Cell C Holdings Ltd. · JSE:CCD
Cell C — Investor Presentation (October 2025)
29 slides from Cell C's investor presentation, October 2025
Slide 1: The South African Network Operator of the Future
The South African Network Operator of the Future October 2025
Slide 2: Pre-IPO Restructuring
Pre-IPO Restructuring
Slide 3: Update on the Pre-IPO Restructuring
Update on the Pre-IPO Restructuring The intention of the Pre-IPO Restructuring is to ensure that Cell C is appropriately structured for success in the listed environment Rationale for the Pre-IPO Restructuring Timeline and latest updates • The intention of the “Pre-IPO Restructuring” is to ensure th
Slide 4: Update on the Pre-IPO Restructuring (cont'd)
Update on the Pre-IPO Restructuring (cont’d) The intention of the Pre-IPO Restructuring is to ensure that Cell C is appropriately structured for success in the listed environment Debt-to-equity conversion / legacy liability settlement – Cell C Airtime vault conversion – Cell C related transaction re
Slide 5: Update on the Pre-IPO Restructuring (cont'd)
Update on the Pre-IPO Restructuring (cont’d) The intention of the Pre-IPO Restructuring is to ensure that Cell C is appropriately structured for success in the listed environment CEC transfer – Cell C related transaction SPV structure – Cell C ownership structure transaction Acquisition of SPV share
Slide 6: Debt evolution to position the business for long-term growth
Debt evolution to position the business for long-term growth The pre-listing restructuring of the business materially strengthens the financial position, with a material reduction in interest bearing and lease liabilities Gross debt: interest bearing borrowings and lease liabilities (current and non
Slide 7: Financial performance
Financial performance
Slide 8: Financial performance highlights | A platform for growth
Financial performance highlights | A platform for growth May 2025 May 2025 A compelling financial profile combining scale and dynamic growth Cell C actual1 Group pro forma2 1 Net revenue 2 Earnings Service revenue R11.0bn R11.6bn EBITDA R2.1bn R3.1bn YoY growth 2.5% 7.7% YoY growth 6.1% 57.4% Margin
Slide 9: Revenue diversification strengthened by CEC combination
Revenue diversification strengthened by CEC combination The combination of CEC expected to add scale and a higher contribution of Equipment revenue to a stabilised base of Service revenue Cell C net revenue (R’m) Bridge to pro forma Group net revenue (R’m) Revenue contribution by segment (%)6 120 .0
Slide 10: Strategic shift to optimise value from Cell C's subscriber base
Strategic shift to optimise value from Cell C’s subscriber base Core focus on customer base management and MVNO partnerships Subscriber numbers1,2 (‘m) and subscriber growth (%) on a quarterly basis QoQ 20.0 ▪ The MVNO strategy has demonstrated its success to date through Growth MVNO 1.4% 2.5% 2.6%
Slide 11: Steady growth in ARPU performance
Steady growth in ARPU performance ARPU is a healthy comparative against the local market, following consistent ARPU growth across the prepaid and postpaid customer base Postpaid, prepaid and blended ARPU (R) and ARPU growth (%)2 Peers (quarter ended June 2025)3 On a blended basis, Cell C is in line
Slide 12: Pro forma EBITDA underscores improving profitability
Pro forma EBITDA underscores improving profitability Historic growth in the Cell C EBITDA base, strengthened through the restructure and the combination of CEC Cell C EBITDA (R’m) Bridge to pro forma Group EBITDA (R’m) YoY 53.6% 6.1% 57.4%2 Growth 3,500 3,500 Excludes 487 3,121 187 3,000 extraordina
Slide 13: Capex-light business model delivers growing EBIT
Capex-light business model delivers growing EBIT Improving EBIT representative the Group’s capex-light operating model with meaningfully lower depreciation and amortisation Cell C EBIT (R’m) Bridge to pro forma Group EBIT2 (R’m) YoY 684.2% 13.4% 68.4%3 Growth 3,000 487 2,371 2,500 2,500 187 403 2,00
Slide 14: Capex-light business model yields EBIT margins comparable to peers
Capex-light business model yields EBIT margins comparable to peers Margins are enhanced through the restructure and combination of CEC EBITDA margin relative to peers2,3 Cell C Local peers International peers 45. 0% 39.7% 37.3% 40. 0% 36.7% 36.6% 35.1% 35. 0% 32.8% 37.4% 30. 0% 22.8% 25.2% 25. 0% 18
