673 5,326
Tenancies at period end 33,350 30,074 4,814 4,405 15,219 13,907 13,317 11,762
Tenancy ratio at period end 2.22x 2.09x 1.81x 1.72x 2.28x 2.13x 2.35x 2.21x
Revenue for the period 229.2 203.8 19.2 18.7 94.2 83.7 115.8 101.4
Adjusted gross margin(1) 68% 66% 82% 82% 74% 72% 61% 57%
Adjusted EBITDA for the period(2) 127.2 111.1 12.5 12.5 59.7 52.0 57.6 46.3
Adjusted EBITDA Margin for the period 56% 55% 65% 67% 63% 62% 50% 46%
1 Adjusted gross margin means gross profit, adding back site depreciation,
divided by revenue.
2 Group Adjusted EBITDA for the period includes corporate costs of US$2.6
million (2025: US$0.3 million credit). To make the operating structure more
efficient, as of Q1 2026 the Group has increased
corporate cost recharges to each of its segments. For improved
comparability, prior period segment Adjusted EBITDA has been restated for
these increases.
3 Middle East & North Africa ('MENA') segment reflects the Company's
operations in Oman.
4 East & West Africa segment reflects the Company's operations in
Tanzania, Senegal and Malawi.
5 Central & Southern Africa segment reflects the Company's operations in
DRC, Congo Brazzaville, South Africa, Ghana and Madagascar.
Total tenancies
As at 31 March:
Group MENA East & West Africa
Group Oman Tanzania Senegal Malawi
2026 2025 2026 2025 2026 2025 2026 2025 2026 2025
Standard colocation tenants 13,382 12,313 1,217 1,227 5,736 5,305 164 130 619 598
Amendment colocation tenants 4,976 3,344 943 621 1,545 1,091 131 59 359 190
Total colocation tenants 18,358 15,657 2,160 1,848 7,281 6,396 295 189 978 788
Total sites 14,992 14,417 2,654 2,557 4,288 4,252 1,479 1,458 898 824
Total tenancies 33,350 30,074 4,814 4,405 11,569 10,648 1,774 1,647 1,876 1,612
Tenancy ratio 2.22x 2.09x 1.81x 1.72x 2.70x 2.50x 1.20x 1.13x 2.09x 1.96x
Central & Southern Africa
DRC Congo Brazzaville Ghana South Africa Madagascar
2026 2025 20 2026 2025 2026 2025 2026 2025 2026 2025
Standard colocation tenants 3,973 3,475 197 194 984 969 285 254 207 161
Amendment colocation tenants 1,005 664 211 83 587 486 134 102 61 48
Total colocation tenants 4,978 4,139 408 277 1,571 1,455 419 356 268 209
Total sites 2,845 2,694 554 553 1,099 1,097 388 382 787 600
Total tenancies 7,823 6,833 962 830 2,670 2,552 807 738 1,055 809
Tenancy ratio 2.75x 2.54x 1.74x 1.50x 2.43x 2.33x 2.08x 1.93x 1.34x 1.35x
Revenue
Revenue increased by 12% to US$229.2m in the three-month period ended 31 March
2026 (Q1 2025: US$203.8m). The increase was largely driven by the growth in
tenancies from 30,074 as of 31 March 2025 to 33,350 as of 31 March 2026.
For the period ended 31 March 2026, 99% of revenues were from multinational
MNOs and 68% were denominated in US Dollar, CFA Franc (which is pegged to the
Euro) or Omani Rial (which is pegged to the US Dollar).
Contracted revenue
The following table provides our total undiscounted contracted revenue by
region as of 31 March 2026 for each of the periods from 2026 to 2030, with
local currency amounts converted at the applicable average rate for US Dollars
for the period ended 31 March 2026 held constant. Our contracted revenue
calculation for each year presented assumes: (i) no escalation in fee rates,
(ii) no increases in sites or tenancies other than our committed tenancies,
(iii) our customers do not utilise any cancellation allowances set forth in
their MSAs, (iv) our customers do not terminate MSAs early for any reason and
(v) no automatic renewal.
