UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES
EXCHANGE ACT OF 1934
For the month of
May, 2024.
__________________
Commission File
Number: 001-38763
MILLICOM INTERNATIONAL CELLULAR S.A.
(Exact Name of
Registrant as Specified in Its Charter)
2, Rue du Fort Bourbon,
L-1249 Luxembourg
Grand Duchy of Luxembourg
(Address of principal
executive office)
Indicate by check
mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x
Form 40-F ¨
MILLICOM INTERNATIONAL
CELLULAR S.A.
INDEX TO FURNISHED MATERIAL
Item
| 1. | Press release dated May 8, 2024. |
| 2. | Unaudited Interim Condensed Consolidated
Financial Statements for the three-month period ended March 31, 2024. |
Item
1
Earnings Release
Q1 2024 |
|
Luxembourg,
May 8, 2024
Millicom
(Tigo) Q1 2024 Earnings Release
Highlights*
| • | Revenue grew 8.6% driven by Service revenue up 8.8%, due to
stronger currencies and organic growth of 3.8%, up from 3.2% in Q4 attributable to large B2B contracts in Panama and a return to positive
growth in Guatemala. |
| • | Operating profit increased 70.6%, reflecting the revenue increase
and a 3.4% decline in operating expenses, while EBITDA grew 24.5% (20.0% organically) despite $30 million of restructuring costs incurred
in the period. |
| • | Colombia EBITDA rose 50.3% (24.2% organically) with a record
EBITDA margin of 36.5% despite an $18 million restructuring charge. Excluding this one-off, Colombia's EBITDA margin was 41.4%. |
| • | Operating cash flow rose 53.0% organically to $519 million,
reflecting both the robust EBITDA growth and a 38.9% reduction in capex due mostly to slower phasing of investments in 2024 compared
to 2023. |
| • | Net income of $92 million in Q1 2024 was up strongly from $3
million in Q1 2023, reflecting the significant increase in operating profit. |
| • | Leverage declined to 3.10x at the end of March 2024 from 3.29x
at year-end 2023. |
Financial highlights ($ millions) |
Q1 2024 |
Q1 2023 |
% change |
Organic % Change |
Revenue |
1,487 |
1,369 |
8.6% |
3.8% |
Operating Profit |
324 |
190 |
70.6% |
|
Net Profit |
92 |
3 |
NM |
|
Non-IFRS measures (*) |
|
|
|
|
Service Revenue |
1,376 |
1,264 |
8.8% |
3.8% |
EBITDA |
632 |
507 |
24.5% |
20.0% |
Capex |
113 |
185 |
(38.9)% |
|
Operating Cash Flow |
519 |
322 |
61.0% |
53.0% |
Equity Free Cash Flow |
1 |
(133) |
NM |
|
*See
page 10 for a description of non-IFRS measures and for reconciliations to the nearest equivalent IFRS measures.
Millicom
Chief Executive Officer Mauricio Ramos commented:
"I am
very pleased to report that 2024 is off to a good start, as the combination of key investments and strategic initiatives implemented
over the last several years, combined with savings from both phases of Project Everest, produced strong Q1 performance on many fronts:
| • | EBITDA grew 20% organically, with all countries up between 8%
and 26%; |
| • | OCF grew even faster, up 53% organically, as we optimized investment
and benefited from favorable phasing; |
| • | Colombia EBITDA margin hit a new record and is on track to generate
positive and sustainable EFCF in 2024, after years of heavy investment; |
| • | Guatemala returned to positive service revenue and EBITDA growth,
aided by improved mobile pricing; and, |
| • | Panama cemented its market leadership with record postpaid mobile
net additions, as the third mobile operator ceased operations on April 20. |
Q1 benefited
from large B2B contracts, favorable capex phasing, stronger FX and other tailwinds, yet Q1 results demonstrate the cash flow generation
potential of the business, and strengthen our ability to achieve our 2024 Equity Free Cash Flow target of $550 million.
As recently-communicated,
Millicom's Board of Directors appointed Marcelo Benitez to succeed me as Millicom's next CEO. I will continue as Chair of the Board of
Directors, subject to shareholder approval at the upcoming AGM. The entire Board and I look forward to working with Marcelo to ensure
a smooth transition and continued success in his incredible journey with Millicom over the past 30 years."
Earnings Release Q1 2024 | |
Financial
Targets
Millicom
targets Equity free cash flow of around $550 million in 2024. Excluded from this target are (1) any cash proceeds and related taxes stemming
from a potential Lati transaction and (2) cash proceeds from the Colombia tower transaction.
Subsequent
Events
On April
2, 2024, MIC SA completed the issuance of 7.375% $450 million Senior Notes due 2032. A portion of the net proceeds was used to repay
in full $200 million of certain bank loans with DNB.
On April
25, 2024, our Colombian operation issued a COP160 billion (approximately $40 million) three-year bond with a fixed interest rate of 17.0%
payable in Colombian pesos.
During April
2024, we continued to repurchase bonds in the secondary markets. The aggregate principal value repurchased during the month was $15 million
of MICSAs 2028s and $25 million of the Telecel 2027s.
As part of
the share repurchase program launched during Q4 2023, Millicom has continued to repurchase shares in April 2024, acquiring an additional
147,105 shares during the month.
Group
Quarterly Financial Review - Q1 2024
Income statement data
(IFRS)
$ millions (except
EPS in $ per share) |
Q1 2024 |
Q1 2023 |
% change |
Revenue |
1,487 |
1,369 |
8.6% |
Equipment, programming and other direct costs |
(382) |
(372) |
(2.8)% |
Operating expenses |
(473) |
(490) |
3.4% |
Depreciation |
(247) |
(244) |
(1.3)% |
Amortization |
(87) |
(87) |
0.3% |
Share of profit in Honduras joint venture |
13 |
11 |
20.3% |
Other operating income (expenses), net |
13 |
2 |
NM |
Operating profit |
324 |
190 |
70.6% |
Net financial expenses |
(164) |
(166) |
1.0% |
Other non-operating income, (expense) net |
(7) |
19 |
NM |
Gains/(losses) from other JVs and associates, net |
— |
(4) |
NM |
Profit before tax |
153 |
39 |
NM |
Net tax expense |
(71) |
(59) |
(18.8)% |
Non-controlling interests |
10 |
23 |
(56.8)% |
Net profit for the period |
92 |
3 |
NM |
Weighted average shares outstanding (millions) |
171.35 |
170.91 |
0.3% |
EPS |
0.54 |
0.02 |
NM |
In Q1 2024,
revenue increased 8.6% year-on-year, reflecting organic growth in most countries and the effect of the stronger Colombian peso and the
Costa Rican colon. Excluding the effect of foreign exchange rates, revenue and service revenue both increased 3.8%.
Equipment,
programming and other direct costs increased 2.8% due to costs associated with two large B2B projects in Panama, which more than offset
lower programming costs, as we streamlined our offerings. Operating expenses declined $17 million, or 3.4% year-on-year, as savings from
Project Everest more than offset the impact of inflation and foreign exchange movements as well as $30 million of restructuring charges.
Earnings Release Q1 2024 | |
Depreciation
increased 1.3% year-on-year to $247 million, as the effect of the stronger Colombian peso more than offset a decline in local currency
terms due to a longer assumed useful life of tower assets and to a decline in customer premise equipment investment. Amortization was
stable at $87 million.