Slide 15: Unique operating model propelling growth and returns
Unique operating model propelling growth and returns Pioneering network strategy translates to a notably lower capex intensity relative to sector peers Capex (R’m) Total invested capital R3.7bn ROIC1 69.2% (2025 Group pro forma) Period ended 31 December Period ended 31 May 1,200 1,000 ▪ In July 2021
Slide 16: Debt evolution to position the business for long-term growth
Debt evolution to position the business for long-term growth The pre-listing restructuring of the business materially strengthens the financial position, with a material reduction in interest bearing and lease liabilities Gross debt: interest bearing borrowings and lease liabilities (current and non
Slide 17: Progression of Equity to a positive balance
Progression of Equity to a positive balance The Group pre-IPO restructure complemented by the combination of CEC, ensures a robust balance sheet ahead of a potential IPO Equity (R’m) 4,000 4 1 3,194 2,732 Updated valuation of pre-existing 3 6 5 (221) contracts under the business combination of CEC a
Slide 18: Sustainable free cash flow the result of the operating model
Sustainable free cash flow the result of the operating model Cell C has enhanced its ability to deliver free cash flow over the period Cell C free cash flow conversion (R’m) Bridge to free cash flow from cash from operations for the period ended 31 May 2025 (R’m) 2,000 Period ended Period ended 31 D
Slide 19: Other financial items for consideration
Other financial items for consideration Intercompany ▪ Blu Label will remain a significant shareholder and trusted partner of the Group going forward transactions with ▪ All transactions between the Group and Blu Label are currently and will going forward be conducted on an arm’s length basis Blu La
Slide 20: Outlook and Guidance
Outlook and Guidance
Slide 21: Summary of Cell C's financial outlook
Summary of Cell C’s financial outlook New capital structure aligned to support Cell C’s business model Detail Near term Medium term • Increased subscriber growth across mobile Net revenue • Improved ARPU, driven by a high-value customer model across prepaid and postpaid • Low to mid single digits •
Slide 22: Appendix
Appendix 22
Slide 23: Basis of preparation
Basis of preparation Financial reporting framework Basis of preparation1 • Consolidated financial statements prepared under IFRS on a going concern basis • All financial information shown for the reporting period begins on 1 June and ends on 31 May, unless stated otherwise 1. Reporting period inform
Slide 24: Ongoing financial disclosure
Ongoing financial disclosure Disclosure strategy going forward, including financial metrics and KPIs on an IFRS and non-IFRS basis Ongoing financial disclosure KPIs Financial Metrics Service1 Equipment Group Operational KPIs Service1 Equipment Group Net revenue ✓ ✓ ✓ Subscriber numbers and growth ✓
Slide 25: Distilling financial performance
Distilling financial performance May 2025 Group Key financials Units May 2023 Cell C May 2024 Cell C May 2025 Cell C Proforma CAGR Total revenue R’m 10,650 10,854 11,138 13,714 13.5% YoY growth % - 1.9 2.6 26.4 - EBITDA R’m 1,2912 1,983 2,104 3,121 52.5% Margin % 12.1 18.3 18.9 22.8 - YoY growth % -
Slide 26: Detail on the 2025 Group pro forma bridge
Detail on the 2025 Group pro forma bridge 1 2 2 3 4 5 Conversion of Discontinuation Total 2025 Cell C 2025 CEC CEC business Intercompany Management Transaction 2025 Group Pro forma income statement Units standalone standalone unearned combination elimination structure fees of TPC airtime restructuri
Slide 27: Legal Disclaimer
Legal Disclaimer Confidentiality Notice: THIS PRESENTATION AND ITS CONTENTS ARE STRICTLY CONFIDENTIAL AND ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES (EXCEPT TO A LIMITED NUMBER OF QIBS (AS DEFINED BELOW)), AUSTR
Slide 28: Legal Disclaimer
Legal Disclaimer Financial information The Information is subject to updating, revision, amendment, verification, correction, completion and change without notice. In providing access to the Information, none of BLU, the Cell C Group, the Banks or any of their respective Representatives or any other
Slide 29: Thank you!
Thank you! 29