Year ended 31 December
9 months to 2027 2028 2029 2030
31 December 2026
US$m US$m US$m US$m US$m
Middle East & North Africa 47.9 63.7 63.7 63.7 63.7
East & West Africa 217.1 268.3 262.3 250.3 243.5
Central & Southern Africa 303.3 362.4 335.8 283.8 255.2
568.3 694.4 661.8 597.8 562.4
The following table provides our total undiscounted contracted revenue by key
customer type as of 31 March 2026 over the life of the contracts with local
currency amounts converted at the applicable average rate for US Dollars for
the period ended 31 March 2026 held constant. Our calculation uses the same
assumptions as above. The average remaining life of customer contracts is 6.7
years.
(US$m) Total Committed Revenues Percentage of Total Committed Revenues
Large multinational MNOs 5,171.9 97.2%
Other 146.8 2.8%
5,318.7 100%
Adjusted EBITDA
Adjusted EBITDA increased by 14% to US$127.2m in the three-month period ended
31 March 2026 (Q1 2025: US$111.1m). The increase in Adjusted EBITDA was driven
by tenancy growth and margin accretive tenancy ratio expansion of 0.13x
year-on-year.
From a segment perspective, the year-on-year growth in the Group's Adjusted
EBITDA was driven by its Central & Southern Africa segment, growing by
US$11.3m year-on-year, in addition to the East & West Africa segment
expanding by US$7.7m. To make the operating structure more efficient, as of Q1
2026 the Group has increased corporate cost recharges to each of its segments.
For improved comparability, prior period segment Adjusted EBITDA has been
restated for these increases.
Adjusted EBITDA margin increased by 1ppt to 56% in the three-month period
ended 31 March 2026 (Q1 2025: 55%), driven by margin accretive tenancy ratio
expansion.
Portfolio free cash flow, recurring free cash flow and free cash flow
Recurring free cash flow decreased by US$7.2m year-on-year to US$9.7m (Q1
2025:US$16.9m), with Adjusted EBITDA growth offset by working capital
movements, consistent with typical variability in customer payment timing
between periods.
Free cash flow decreased by US$31.7m year-on-year driven by increased
discretionary capital additions and lower recurring free cash flow.
3 months ended 31 March
2026 2025
US$m US$m
Adjusted EBITDA 127.2 111.1
Less: Maintenance and corporate capital additions (6.8) (5.6)
Less: Payments of lease liabilities(1) (12.4) (8.4)
Less: Tax paid (16.8) (13.8)
Portfolio free cash flow(2) 91.2 83.3
Net payment of interest(3) (18.5) (17.0)
Net change in working capital(4) (63.0) (49.4)
Recurring free cash flow(5) 9.7 16.9
Discretionary capital additions(6) (37.9) (15.4)
Cash paid for exceptional and one-off items, and proceeds from disposal of (2.0) -
assets(7)
Free Cash Flow (30.2) 1.5
1 Payment of lease liabilities comprises interest and
principal repayments of lease liabilities.
2 Refer to reconciliation of cash generated from
operations to portfolio free cash flow in the Alternative Performance Measures
section of the Annual Report.
3 Net payment of interest corresponds to the net of
'Interest paid' (including withholding tax) and 'Interest received' in the
Consolidated Statement of Cash Flows, excluding interest payments on lease
liabilities.
4 Working capital means the current assets less the
current liabilities for the Group. Net change in working capital corresponds
to movements in working capital, excluding cash paid for exceptional and
one-off items and including movements in working capital related to capital
expenditure.
5 Recurring free cash flow has been represented based on
the updated structure of the management cash flow. It is defined as portfolio
free cash flow less net payment of interest and net change in working capital.
6 Discretionary capital additions includes
acquisition, growth and upgrade capital additions.
7 Cash paid for exceptional and one-off items and
proceeds on disposal of assets includes project costs, deal costs, deposits in
relation to acquisitions, proceeds on disposal of assets and non-recurring
taxes.