Share of
profit in our Honduras joint venture increased 20.3% to $13 million, as improved operating performance and lower depreciation were partially
offset by severance costs in that country. Other operating income of $13 million reflects a gain on the sale of towers in Colombia.
As a result
of these and other factors, operating profit increased $134 million, or 70.6%, year-on-year to $324 million.
Net financial
expenses declined by $2 million year-on-year to $164 million, as income on bond purchases was largely offset by the impact of a stronger
Colombian peso on the net interest expense at our Colombia subsidiary.
Other non-operating
expense of $7 million related to foreign exchange losses, mostly in Paraguay, and compares to income of $19 million in Q1 2023 due to
foreign exchange gains in that period.
Tax expense
of $71 million in Q1 2024 increased from $59 million in Q1 2023 mostly reflecting the increase in profitability. Non-controlling interests
of $10 million in Q1 2024 compares to $23 million in Q1 2023, reflecting our partner's share of net losses in both years in Colombia.
As a result
of the above items, net profit attributable to owners of the company was $92 million ($0.54 per share), compared to a net profit of $3
million ($0.02 per share) in Q1 2023. The weighted average number of shares outstanding during the quarter was 171.35 million. As of
March 31, 2024, there were 172.10 million shares issued and outstanding, including 0.71 million held as treasury shares.
Cash
Flow
Cash flow data* ($ millions) |
Q1 2024 |
Q1 2023 |
% change |
EBITDA |
632 |
507 |
24.5% |
Cash capex (excluding spectrum and licenses) |
(133) |
(289) |
53.9% |
Spectrum paid |
(78) |
(53) |
(48.6)% |
Changes in working capital |
(202) |
(124) |
(63.2)% |
Other non-cash items |
10 |
13 |
(24.8)% |
Taxes paid |
(38) |
(37) |
(1.4)% |
Operating free cash flow |
190 |
17 |
NM |
Finance charges paid, net |
(132) |
(129) |
(2.8)% |
Lease payments, net |
(71) |
(69) |
(3.5)% |
Free cash flow |
(14) |
(180) |
92.3% |
Repatriation from joint ventures and associates |
15 |
48 |
(68.3)% |
Dividends and advances to non-controlling interests |
— |
— |
NM |
Equity free cash flow |
1 |
(133) |
NM |
* See
page 10 for a description of non-IFRS measures discussed in the above table.
Earnings Release Q1 2024 | |
Equity Free
Cash Flow (EFCF) in Q1 2024 was $1 million, compared to an outflow of $133 million in Q1 2023. The $134 million improvement in EFCF over
the past year is explained primarily by the following items:
Positives:
| • | $156 million reduction in cash capex, reflecting lower levels of commercial activity
and investment in our Home business unit, especially in Colombia and Bolivia, as well as $39 million of gross proceeds from the Colombia
tower sale; and, |
| • | $125 million increase in EBITDA due to service revenue growth
and savings from Project Everest. |
Detractors:
| • | $78 million increase in working capital, mostly due to severance and other expenses
booked in Q4 2023 but paid in Q1 2024; |
| • | $26 million increase in spectrum payments related to the 1900 MHz band in Colombia; and, |
| • | $33 million decline in repatriation from joint ventures and associates, reflecting
an accelerated payment schedule in 2023 as well as the impact of foreign exchange controls which limited our Honduras joint venture's
ability to pay dividend advances during Q1 2024. |
Debt
($ millions) |
March
31,
2024 |
December
31,
2023 |
September
30,
2023 |
June
30,
2023 |
March
31,
2023 |
USD Debt |
3,746 |
3,859 |
3,905 |
3,905 |
4,103 |
Local Currency Debt |
2,785 |
2,819 |
2,817 |
2,829 |
2,742 |
Gross Debt |
6,530 |
6,678 |
6,721 |
6,735 |
6,845 |
Derivatives & Vendor Financing |
66 |
58 |
53 |
51 |
42 |
Less: Cash |
622 |
780 |
765 |
703 |
904 |
Net Debt* |
5,975 |
5,956 |
6,009 |
6,083 |
5,983 |
EBITDAaL* (LTM) |
1,926 |
1,812 |
1,809 |
1,819 |
1,882 |
Leverage* |
3.10x |
3.29x |
3.32x |
3.34x |
3.18x |
* Net
Debt, EBITDAaL and Leverage are non-IFRS measures and are IFRS consolidated figures. See page 10 for a description of non-IFRS measures
and for reconciliations to the nearest equivalent IFRS measures.
During the
quarter, gross debt declined $148 million to $6,530 million as of March 31, 2024, compared to $6,678 million as of December 31, 2023,
as a result of debt repayments and repurchases. During the quarter, we repurchased and cancelled approximately $132 million aggregate
principal value of our bonds1 for approximately $117 million, consistent with our deleveraging goals.
As of the
end of Q1 2024, 43% of gross debt was in local currency2 , while 79% of our debt was at fixed rates3 with an average
maturity of 4.5 years. Approximately 64% of gross debt was held at our operating entities, while the remaining 36% was at the corporate
level. The average interest rate on our debt was 6.5%. On our dollar-denominated debt4, the average interest rate was 5.7%
with an average maturity of 4.9 years.
Cash was
$622 million as of March 31, 2024, a decrease of $159 million compared to $780 million as of December 31, 2023, and 65% was held in U.S.
dollars. As a result, our net debt was $5,975 million as of March 31, 2024, an increase of $19 million during the quarter, due to share
repurchases of $27 million, partially offset by the $15 million discount on bond repurchases. Leverage (net debt to EBITDAaL) was 3.10x
as of March 31, 2024, down from 3.29x as of December 31, 2023, with the decline due to the significant improvement in EBITDAaL over the
last 12 months.
____________________
1 Including
MICSA, Comcel and Cable Onda bonds
2 Or swapped
for local currency
3 Or swapped
for fixed rates
4 Including
SEK denominated bonds that have been swapped into US dollars.
Earnings Release Q1 2024 | |
Operating
performance
The information
contained herein can also be accessed electronically in the Financial & Operating Data Excel file published at www.millicom.com/investors
alongside this earnings release.
Business
units
We discuss
our performance under two principal business units:
1. Mobile,
including mobile data, mobile voice, and mobile financial services (MFS) to consumer, business and government customers;
2. Fixed
services, including broadband, Pay TV, content, and fixed voice services for residential (Home) customers, as well as voice, data and
value-added services and solutions to business and government customers.
On occasion,
we also discuss our performance by customer type, with B2B referring to our business and government customers, while B2C includes residential
and personal consumer groups.
Market
environment
The macroeconomic
environment remained relatively stable during the period, with little movement in average foreign exchange rates, with the exception
of the Costa Rica colón and Colombian peso, which both appreciated approximately 3% during the quarter, having appreciated approximately
10% and 22%, respectively, over the past year. Foreign exchange rates and movements are presented on page 13.
Key
Performance Indicators
During Q1
2024, our mobile customer base increased by 16,000 to end at 40.7 million. Postpaid continued to perform very strongly with net additions
of 214,000 in Q1, our strongest performance since seasonally-strong Q4 of 2022. In Colombia, we added 133,000 postpaid customers, as
we continued to gain customers reflecting our superior network quality and value proposition. Mobile ARPU increased 8.6% year-on-year,
with every country seeing positive ARPU growth in local currency terms.
