Infotrust Ltd · ASX:ITS

Infotrust — Spirit Telecom — Merger or Acquisition (August 2017)

17 slides from Infotrust's merger presentation, Aug 25, 2017

  1. Slide 1: Spirit acquiring World Without Wires Pty Ltd

    Spirit acquiring World Without Wires Pty Ltd Geographically expanding Spirits’ corestrategy Geoff Neate Managing Director © Spirit Telecom Limited 2017 CONFIDENTIAL

  2. Slide 2: Disclaimer

    Disclaimer Important Information The information in this presentation is an overview and does not contain all information necessary for investment decisions. In making investment decisions in connection with any acquisition of securities, investors should rely on their own examination and consult th

  3. Slide 3: Transaction Overview

    Transaction Overview Announcement: Spirit to acquire World Without Wires Pty Ltd [“WWW”] Complimentary Business: High speed wireless broadband residential and business Carrier Terms: $4.6M for 100% of WWW Consideration: $1.48m in Equity (issued at $0.14) and $3.15m in cash Deal Metric: 4.18x EV/EBIT

  4. Slide 4: Compelling Acquisition

    Compelling Acquisition Highly Earnings Accretive: Spirit WWW Combined Uplift Revenue $11.45M $2.65M $14.1M 24% Gross Profit $7.2M $1.9M $9.1M 64% EBITDA (underlying) $2.0M $1.1M $3.1M 55% NPAT (underlying) $0.809M $0.607M $1.4M 75% EPS Accretion 0.44c n/a 0.683c 55% Note: Based on unaudited Financia

  5. Slide 5: Pro forma FY 2017 (un-audited)

    Pro forma FY 2017(un-audited) Combined* Revenue $14.7M Gross Profit $9.6M EBITDA (underlying) $3.4M Net Assets $8.9M NPAT (underlying) $1.7M Debt/Equity 67% Debt/EBITDA 1.76 Earnings/Share (207 mill shares) .820c * Includes full effect of Phone Names acquisition, but only 7 months in stat accounts ©

  6. Slide 6: World Without Wires

    World Without Wires o Commenced 2004 o Office in Burleigh heads o A licenced carrier delivering ‘Fibre-equivalent’ internet to underserviced areas, from Sunshine Coast (Qld) to Northern NSW o 2000+ customers servicing: o Residential o SME o Corporate o Over 12,000 Km2 of coverage o Over 80 wireless

  7. Slide 7: WWW Financials 12 Months to 30 June 2017 (unaudited)

    WWW Financials 12 Months to 30 June 2017 (unaudited) $000 WWW Revenue mix Revenue 2,600 Gross Profit 1,900 EBITDA (underlying) 1,100 NPAT (underlying) 607 • Strong record of growth • Well engineered network • Significant technical expertise • Ready made wholesale channel © Spirit Telecom Limited 201

  8. Slide 8: Solid revenue growth

    Solid revenue growth WWW Revenue growth $3,000,000 $2,500,000 CAGR 33% $2,000,000 $1,500,000 $1,000,000 $500,000 $- FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 © Spirit Telecom Limited 2017 CONFIDENTIAL 8

  9. Slide 9: Strategic Rationale

    Strategic Rationale o Geographically expanding Spirit’s core business model o Similar “Spirit Air model” technology o Combining 2 high margin Telco’s o Each 12 years old o Bringing significant engineering expertise into Spirit o Combined revenue of c.$14.1million, Gross Margin c.$9.1 (64%), EBITDA c

  10. Slide 10: Potential Synergies

    Potential Synergies What WWW brings to Spirit o Geographic expansion o Network from Noosa to Byron o 2200 customers o Longer history in fixed wireless deployment o Strong financials o Strong revenue growth o Strong gross margin o Cash generating o Significant growth opportunities (eg. 400 buildings

  11. Slide 11: Potential Synergies

    Potential Synergies Cost Increased Buying power Network consolidation Software Development & Licensing costs Revenue Increase relevance Increases sales force Network expansion Cross sell of Spirit products to WWW customers © Spirit Telecom Limited 2017 CONFIDENTIAL 11

  12. Slide 12: The vendors

    The vendors o Dainen Keogh (Co-Founder) o Technical Entrepreneur and WWW CEO will join Spirit’s executive as Chief Infrastructure Officer, responsible for network deployment and planning o Vice President of the ‘Wireless ISP Association of Australia’ o Drew Moorley(Co-Founder) o Drew manages WWW’s m

  13. Slide 13: Deployment Example

    Deployment Example o OceanView(40Km north of the Brisbane CBD) provides coverage for a majority of North Brisbane up to Caloundra in the Sunshine Coast o The link is 340Mbps and was primarily built to service corporate clients with the added bonus of extending Business & Residential coverage © Spiri

  14. Slide 14: High Capacity 24GHz Backbone

    High Capacity 24GHz Backbone o The need for bandwidth is always increasing. In November 2016 WWW built a high capacity 24GHz backbone to compliment the lower frequency licensed backbone, providing a combined capacity of over 1Gbps into the Southern Gold Coast / Northern NSW region o This capacity en

  15. Slide 15: Who is Spirit?

    Who is Spirit? o Spirit Telecom Limited (ASX: ST1) o A fast growing niche Telecommunications Carrier, supplying superfast internet and ancillary services to key segments, including: o residential o business o student accommodation o community housing and o business parks o Recognised as being Austra

  16. Slide 16: Spirit Business Model

    Spirit Business Model Spirit owned fixed radio Spirit owned and operated Leased Fibre in-building network Data Centre © Spirit Telecom Limited 2017 CONFIDENTIAL 16

  17. Slide 17: Think Again!

    f T hink Again! = | es

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