Gross debt, net debt, net leverage and cash & cash equivalents
Net leverage remained broadly flat quarter-on-quarter and decreased by 0.5x
year-on-year (Q1 2025: 4.0x).
31 March 31 December
2026 2025
US$m US$m
External debt(1) 1,726.4 1,705.5
Lease liabilities 233.4 235.1
Gross debt 1,959.8 1,940.6
Cash and cash equivalents (173.2) (217.3)
Net debt 1,786.6 1,723.3
Annualised Adjusted EBITDA(2) 508.9 502.1
Net leverage(3) 3.5x 3.4x
1 External debt is presented in line with the
balance sheet at amortised cost.
2 Annualised Adjusted EBITDA calculated as
per the Senior Notes definition as the most recent fiscal quarter multiplied
by 4. This is not a forecast of future results.
3 Net leverage is calculated as net debt
divided by annualised Adjusted EBITDA.
Return on Invested Capital
Return on invested capital increased by 0.7ppt year-on-year (Q1 2025: 13.8%) and increased 1.0ppt quarter-on-quarter.
31 March 31 December
2026 2025
US$m US$m
Property, plant and equipment 1,068.0 1,104.9
Accumulated depreciation 1,573.0 1,600.7
Accumulated maintenance and corporate capital expenditure (350.0) (343.2)
Intangible assets 511.3 528.1
Accumulated amortisation 138.7 147.5
Accounting adjustments and deferred consideration for future sites (543.6) (541.7)
Total invested capital 2,397.4 2,496.3
Annualised portfolio free cash flow(1) 348.0 338.2
Return on invested capital 14.5% 13.5%
(1) Annualised portfolio free cash flow is calculated as portfolio free
cash flow for the last twelve
months.
Capital expenditure
The following table shows capital expenditure additions by category during the
three months ended 31 March:
2026 2025
% of % of
US$m Total capex US$m Total capex
Acquisition - - - -
Growth 35.5 79.4% 9.4 44.8%
Upgrade 2.4 5.4% 6.0 28.5%
Maintenance 6.6 14.8% 4.7 22.4%
Corporate 0.2 0.4% 0.9 4.3%
44.7 100.0% 21.0 100.0%
Total capital expenditure increased year-on-year to US$44.7m from US$21.0m.
Growth capital expenditure, which includes new BTS, colocations and
operational efficiency investments increased by US$26.1m year-on-year,
reflecting higher site and colocation rollout. Non-discretionary capex, which
includes maintenance and corporate capex, was broadly flat year-on-year.
Certain defined terms and conventions
We have prepared the annual report using a number of conventions, which you
should consider when reading information contained herein as follows. All
references to 'we', 'us', 'our', 'HT Group', 'Helios Towers' our 'Group' and
the 'Group' are references to Helios Towers, plc and its subsidiaries, taken
as a whole.
'2G' means the second-generation cellular telecommunications network
commercially launched on the GSM and CDMA standards.
'3G' means the third-generation cellular telecommunications networks that
allow simultaneous use of voice and data services, and provide high-speed data
access using a range of technologies.
'4G' means the fourth-generation cellular telecommunications networks that
allow simultaneous use of voice and data services, and provide high-speed data
access using a range of technologies (these speeds exceed those available for
3G).
'5G' means the fifth-generation cellular telecommunications networks. 5G does
not currently have a publicly agreed upon standard; however, it provides
high-speed data access using a range of technologies that exceed those
available for 4G.
'Adjusted EBITDA' is defined by management as profit/(loss) before tax for the
year, adjusted for finance costs, other gains and losses, interest receivable,
loss/(gain) on disposal of property, plant and equipment, amortisation of
intangible assets, depreciation and impairments of property, plant and
equipment, depreciation of right-of-use assets, deal costs for aborted
acquisitions, deal costs not capitalised, share-based payments and LTIP
charges, and other adjusting items. Adjusting items are material items that
are considered one-off by management by virtue of their size and/or incidence.
'Adjusted EBITDA margin' means Adjusted EBITDA divided by revenue.