At the end
of Q1 2024, our fixed networks passed 13.4 million homes, an increase of 52,000 during the quarter. HFC/ FTTH customer relationships
declined 13,000 in Q1 2024. Many countries experienced positive customer net additions, while Colombia saw a significant improvement
in churn and fewer customer losses during the quarter, even as we continued to prioritize pricing and investment discipline in that market.
Home ARPU increased 9.5% year-on- year, with Colombia up almost 10% in local currency and by more than 30% in U.S. dollar terms.
Key Performance Indicators* (‘000) |
Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q1 2024
vs
Q1 2023 |
Mobile customers |
40,681 |
40,665 |
40,767 |
40,600 |
40,565 |
0.3% |
Of which 4G customers |
22,349 |
22,350 |
21,521 |
21,201 |
20,971 |
6.6% |
Of which postpaid subscribers |
7,344 |
7,130 |
6,938 |
6,739 |
6,550 |
12.1% |
Mobile ARPU ($) |
6.3 |
6.2 |
6.1 |
6.0 |
5.8 |
8.6% |
Homes passed |
13,400 |
13,348 |
13,249 |
13,097 |
13,001 |
3.1% |
Of which HFC/FTTH |
13,169 |
13,112 |
13,005 |
12,836 |
12,731 |
3.4% |
Customer relationships |
4,392 |
4,435 |
4,554 |
4,660 |
4,776 |
(8.0)% |
Of which HFC/FTTH |
3,855 |
3,868 |
3,947 |
4,033 |
4,124 |
(6.5)% |
HFC/FTTH revenue generating units |
8,165 |
8,619 |
8,360 |
8,545 |
8,683 |
(6.0)% |
Of which Broadband Internet |
3,602 |
3,602 |
3,663 |
3,727 |
3,768 |
(4.4)% |
Home ARPU ($) |
28.3 |
28.1 |
27.6 |
26.7 |
25.9 |
9.5% |
* KPIs
exclude our joint venture in Honduras, which is not consolidated in the Group figures.
Earnings Release Q1 2024 | |
Financial
indicators
In Q1 2024,
revenue increased 8.6% year-on-year to $1,487 million, while service revenue increased 8.8% to $1,376 million. Excluding currency movements,
organic service revenue growth was up 3.8% year-on-year, with Mobile up 5.3%, fueled by ARPU growth, while Fixed and other services grew
2.3%. The performance in Fixed largely reflects mid-teen growth in B2B, which more than offset a decline in our Home business during
the quarter.
EBITDA was
$632 million, up 24.5% year-on-year. Excluding the impact of foreign exchange, EBITDA increased 20.0% organically year-on-year. Included
in EBITDA were $30 million of one-off restructuring charges.
Capex was
$113 million in the quarter, down 38.9% year-on-year, as we continue to optimize capital investment in all our operations. The capex
decline also reflected different phasing in our 2024 investment plans compared to 2023.
Operating
Cash Flow (OCF) increased 61.0% year-on-year to $519 million in Q1 2024 from $322 million in Q1 2023.
Financial Highlights*
($m, unless otherwise stated) |
Q1 2024 |
Q1 2023 |
% change |
Organic %
change |
Revenue |
1,487 |
1,369 |
8.6% |
3.8% |
Service revenue |
1,376 |
1,264 |
8.8% |
3.8% |
Mobile |
787 |
721 |
9.1% |
|
Fixed and other services |
572 |
526 |
8.8% |
|
Other |
17 |
17 |
0.9% |
|
EBITDA |
632 |
507 |
24.5% |
20.0% |
EBITDA margin |
42.5% |
37.0% |
5.4 pt |
|
Capex |
113 |
185 |
(38.9)% |
|
OCF |
519 |
322 |
61.0% |
53.0% |
* Service
revenue, EBITDA, EBITDA margin, Capex, OCF and organic growth are non-IFRS measures. Capex is defined as capital expenditures excluding
spectrum, license costs and lease capitalizations. See page 10 for a description of non-IFRS measures and for reconciliations to the
nearest equivalent IFRS measures.
Country
performance
| • | Guatemala service revenue grew 2.0%, while EBITDA increased
7.9%, in local currency terms, a material improvement from recent trends, driven by ARPU growth in Mobile. |
| • | Colombia service revenue was flat in local currency as high-single
digit growth in Mobile offset a decline in Home. EBITDA growth accelerated to 24.2% organically due to both Mobile service revenue growth
and continued Home price discipline, as well as savings from Project Everest. The EBITDA margin of 36.5% was a new record. Excluding
severance, EBITDA margin would have been 41.4%. |
| • | Paraguay had a 12th consecutive quarter of positive service
revenue growth, up 4.3% in local currency, with all business units contributing. EBITDA grew 14.1% organically, and the EBITDA margin
was 48.3%. |
| • | Panama service revenue grew 17.8%, fueled by large B2B contracts,
as well as strong growth in Mobile, while EBITDA grew 26.1% year-on-year. During the quarter, the regulator announced that it would wind-down
operations of Digicel on April 20, 2024, after unsuccessfully trying to sell the country's third mobile operator since taking it over
two years ago. |
| • | Bolivia service revenue was flat, with growth in Mobile and
B2B offset by a decline in Home, where we continue to prioritize price discipline. EBITDA increased 12.7% due to savings from Project
Everest and reduced commercial activity in
Home. During the quarter, we continued to experience challenges in converting Bolivianos to U.S. dollars to pay some of our suppliers,
forcing us to delay payments totaling approximately $16 million as of March 31, 2024. |
Earnings Release Q1 2024 | |
| • | Service revenue in our Other segment, comprised of El Salvador,
Nicaragua and Costa Rica, increased 5.4%, as growth in Mobile and B2B more than offset a decline in Home. EBITDA increased 17.8% driven
by revenue growth and savings from Project Everest. |
| • | Honduras joint venture (not consolidated) service revenue grew
2.8%, while EBITDA rose 10.2% in local currency. As in Bolivia, currency controls introduced over the past year have limited our joint
venture's ability to purchase U.S. dollars, impacting the payment of dividend advances to shareholders. |
ESG
highlights – Q1 2024
On March
12, we published our 2023 Annual Report, providing a comprehensive overview of our financial performance, corporate governance, and environmental,
social, and governance (ESG) initiatives. Aligned with our commitment to transparency and sustainability, we simultaneously published
the SASB and GRI indices.
Environment
Likewise
during the first quarter, Millicom received the 2023 CDP (formerly Carbon Disclosure Project) rating, maintaining our B score and an
unchanged AA rating from MSCI; reflecting our ongoing efforts to measure and manage our environmental impact, mitigate climate risks,
and capitalize on opportunities arising from the transition to a low-carbon economy.
Society
Conectadas,
our education and digital inclusion program aimed at fostering mobile internet usage and skill development among women trained over 30,000
women in Q1 2024. We provided training to over 1,000 educators via our Maestr@s Conectad@s program, while our Conéctate Segur@
program has positively impacted the lives of more than 15,000 children, 1,000 teachers, and 10,000 parents and caregivers through training
and education.
Governance
Aude Durand
joined the Board of Millicom on February 26, 2024. On March 22, 2024, Millicom announced that Sheldon Bruha would be stepping down from
the role of Chief Financial Officer. He is succeeded by Bart Vanhaeren beginning on April 15, 2024.
On April
23, 2024, Millicom published its convening notice for the annual general meeting (AGM) and an extraordinary general meeting (EGM) of
shareholders that will take place on May 23, 2024. Millicom’s Nomination Committee proposed to the AGM, the election of Maxime
Lombardini and Justine Dimovic as new Directors of the Board; the re-election of María Teresa Arnal Machado, Bruce Churchill,
Aude Durand, Tomas Eliasson, Mauricio Ramos, Thomas Reynaud, and Blanca Treviño de Vega as Directors of the Board; and the election
of Mauricio Ramos as Chair of the Board. Ms. Pernille Erenbjerg and Mr. Michael Golan have declined re-election.
On April
25, Millicom's Board of Directors announced the appointment of Marcelo Benitez as CEO of Millicom, effective June 1. Benitez has had
a distinguished career with Millicom, having joined the company in Paraguay nearly 30 years ago and risen through the Company’s
ranks to his most recent role as CEO of TIGO Panama.
Compliance
During Q1,
we designed the Compliance KPIs for 2024, which will have a remunerative effect on country General Managers and other bonus-eligible
employees. These KPIs are largely the same as in 2023, in order to maintain consistency and alignment, with some incremental changes
to support adoption of new program elements or direct additional focus into specific areas.
Earnings Release Q1 2024 | |
Video
conference details
A
video conference to discuss these results will take place on May 8 at 14:00 (Luxembourg/Stockholm) / 13:00 (London) / 08:00 (Miami).
Registration for the live event is required and is available at the following link. After registering,
participants will receive a confirmation email containing details about joining the video conference. Alternatively, participants can
join in a listen-only mode, by dialing any of the following numbers and using webinar ID number 822-3803-6738. Please dial a number base
on your location:
US |
+1 929 205 6099 |
Sweden: |
+46 850 539 728 |
UK: |
+44 330 088 5830 |
Luxembourg: |
+352 342 080 9265 |
Additional
international numbers are available at the following link.
Financial
calendar
2024
Date |
Event |
May 23, 2024 |
AGM & EGM |
August 8, 2024 |
Q2 2024 results |
November 7, 2024 |
Q3 2024 results |
For
further information, please contact
Press: |
Investors: |
Sofia Corral, Communications Director |
Michel Morin, VP Investor Relations |
press@millicom.com |
investors@millicom.com |
About
Millicom
Millicom
(NASDAQ U.S.: TIGO, Nasdaq Stockholm: TIGO_SDB) is a leading provider of fixed and mobile telecommunications services in Latin America.
Through our TIGO® and Tigo Business® brands, we provide a wide range of digital services and products, including TIGO Money for
mobile financial services, TIGO Sports for local entertainment, TIGO ONEtv for pay TV, high-speed data, voice, and business-to-business
solutions such as cloud and security. As of March 31, 2024, Millicom, including its Honduras Joint Venture, employed approximately 15,500
people and provided mobile and fiber-cable services through its digital highways to more than 45 million customers, with a fiber-cable
footprint about 14 million homes passed. Founded in 1990, Millicom International Cellular S.A. is headquartered in Luxembourg.
Regulatory
Statement
This information
was prior to this release inside information and is information that Millicom is obliged to make public pursuant to the EU Market Abuse
Regulation. This information was submitted for publication, through the agency of the contact person set out above, at 12:00 CET on May
8, 2024.
Earnings Release Q1 2024 | |
Forward-Looking
Statements
Statements
included herein that are not historical facts, including without limitation statements concerning future strategy, plans, objectives,
expectations and intentions, projected financial results, liquidity, growth and prospects, are forward-looking statements. Such forward-looking
statements involve a number of risks and uncertainties and are subject to change at any time. In the event such risks or uncertainties
materialize, Millicom’s results could be materially adversely affected. In particular, there is uncertainty about global economic
activity and inflation, the demand for Millicom's products and services, and global supply chains. The risks and uncertainties include,
but are not limited to, the following:
| • | global economic conditions, foreign
exchange rate fluctuations and high inflation, as well as local economic conditions in the markets we serve, which can be impacted by geopolitical
developments outside of our principal geographic markets, such as the armed conflict between Russia and the Ukraine and related sanctions; |
| • | potential disruption due to diseases,
pandemics, political events, armed conflict, acts by terrorists, including the impact of the COVID-19 virus and the ongoing efforts throughout
the world to contain it; |
| • | telecommunications usage levels, including traffic, customer
growth and the accelerated transition from traditional to digital services; |
| • | competitive forces,including pricing pressures, piracy, the
ability to connect to other operators’ networks and our ability to retain market share in the face of competition from existing
and new market entrants as well as industry consolidation; |
| • | the achievement of our operational goals, environmental, social
and governance targets, financial targets and strategic plans, including the acceleration
of cash flow growth, the expansion of our fixed broadband network, the reintroduction of a share repurchase program and the reduction
in net leverage; |
| • | legal or regulatory developments and changes, or changes in
governmental policy, including with respect to the availability and terms and conditions of spectrum and licenses, the level of tariffs,
laws and regulations which require the provision of services to customers without charging, tax matters, controls or limits on the purchase
of U.S. dollars, the terms of interconnection, customer access and international settlement arrangements; |
| • | our ability to grow our mobile financial services business in
our Latin American markets; |
| • | adverse legal or regulatory disputes or proceedings; |
| • | the success of our business, operating and financing initiatives
and strategies, including partnerships and capital expenditure plans; |
| • | our expectations regarding the growth in fixed broadband penetration
rates and the return that our investment in broadband networks will yield; |
| • | the level and timing of the growth and profitability of new
initiatives, start-up costs associated with entering new markets, the successful deployment of new systems and applications to support
new initiatives; |
| • | our ability to create new organizational structures for the
Tigo Money and Towers businesses and manage them independently to enhance their value; |
| • | relationships with key suppliers and costs of handsets and other
equipment; |
| • | disruptions in our supply chain due to economic and political
instability, the outbreak of war or other hostilities, public health emergencies, natural disasters and general business conditions; |
| • | our ability to successfully pursue acquisitions, investments
or merger opportunities, integrate any acquired businesses in a timely and cost-effective manner, divest or restructure
assets and businesses, and achieve the expected benefits of such transactions; |
| • | the availability, terms and use of capital, the impact of regulatory
and competitive developments on capital outlays, the ability to achieve cost savings and realize productivity improvements; |
| • | technological development and evolving industry standards, including
challenges in meeting customer demand for new technology and the cost of upgrading existing infrastructure; |
| • | cybersecurity threats, a security breach or other significant
disruption of our IT systems or those of our business partners, suppliers or customers; |
| • | the capacity to upstream cash generated in operations through
dividends, royalties, management fees and repayment of shareholder loans; and |
| • | other factors or trends affecting our financial condition or
results of operations. |
A further
list and description of risks, uncertainties and other matters can be found in Millicom’s Registration Statement on Form 20-F,
including those risks outlined in “Item 3. Key Information—D. Risk Factors,” and in Millicom’s subsequent U.S.