'Adjusted gross margin' means Adjusted gross profit divided by revenue.
'Adjusted gross profit' means gross profit adding back site and warehouse
depreciation.
'Airtel' means Airtel Africa.
'amendment revenue' means revenue from amendments to existing site contracts
when tenants add or modify equipment, taking up additional vertical space,
wind load capacity and/or power consumption under an existing site contract.
'anchor tenant' means the primary customer occupying each site.
'Analysys Mason' means Analysys Mason Limited.
'annualised Adjusted EBITDA' means Adjusted EBITDA for the last three months
of the respective period, multiplied by four, adjusted to reflect the
annualised contribution from acquisitions that have closed in the last three
months of the respective period.
'annualised portfolio free cash flow' means portfolio free cash flow for the
respective period, adjusted to annualise for the impact of acquisitions closed
during the period.
'average remaining life' means the average of the periods through the
expiration of the term under certain agreements.
'APMs' Alternative Performance Measures are measures of financial performance,
financial position or cash flows that are not defined or specified under IFRS
but used by the Directors internally to assess the performance of the Group.
'average grid hours' or 'average grid availability' reflects the estimated
site-weighted average of grid availability per day across the Group portfolio
in the reporting year.
'Axian' means Axian Group.
'build-to-suit/BTS' means sites constructed by our Group on order by an MNO.
'CAGR' means compound annual growth rate.
'Carbon emissions per tenant' is the metric used for our intensity target. The
carbon emissions include Scope 1 and 2 emissions for the markets included in
the target and the average number of tenants is calculated using monthly
data.
'colocation' means the sharing of site space by multiple customers or
technologies on the same site, equal to the sum of standard colocation tenants
and amendment colocation tenants.
'colocation tenant' means each additional tenant on a site in addition to the
primary anchor tenant and is classified as either a standard or amendment
colocation tenant.
'committed colocation' means contractual commitments relating to prospective
colocation tenancies with customers.
'Company' means Helios Towers, Ltd prior to 17 October 2019, and Helios
Towers plc on or after 17 October 2019.
'Congo Brazzaville' otherwise also known as the Republic of Congo.
'contracted revenue' means total undiscounted revenue as at that date, with
local currency amounts converted at the applicable average rate for US Dollars
held constant. Our contracted revenue calculation for each year presented
assumes: (i) no escalation in fee rates; (ii) no increases in sites or
tenancies other than our committed tenancies (which include committed
colocations and/or committed anchor tenancies); (iii) our customers do not
utilise any cancellation allowances set forth in their MLAs; (iv) our
customers do not terminate MLAs early for any reason; and (v) no automatic
renewal.
'corporate capital expenditure' primarily relates to furniture, fixtures and
equipment.
'CPI' means Consumer Price Index.
'DEI' means diversity, equity and inclusion.
'downtime per tower per week' refers to the average amount of time our sites
are not powered across each week within all our nine markets.
'DRC' means Democratic Republic of the Congo.
'EBT' means Employee Benefit Trust.
'ESG' means environmental, social and governance.
'Executive Committee (ExCo)' means the Group CEO, the Group CFO, the Regional
CEOs, the Coach and Special Projects Director, the Group Chief Commercial
Officer, the Group Director of Delivery, IT and Business Excellence, the
Director of Operations and Engineering, the Interim Group Director of People,
Organisation and Development and the General Counsel and Company Secretary.
'Executive Leadership Team (ELT)' means the ExCo, the regional directors, the
country managing directors and the functional specialists.
'Executive Management' means ExCo.
'FCA' means Financial Conduct Authority.
'FRC' means the Financial Reporting Council.
'FRS 102' means the Financial Reporting Standard Applicable in the UK and
Republic of Ireland.
'FTSE' refers to Financial Times Stock Exchange.
'free cash flow' and 'FCF' means recurring levered free cash flow less
discretionary capital additions, cash paid for exceptional and one-off items
and proceeds from disposal of assets.
'FVTPL' means fair value through profit or loss.