Securities and Exchange Commission filings, all of which are available at www.sec.gov. All forward-looking statements attributable to
us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. Readers are cautioned not
to place undue reliance on these forward-looking statements that speak only as of the date hereof. Except to the extent otherwise required
by applicable law, we do not undertake any obligation to update or revise forward-looking statements, whether as a result of new information,
future events or otherwise.
Earnings Release Q1 2024 | |
Non-IFRS
Measures
This press
release contains financial measures not prepared in accordance with IFRS. These measures are referred to as “non-IFRS” measures
and include: non-IFRS service revenue, non-IFRS EBITDA, and non-IFRS Capex, among others defined below. Annual growth rates for these
non-IFRS measures are often expressed in organic constant currency terms to exclude the effect of changes in foreign exchange rates,
the adoption of new accounting standards, and are proforma for material changes in perimeter due to acquisitions and divestitures. The
non-IFRS financial measures are presented in this press release as Millicom’s management believes they provide investors with an
additional information for the analysis of Millicom’s results of operations, particularly in evaluating performance from one period
to another. Millicom’s management uses non-IFRS financial measures to make operating decisions, as they facilitate additional internal
comparisons of Millicom’s performance to historical results and to competitors' results, and provides them to investors as a supplement
to Millicom’s reported results to provide additional insight into Millicom’s operating performance. Millicom’s Remuneration
Committee uses certain non-IFRS measures when assessing the performance and compensation of employees, including Millicom’s executive
directors.
The non-IFRS
financial measures used by Millicom may be calculated differently from, and therefore may not be comparable to, similarly titled measures
used by other companies - refer to the section “Non-IFRS Financial Measure Descriptions” for additional information. In addition,
these non-IFRS measures should not be considered in isolation as a substitute for, or as superior to, financial measures calculated in
accordance with IFRS, and Millicom’s financial results calculated in accordance with IFRS and reconciliations to those financial
statements should be carefully evaluated.
Non-IFRS
Financial Measure Descriptions
Service
revenue is revenue related to the provision of ongoing services such as monthly subscription fees for mobile and broadband,
airtime and data usage fees, interconnection fees, roaming fees, mobile finance service commissions and fees from other telecommunications
services such as data services, short message services, installation fees and other value-added services excluding telephone and equipment
sales.
EBITDA
is operating profit excluding impairment losses, depreciation and amortization, and gains/losses on fixed asset disposals.
EBITDA
after Leases (EBITDAaL) represents EBITDA after lease interest expense and depreciation charge.
EBITDA
Margin represents EBITDA in relation to Revenue.
Organic
growth represents year-on-year growth excluding the impact of changes in FX rates, perimeter, and accounting. Changes in perimeter
are the result of acquisitions and divestitures. Results from divested assets are immediately removed from both periods, whereas the
results from acquired assets are included in both periods at the beginning (January 1) of the first full calendar year of ownership.
Net
debt is Debt and financial liabilities, including derivative instruments (assets and liabilities), less cash and pledged and
time deposits.
Leverage
is the ratio of net debt over LTM (Last twelve month) EBITDAaL, proforma for acquisitions made during the last twelve months.
Capex
is balance sheet capital expenditure excluding spectrum and license costs and lease capitalizations. Cash
Capex represents the cash spent in relation to capital expenditure, excluding spectrum and licenses costs. Operating
Cash Flow (OCF) is EBITDA less Capex.
Operating
Free Cash Flow (OFCF) is EBITDA, less cash capex, less spectrum paid, working capital and other non-cash items, and taxes
paid.
Equity
Free Cash Flow (EFCF) is OFCF less finance charges paid (net), lease interest payments, lease principal repayments, and advances
for dividends to non-controlling interests, plus cash repatriation from joint ventures and associates.
Operating
Profit After Tax displays the profit generated from the operations of the company after statutory taxes.
Return
on Invested Capital (ROIC) is used to assess the Group’s efficiency at allocating the capital under its control to and
is defined as Operating Profit After Tax divided by the average invested Capital during the period.
Average
Invested Capital is the capital invested in the company operation throughout the year and is calculated with the average of
opening and closing balances of the total assets minus current liabilities (excluding debt, joint ventures, accrued interests, deferred
and current tax, cash as well as investments and non-controlling interests), less assets and liabilities held for sale.
Average
Revenue per User per Month (ARPU) for our Mobile customers is (x) the total mobile and mobile financial services revenue (excluding
revenue earned from tower rentals, call center, data and mobile virtual network operator, visitor roaming, national third parties roaming
and mobile telephone equipment sales revenue) for the period, divided by (y) the average number of mobile subscribers for the period,
divided by (z) the number of months in the period. We define ARPU for our Home customers as (x) the total Home revenue (excluding equipment
sales and TV advertising) for the period, divided by (y) the average number of customer relationships for the period, divided by (z)
the number of months in the period. ARPU is not subject to a standard industry definition and our definition of ARPU may be different
from other industry participants.
Please
refer to our 2023 Annual Report for a list and description of non-IFRS measures.
Earnings Release Q1 2024 | |
Non-IFRS
Reconciliations
Reconciliation
from Reported Growth to Organic Growth for the Group
($ millions) |
Revenue
Q1 2024 |
Service
Revenue
Q1 2024 |
EBITDA
Q1 2024 |
OCF
Q1 2024 |
A- Current period |
1,487 |
1,376 |
632 |
519 |
B- Prior year period |
1,369 |
1,264 |
507 |
322 |
C- Reported growth (A/B) |
8.6% |
8.8% |
24.5% |
61.0% |
D- FX and other* |
4.8% |
5.1% |
4.5% |
8.0% |
E- Organic Growth (C-D) |
3.8% |
3.8% |
20.0% |
53.0% |
*
Organic growth calculated by re-basing all periods to the budget FX rates of the current year. This creates small differences
captured in "Other". Capex included in OCF is assumed to be in USD and is not rebased.
EBITDA
after Leases reconciliation
EBITDA after Leases Reconciliation |
Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
EBITDA |
632 |
557 |
533 |
515 |
Depreciation of right-of-use assets |
(51) |
(48) |
(47) |
(45) |
Interest expense on leases |
(30) |
(29) |
(30) |
(30) |
EBITDA after Leases |
551 |
479 |
456 |
440 |
One-off
Summary - Items above EBITDA
Everest restructuring ($ millions) |
Q1 2024 |
Q1 2023 |
Colombia |
(18) |
(7) |
Corporate & Others |
(12) |
(8) |
Group Total |
(30) |
(15) |
ARPU
reconciliations
Mobile ARPU Reconciliation |
Q1 2024 |
Q1 2023 |
Mobile service revenue ($m) |
787 |
721 |
Mobile service revenue ($m) from non-Tigo customers ($m) * |
(14) |
(12) |
Mobile service revenue ($m) from Tigo customers (A) |
773 |
709 |
Mobile customers - end of period (000) |
40,681 |
40,565 |
Mobile customers - average (000) (B) ** |
40,673 |
40,570 |
Mobile ARPU (USD/Month) (A/B/number of months) |
6.3 |
5.8 |
* Refers
to production services, MVNO, DVNO, equipment rental revenue, call center revenue, national roaming, equipment sales, visitor roaming,
tower rental, DVNE, and other non-customer driven revenue.