'Ghana' means the Republic of Ghana.
'GHG' means greenhouse gases.
'gross debt' means non-current loans and current loans and long-term and
short-term lease liabilities.
'gross leverage' means gross debt divided by annualised Adjusted EBITDA.
'gross margin' means gross profit, adding site and warehouse depreciation,
divided by revenue.
'growth capex' or 'growth capital expenditure' relates to (i) construction
of build-to-suit sites (ii) installation of colocation tenants and (ii) and
investments in power management solutions.
'Group' means Helios Towers, Ltd (HTL) and its subsidiaries prior to 17
October 2019, and Helios Towers plc and its subsidiaries on or after 17
October 2019.
'GSMA' is the industry organisation that represents the interests of MNOs
worldwide.
'hard-currency Adjusted EBITDA' refers to Adjusted EBITDA that is denominated
in US Dollars, US$ pegged, US Dollar linked or Euro pegged.
'hard-currency Adjusted EBITDA %' refers to hard currency Adjusted EBITDA as
a % of Adjusted EBITDA.
'Helios Towers Congo Brazzaville' or 'HT Congo Brazzaville' means Helios
Towers Congo Brazzaville SASU.
'Helios Towers DRC' or 'HT DRC' means HT DRC Infraco S.A.R.L.
'Helios Towers Ghana' or 'HT Ghana' means HTG Managed Services Limited.
'Helios Towers Malawi' or 'HT Malawi' means Helios Towers Malawi Limited.
'Helios Towers Madagascar' or 'HT Madagascar' means Helios Towers Madagascar
SA.
'Helios Towers Oman' or 'HT Oman' means Oman Tech Infrastructure SAOC.
'Helios Towers plc' means the ultimate Company of the Group.
'Helios Towers Senegal' or 'HT Senegal' means Helios Towers Senegal SAU.
'Helios Towers South Africa' or 'HTSA' means Helios Towers South Africa
Holdings (Pty) Ltd and its subsidiaries.
'Helios Towers Tanzania' or 'HT Tanzania' means HTT Infraco Limited.
'IAL' means Independent Audit Limited.
'IFRS' means International Financial Reporting Standards as adopted by the
European Union.
'independent tower company' means a tower company that is not affiliated with
a telecommunications operator.
'indicative site Adjusted gross profit and profit/(loss) before tax' is for
illustrative purposes only, and based on Group average build-to-suit tower
economics as of December 2024. Site profit/(loss) before tax calculated as
indicative Adjusted gross profit per site less indicative selling, general and
administrative (SG&A), depreciation and financing costs.
'IPO' means initial public offering.
'ISA' means individual site agreement.
'ISO accreditations' refers to the International Organization for
Standardization and its published standards: ISO 9001 (Quality Management),
ISO
14001 (Environmental Management), ISO 45001 (Occupational Health and Safety),
ISO 37001 (Anti-Bribery Management) and ISO 27001 (Information Security
Management).
'IVMS' means in-vehicle monitoring system.
'KPIs' means key performance indicators.
'Lean Six Sigma' is a renowned approach that helps businesses increase
productivity, reduce inefficiencies and improve the quality of output.
'lease-up' means the addition of colocation tenancies to our sites.
'Lost Time Injury Frequency Rate' means the number of lost time injuries per
one million hours worked (12-month rolling).
'LSE' means London Stock Exchange.
'LTIP' means long-term incentive plan.
'Madagascar' means Republic of Madagascar.
'Malawi' means Republic of Malawi.
'maintenance capital expenditure' means capital expenditures for periodic
refurbishments and replacement of parts and equipment to keep existing sites
in service.
'Mauritius' means the Republic of Mauritius.
'Middle East' region includes 13 countries namely Hashemite Kingdom of Jordan,
Kingdom of Bahrain, Kingdom of Saudi Arabia, Republic of Iraq, Republic of
Lebanon, State of Kuwait, Sultanate of Oman, State of Palestine, State of
Qatar, Syrian Arab Republic, The Republic of Yemen, The Islamic Republic of
Iran and The United Arab Emirates.
'MLA' means master lease agreement.
'MNO' means mobile network operator.
'mobile penetration' means the amount of unique mobile phone subscriptions as
a percentage of the total market for active mobile phones.
'MTSAs' means master tower services agreements.
'near miss' is an event not causing harm but with the potential to cause
injury or ill health.
'NED' means Non-Executive Director.
'net debt' means gross debt less cash and cash equivalents.
'net leverage' means net debt divided by last quarter annualised Adjusted
EBITDA.
'net receivables' means total trade receivables (including related parties)
and accrued revenue, less deferred income.
'OCI' means other comprehensive income.
'Oman' means Sultanate of Oman.
'Orange' means Orange S.A.
'organic tenancy growth' means the addition of BTS or colocations.
'our established markets' refers to Tanzania, DRC, Congo Brazzaville, Ghana
and South Africa.
'our markets' or 'markets in which we operate' refers to Tanzania, DRC, Congo
Brazzaville, Ghana, South Africa, Senegal, Madagascar, Malawi and Oman.
'Percentage of employees trained in Lean Six Sigma' is the percentage of
permanent employees who have completed the Orange or Black Belt training
programme.
'population coverage' refers to the Company, estimated potential population
that falls within the network coverage footprint of our towers, calculated
using WorldPop source data.
'portfolio free cash flow' defined as Adjusted EBITDA less maintenance and
corporate capital additions, payments of lease liabilities (including interest
and principal repayments of lease liabilities) and tax paid.
'PoS' means points of service, which is an MNO's antennae equipment
configuration located on a site to provide signal coverage to subscribers. At
Helios Towers, a standard PoS is equivalent to one tenant on a tower.
'power uptime' reflects the average percentage our sites are powered across
each month and is a key component of our service offering to customers. For
comparability, figures presented only reflect portfolios that are subject to
power SLAs for both the current and prior reporting period. This includes
Tanzania, DRC, Senegal, Congo Brazzaville, South Africa, Ghana, Madagascar,
Malawi and Oman.
'Project 100' refers to our commitment to invest US$100 million between 2022
and 2030 on lower carbon power solutions.
'recurring free cash flow' (formerly levered portfolio free cash flow) means
portfolio free cash flow less net payment of interest and net change in
working capital.
'RMS' means Remote Monitoring System.
'Road Traffic Accident Frequency Rate' means the number of work-related road
traffic accidents per one million kilometres driven (12-month roll).
'ROIC' means return on invested capital and is defined as annualised portfolio
free cash flow divided by invested capital.
'rural area' while there is no global standardised definition of 'rural', we
have defined rural as milieu with population density per square kilometre of
up to 1,000 inhabitants. These include greenfield sites, small villages and
towns with a series of small settlement structures.
'rural coverage' is the population living within the footprint of a site
located in a rural area.
'rural sites' means sites that align to the above definition of 'rural area'.
'Senegal' means the Republic of Senegal.
'shares' means the shares in the capital of the Company.
'Shareholders' Agreement' means the agreement entered into between the
Principal Shareholders and the Company on 15 October 2019, which grants
certain governance rights to the Principal Shareholders and sets out a
mechanism for future sales of shares in the capital of the Company.
'SHEQ' means safety, health, environment and quality.
'site acquisition' means a combination of MLAs or MTSAs, which provide the
commercial terms governing the provision of site space, and individual ISA,
which act as an appendix to the relevant MLA or MTSA, and include
site-specific terms for each site.
'site agreement' means the MLA and ISA executed by us with our customers,
which act as an appendix to the relevant MLA, and includes certain
site-specific information (for example, location and any grandfathered
equipment).
'site ROIC' is for illustrative purposes only, and based on Group
average build-to-suit tower economics as of December 2024. Site ROIC is
calculated as site portfolio free cash flow divided by indicative
discretionary capital expenditure. Site portfolio free cash flow reflects
indicative Adjusted gross profit per site less ground lease expense and
non-discretionary capex.