**
Average QoQ for the quarterly view is the average of the last quarter.
Earnings Release Q1 2024 | |
Home ARPU Reconciliation |
Q1 2024 |
Q1 2023 |
Home service revenue ($m) |
382 |
379 |
Home service revenue ($m) from non-Tigo customers ($m) * |
(7) |
(7) |
Home service revenue ($m) from Tigo customers (A) |
375 |
372 |
Customer Relationships - end of period (000) ** |
4,392 |
4,776 |
Customer Relationships - average (000) (B) *** |
4,413 |
4,793 |
Home ARPU (USD/Month) (A/B/number of months) |
28.3 |
25.9 |
Beginning
in Q1 2023 the calculation of Home ARPU now includes equipment rental.
*
TV advertising, production services, equipment rental revenue, call center revenue, equipment sales and other non customer driven revenue.
**
Represented by homes connected all technologies (HFC/FTTH + Other Technologies + DTH & Wimax RGUs).
***
Average QoQ for the quarterly view is the average of the last quarter.
OCF
(EBITDA- Capex) Reconciliation
Group OCF |
Q1 2024 |
Q1 2023 |
EBITDA |
632 |
507 |
(-)Capex (Ex. Spectrum) |
113 |
185 |
OCF |
519 |
322 |
Capex
Reconciliation
Capex Reconciliation |
Q1 2024 |
Q1 2023 |
Consolidated: |
|
|
Additions to property, plant and equipment |
89 |
154 |
Additions to licenses and other intangibles |
91 |
302 |
Of which spectrum and license costs |
67 |
271 |
Total consolidated additions |
180 |
456 |
Of which capital expenditures related to headquarters |
— |
1 |
Earnings Release Q1 2024 | |
Equity
Free Cash Flow Reconciliation
Cash Flow Data |
Q1 2024 |
Q1 2023 |
Net cash provided by operating activities |
240 |
201 |
Purchase of property, plant and equipment |
(131) |
(228) |
Proceeds from sale of property, plant and equipment |
39 |
3 |
Purchase of intangible assets and licenses |
(41) |
(64) |
Purchase of spectrum and licenses |
(78) |
(53) |
Proceeds from sale of intangible assets |
— |
— |
Finance charges paid, net |
161 |
157 |
Operating free cash flow |
190 |
17 |
Interest (paid), net |
(161) |
(157) |
Lease Principal Repayments |
(42) |
(40) |
Free cash flow |
(14) |
(180) |
Repatriation from joint ventures and associates |
15 |
48 |
Dividends paid to non-controlling interests |
— |
— |
Equity free cash flow |
1 |
(133) |
Foreign
Exchange rates
|
|
Average FX rate (vs. USD) |
End of period FX rate (vs. USD) |
|
|
Q1 24 |
Q4 23 |
QoQ |
Q1 23 |
YoY |
Q1 24 |
Q4 23 |
QoQ |
Q1 23 |
YoY |
Bolivia |
BOB |
6.91 |
6.91 |
0.0% |
6.91 |
0.0% |
6.91 |
6.91 |
0.0% |
6.91 |
0.0% |
Colombia |
COP |
3,881 |
3,979 |
2.5% |
4,719 |
21.6% |
3,842 |
3,822 |
(0.5)% |
4,627 |
20.4% |
Costa Rica |
CRC |
517 |
535 |
3.4% |
567 |
9.7% |
507 |
527 |
4.0% |
546 |
7.8% |
Guatemala |
GTQ |
7.81 |
7.84 |
0.3% |
7.83 |
0.2% |
7.79 |
7.83 |
0.5% |
7.80 |
0.2% |
Honduras |
HNL |
24.72 |
24.72 |
0.0% |
24.64 |
(0.3)% |
24.73 |
24.71 |
(0.1)% |
24.64 |
(0.3)% |
Nicaragua |
NIO |
36.62 |
36.58 |
(0.1)% |
36.30 |
(0.9)% |
36.62 |
36.62 |
0.0% |
36.35 |
(0.7)% |
Paraguay |
PYG |
7,316 |
7,367 |
0.7% |
7,269 |
(0.6)% |
7,399 |
7,278 |
(1.6)% |
7,195 |
(2.7)% |
Item 2
Millicom International Cellular S.A.
For the three-month period ended March
31, 2024
May 8, 2024
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 |
|
|
|
Unaudited
interim condensed consolidated statement of income for the three-month period ended March 31, 2024
in millions of U.S. dollars except
per share data
Continuing Operations |
Notes |
Three
months ended March 31,
2024 |
Three
months ended March 31,
2023 |
Revenue |
5 |
1,487 |
1,369 |
Equipment, programming and
other direct costs |
|
(382) |
(372) |
Operating expenses |
|
(473) |
(490) |
Depreciation |
|
(247) |
(244) |
Amortization
|
|
(87) |
(87) |
Share of profit in Honduras
joint venture |
8 |
13 |
11 |
Other operating
income (expenses), net |
|
13 |
2 |
Operating profit |
|
324 |
190 |
Interest and
other financial expenses |
11 |
(183) |
(170) |
Interest and other financial income |
|
19 |
5 |
Other non-operating
(expenses) income, net |
6 |
(7) |
19 |
Profit (loss) from other
joint ventures and associates, net |
|
— |
(4) |
Profit before taxes from continuing operations |
|
153 |
39 |
Tax expense |
|
(71) |
(59) |
Net
profit (loss) for the period |
|
82 |
(20) |
|
|
|
|
Attributable to: |
|
|
|
Owners of the Company |
|
92 |
3 |
Non-controlling interests |
|
(10) |
(23) |
|
|
|
|
Earnings/(loss) per common share for net profit/ (loss) attributable to the owners of the Company: |
|
|
|
Basic ($ per share) |
7 |
0.54 |
0.02 |
Diluted ($ per share) |
7 |
0.53 |
0.02 |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited
interim condensed consolidated statement of comprehensive income for the three-month period ended March 31, 2024
|
Three months ended |
Three months ended |
in millions of U.S. dollars |
March
31,
2024 |
March
31,
2023 |
Net profit
(loss) for the period |
82 |
(20) |
Other
comprehensive income (to be reclassified to statement of income in subsequent periods), net of tax: |
|
|
Exchange differences
on translating foreign operations |
9 |
11 |
Change in value of cash flow hedges, net of tax effects |
(3) |
(5) |
Total comprehensive income (loss) for the period |
88 |
(14) |
|
|
|
Attributable to: |
|
|
Owners of the Company |
98 |
11 |
Non-controlling
interests |
(10) |
(25) |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited interim condensed consolidated
statement of financial position as at March 31, 2024
in millions of U.S. dollars |
Notes |
March 31,
2024 |
December 31,
2023 |
ASSETS |
|
|
|
NON-CURRENT ASSETS |
|
|
|
Intangible
assets, net |
4, 10 |
6,953 |
7,785 |
Property, plant and equipment,
net |
4, 9 |
2,884 |
3,107 |
Right of use
assets, net |
|
941 |
896 |
Investment in Honduras joint
venture |
8 |
589 |
576 |
Contract costs,
net |
|
12 |
12 |
Deferred tax assets |
|
141 |
141 |
Other non-current
assets |
|
89 |
84 |
TOTAL
NON-CURRENT ASSETS |
|
11,608 |
12,601 |
|
|
|
|
CURRENT ASSETS |
|
|
|
Inventories |
|
59 |
45 |
Trade receivables, net |
|
431 |
443 |
Contract assets,
net |
|
80 |
82 |
Amounts due from non-controlling
interests, associates and joint ventures |
|
14 |
12 |
Derivative financial instruments |
13 |
5 |
6 |
Prepayments and accrued
income |
|
238 |
168 |
Current income
tax assets |
|
113 |
118 |
Supplier advances for capital
expenditure |
|
22 |
21 |
Other current
assets |
|
164 |
190 |
Restricted cash |
|
53 |
56 |
Cash and cash
equivalents |
|
622 |
775 |
TOTAL
CURRENT ASSETS |
|
1,802 |
1,915 |
Assets held
for sale |
4 |
943 |
— |
TOTAL
ASSETS |
|
14,353 |
14,516 |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited
interim condensed consolidated statement of financial position as at March 31, 2024 (continued)
in millions of U.S. dollars |
Notes |
March
31,
2024 |
December
31,
2023 |
EQUITY AND LIABILITIES |
|
|
|
EQUITY |
|
|
|
Share capital
and premium |
|
1,325 |
1,334 |
Treasury shares |
|
(14) |
(8) |