'SLA' means service-level agreement.
'South Africa' means the Republic of South Africa.
'standard colocation' means tower space under a standard tenancy site contract
rate and configuration with defined limits in terms of the vertical space
occupied, the wind load and power consumption.
'standard colocation tenant' means a customer occupying tower space under
a standard tenancy lease rate and configuration with defined limits in terms
of the vertical space occupied, the wind load and power consumption.
'strategic suppliers' means suppliers that deliver products or provide us with
services deemed critical to executing our strategy such as site maintenance
and batteries.
'sub-Saharan Africa' or 'SSA' means African countries that are fully or
partially located south of the Sahara.
'Tanzania' means the United Republic of Tanzania.
'telecommunications operator' means a company licensed by the government to
provide voice and data communications services.
'tenancy' means a space leased for installation of a base transmission site
and associated antennae.
'tenancy ratio' means the total number of tenancies divided by the total
number of our sites as of a given date and represents the average number of
tenants per site within a portfolio.
'tenant' means an MNO that leases vertical space on the tower and portions of
the land underneath on which it installs its equipment.
'the Code' means the UK Corporate Governance Code 2024 published by the FRC
and dated January 2025, as amended from time to time.
'the Regulations' means the Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 (as amended).
'the Trustee' means the trustee(s) of the EBT.
'total colocations' means standard colocations plus amendment colocations
as of a given date.
'total cost of ownership' means the total cost of ownership for an MNO if it
were to own and operate a tower themselves, including build, finance and
operating costs.
'total recordable case frequency rate' means the total recordable injuries
that occur per one million hours worked (12-month roll).
'total tenancies' means total anchor, standard and amendment colocation
tenants as of a given date.
'tower contract' means the MLA and individual site agreements executed by us
with our customers, which act as a schedule to the relevant MLA and include
certain site-specific information (for example, location and equipment).
'towerco' means tower company, a corporation involved primarily in the
business of building, acquiring and operating telecommunications towers
that can accommodate and power the needs of multiple tenants.
'tower sites' means ground-based towers and rooftop towers and installations
constructed and owned by us on property (including a rooftop) that is
generally owned or leased by us.
'TSR' means total shareholder return.
'UK GAAP' means the United Kingdom Generally Accepted Accounting Practice.
'upgrade capex' or 'upgrade capital expenditure' comprises structural,
refurbishment and consolidation activities carried out on selected acquired
sites.
'US-style contracts' means the structure and tenor of contracts are broadly
comparable to large US-based companies.
'Vodacom' means Vodacom Group Limited.
Disclaimer:
This release does not constitute an offering of securities or otherwise an
invitation or inducement to any person to underwrite, subscribe for or
otherwise acquire or dispose of securities in Helios Towers plc (the
'Company') or any other member of the Helios Towers group (the 'Group'), nor
should it be construed as legal, tax, financial, investment or accounting
advice. This release contains forward-looking statements which are subject to
known and unknown risks and uncertainties because they relate to future
events, many of which are beyond the Group's control. These forward-looking
statements include, without limitation, statements in relation to the
Company's financial outlook and future performance. No assurance can be given
that future results will be achieved; actual events or results may differ
materially as a result of risks and uncertainties facing the Group.
You are cautioned not to rely on the forward-looking statements made in this
release, which speak only as of the date of this announcement. The Company
undertakes no obligation to update or revise any forward-looking statement to
reflect any change in its expectations or any change in events, conditions or
circumstances. Nothing in this release is or should be relied upon as a
warranty, promise or representation, express or implied, as to the future
performance of the Company or the Group or their businesses.
This release also contains non-GAAP financial information which the Directors
believe is valuable in understanding the performance of the Group. However,
non-GAAP information is not uniformly defined by all companies and therefore
it may not be comparable with similarly titled measures disclosed by other
companies, including those in the Group's industry. Although these measures
are important in the assessment and management of the Group's business, they
should not be viewed in isolation or as replacements for, but rather as
complementary to, the comparable GAAP measures.
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