Other reserves |
|
(525) |
(500) |
Retained profits |
|
2,725 |
2,785 |
Net profit/
(loss) for the period attributable to owners of the Company |
|
92 |
(82) |
Equity attributable to owners of the Company |
|
3,603 |
3,529 |
Non-controlling
interests |
|
(94) |
(84) |
TOTAL EQUITY |
|
3,509 |
3,445 |
|
|
|
|
LIABILITIES |
|
|
|
NON-CURRENT LIABILITIES |
|
|
|
Debt and financing |
11 |
6,094 |
6,476 |
Lease liabilities |
4 |
937 |
854 |
Derivative financial instruments |
13 |
59 |
46 |
Amounts due
to non-controlling interests, associates and joint ventures |
|
22 |
12 |
Payables and accruals for
capital expenditure |
10 |
81 |
885 |
Provisions
and other non-current liabilities |
|
318 |
330 |
Deferred tax liabilities |
|
140 |
140 |
TOTAL
NON-CURRENT LIABILITIES |
|
7,650 |
8,742 |
|
|
|
|
CURRENT LIABILITIES |
|
|
|
Debt and financing |
11 |
449 |
221 |
Lease liabilities |
|
203 |
189 |
Put option liability |
|
86 |
86 |
Payables and
accruals for capital expenditure |
|
210 |
314 |
Other trade payables |
|
312 |
390 |
Amounts due
to non-controlling interests, associates and joint ventures |
|
61 |
62 |
Accrued interest and other
expenses |
|
458 |
444 |
Current income
tax liabilities |
|
120 |
93 |
Contract liabilities |
|
109 |
156 |
Provisions
and other current liabilities |
|
330 |
374 |
TOTAL
CURRENT LIABILITIES |
|
2,338 |
2,329 |
Liabilities
directly associated with assets held for sale |
4 |
857 |
— |
TOTAL
LIABILITIES |
|
10,845 |
11,071 |
TOTAL
EQUITY AND LIABILITIES |
|
14,353 |
14,516 |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited
interim condensed consolidated statement of cash flows for the period ended March 31, 2024
in
millions of U.S. dollars |
Notes |
March 31,
2024 |
March 31,
2023 |
Cash flows from operating activities |
|
|
|
Profit before taxes |
|
153 |
39 |
Adjustments to
reconcile to net cash: |
|
|
|
Interest
expense on leases |
|
30 |
29 |
Interest
expense on debt and other financing |
|
153 |
142 |
Interest
and other financial income |
|
(19) |
(5) |
Adjustments for non-cash items: |
Depreciation
and amortization |
|
334 |
331 |
Share
of profit in Honduras joint venture |
8 |
(13) |
(11) |
Gain
on disposal and impairment of assets, net |
|
(13) |
(2) |
Share-based
compensation |
|
10 |
13 |
Loss
from other associates and joint ventures, net |
|
— |
4 |
Other
non-cash non-operating (income) expenses, net |
6 |
7 |
(19) |
Changes in working capital: |
|
|
|
Decrease
(increase) in trade receivables, prepayments and other current assets, net |
|
(56) |
(100) |
Decrease
(increase) in inventories |
|
(15) |
(14) |
Increase
(decrease) in trade and other payables, net |
|
(85) |
(6) |
Changes
in contract assets, liabilities and costs, net |
|
(47) |
(3) |
Total
changes in working capital |
|
(202) |
(124) |
Interest
paid on leases |
|
(29) |
(29) |
Interest
paid on debt and other financing |
|
(150) |
(134) |
Interest
received |
|
18 |
5 |
Taxes
paid |
|
(38) |
(37) |
Net
cash provided by operating activities |
|
240 |
201 |
Cash flows from investing activities: |
|
|
|
Purchase
of spectrum and licenses |
10 |
(78) |
(53) |
Purchase
of other intangible assets |
10 |
(41) |
(64) |
Purchase
of property, plant and equipment |
9 |
(131) |
(228) |
Proceeds
from sale of property, plant and equipment |
9 |
39 |
3 |
Dividends
and dividend advances received from joint ventures and associates |
|
8 |
42 |
Transfer
(to) / from pledge deposits, net |
|
5 |
— |
Loans
granted within the Tigo Money lending activity, net |
|
(1) |
(2) |
Cash
(used in) provided by other investing activities, net |
|
7 |
5 |
Net
cash used in investing activities |
|
(192) |
(297) |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited interim condensed consolidated statement of
cash flows for the three-month period ended March 31, 2024 (continued)
in millions of U.S. dollars |
Notes |
March 31, 2024 |
March 31, 2023 |
Cash flows from financing activities: |
|
|
|
Proceeds from debt and other financing |
11 |
22 |
15 |
Repayment of debt and other financing |
11 |
(155) |
(17) |
Lease capital repayment |
|
(42) |
(40) |
Share repurchase program |
|
(27) |
— |
Net cash from (used in) financing activities |
|
(202) |
(43) |
Exchange impact on cash and cash equivalents, net |
|
1 |
2 |
Net increase (decrease) in cash and cash equivalents |
|
(153) |
(136) |
Cash and cash equivalents at the beginning of the year |
|
775 |
1,039 |
Cash and cash equivalents at the end of the period |
|
622 |
903 |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Unaudited interim condensed consolidated statements
of changes in equity for the three-month period ended March 31, 2024
in millions of U.S. dollars |
Number of shares (000’s) |
Number of shares held by the Group (000’s) |
Share capital |
Share premium |
Treasury shares |
Retained profits (i) |
Other reserves |
Total |
Non- controlling interests |
Total equity |
Balance on January 1, 2023 |
172,096 |
(1,213) |
258 |
1,085 |
(47) |
2,868 |
(559) |
3,605 |
29 |
3,634 |
Total comprehensive income for the year |
— |
— |
— |
— |
— |
3 |
7 |
11 |
(25) |
(14) |
Purchase of treasury shares(ii) |
— |
(33) |
— |
— |
(1) |
1 |
— |
— |
— |
— |
Share based compensation |
— |
— |
— |
— |
— |
— |
13 |
13 |
— |
13 |
Issuance of shares under share-based payment schemes |
— |
71 |
— |
— |
3 |
— |
(2) |
— |
— |
— |
Effect of the buy-out of non-controlling interests in Panama |
— |
— |
— |
— |
— |
(1) |
— |
(1) |
— |
— |
Balance on March 31, 2023 |
172,096 |
(1,175) |
258 |
1,085 |
(46) |
2,871 |
(541) |
3,627 |
4 |
3,632 |
Balance on December 31, 2023 |
172,096 |
(370) |
258 |
1,076 |
(8) |
2,703 |
(500) |
3,529 |
(84) |
3,445 |
Total comprehensive income/ (loss) for the period |
— |
— |
— |
— |
— |
92 |
6 |
98 |
(10) |
88 |
Dividends to non-controlling interests |
— |
— |
— |
— |
— |
— |
— |
— |
(1) |
(1) |
Purchase of treasury shares(ii) |
— |
(1,824) |
— |
— |
(34) |
1 |
— |
(33) |
— |
(33) |
Share based compensation |
— |
— |
— |
— |
— |
— |
9 |
9 |
— |
10 |
Issuance of shares under share-based payment schemes |
— |
1,488 |
— |
(9) |
29 |
21 |
(41) |
— |
— |
— |
Balance on March 31, 2024 |
172,096 |
(706) |
258 |
1,067 |
(14) |
2,817 |
(525) |
3,603 |
(94) |
3,509 |
| (i) | Retained profits
– includes profit for the period attributable to equity holders, of which at March
31, 2024, $498 million (2023: $481 million) are not distributable to equity holders. |
| (ii) | During the
three-month period ended March 31, 2024, Millicom repurchased 1,472,620 shares for a total
amount of $27 million and withheld approximately 351,295 shares for the settlement of tax
obligations on behalf of employees under share-based compensation plans (2023: 33,290 shares
withheld). |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Notes
to the unaudited interim condensed consolidated financial statements
1.
GENERAL INFORMATION
Millicom
International Cellular S.A. (the “Company” or “MIC SA”), a Luxembourg Société Anonyme, and its
subsidiaries, joint ventures and associates (the “Group” or “Millicom”) is a provider of cable and mobile services
dedicated to emerging markets in Latin America. Millicom provides high speed broadband and innovation around The Digital Lifestyle®
services through its principal brand, TIGO.
On May 7,
2024, the Board of Directors authorized these unaudited interim condensed consolidated financial statements for issuance.
2.
SUMMARY OF ACCOUNTING POLICIES
These interim
condensed consolidated financial statements of the Group are unaudited. They are presented in US dollars ($) and have been prepared in
accordance with International Accounting Standard (“IAS”) 34 ‘Interim Financial Reporting’ as issued by the International
Accounting Standards Board ("IASB") and as adopted by the European Union ("EU"). In the opinion of management, these
unaudited interim condensed consolidated financial statements reflect all adjustments that are necessary for a proper presentation of
the results for interim periods. Millicom’s operations are not affected by significant seasonal or cyclical patterns.
These unaudited
interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements
for the period ended December 31, 2023, which have been prepared in accordance with International Financial Reporting Standards ("IFRS")
as issued by the IASB and in conformity with IFRS as adopted by the EU. These financial statements are prepared in accordance with consolidation
and accounting policies consistent with the December 31, 2023 consolidated financial statements, except for the changes described in
items III below.
We have made
rounding adjustments to reach some of the figures included in these unaudited interim condensed consolidated financial statements. Accordingly,
numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that preceded them and percentage
calculations using these adjusted figures may not result in the same percentage values as are shown in these unaudited interim condensed
consolidated financial statements.
| II. | New and amended IFRS standards |
The following
changes to standards have been adopted by the Group and did not have any significant impact on the Group’s accounting policies
or disclosures and did not require retrospective adjustments:
| ◦ | Amendments to IFRS 16 'Leases: Lease Liability in a Sale and
Leaseback': The amendment specifies the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and
leaseback transaction, to ensure the seller-lessee does not recognize any amount of the gain or loss that relates to the right of use
it retains. |
| ◦ | Amendments to IAS 1, 'Presentation of Financial Statements':
These amendments aim to improve the information an entity provides when its right to defer settlement of a liability is subject to compliance
with covenants within twelve months after the reporting period. |
| ◦ | Amendments to IAS 7, 'Statement of Cash Flows' and IFRS 7, 'Financial
Instruments: Disclosures: Supplier Finance Arrangements' (not yet endorsed by the EU): These amendments require disclosures to enhance
the transparency of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity
risk. The disclosure requirements are the IASB’s response to investors’ concerns that some companies’ supplier finance
arrangements are not sufficiently visible, hindering investors’ analysis. |
The following
changes to standards are effective for annual periods starting on January 1, 2025 and their potential impact on the Group consolidated
financial statements is currently being assessed by management:
| ◦ | Amendments to IAS 21, 'The Effects of Changes in Foreign Exchange
Rates': Lack of Exchangeability (not yet endorsed by the EU): These amendments help entities to determine whether a currency is exchangeable
into another currency, and the spot exchange rate to use when it is not. |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
2.
SUMMARY OF ACCOUNTING POLICIES (continued)
The following
standards are effective for annual periods starting on January 1, 2027 and their potential impact on the Group consolidated financial
statements is currently being assessed by management:
| ◦ | IFRS 18, 'Presentation and Disclosure in Financial Statements'
(not yet endorsed by the EU): IFRS 18 will replace IAS 1. Its aim is to improve the usefulness of information presented and disclosed
in financial statements, giving investors more transparent and comparable information about companies' financial performance. |
3.
ACQUISITION AND DISPOSAL OF SUBSIDIARIES, JOINT VENTURES, ASSOCIATES AND OTHER NON- CONTROLLING INTERESTS
Acquisitions
or Disposals for the three-month period ended March 31, 2024
There were
no material acquisitions or disposals during the three-month period ended March 31, 2024.
Acquisitions
or Disposal in 2023
There were
no material acquisitions or disposals during the year ended December 31, 2023.
4. ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS
Assets held for sale- Summary
Assets and liabilities reclassified as held for sale ($ millions) |
March 31, 2024 |
December 31, 2023 |
Towers sale in Colombia
related to the second batch |
14 |
— |
Mobile network sharing agreement
in Colombia |
929 |
— |
Total
assets of held for sale |
943 |
— |
Towers sale in Colombia
related to the second batch |
2 |
— |
Mobile network sharing agreement
in Colombia |
855 |
|
Total
liabilities directly associated with assets held for sale |
857 |
— |
Net
assets held for sale / book value |
86 |
— |
|
|
|
Assets held for sale - Towers sale in Colombia |
|
|
On January
24, 2024, Colombia Movil S.A. ESP (“Tigo Colombia”) signed an agreement to sell and lease back, under a long-term lease agreement,
1,132 telecommunication towers to Towernex Colombia S.A.S. (“Towernex”), a KKR company. The total sale consideration amounts
to $77 million, out of which $19 million will be received in subsequent years. Under IFRS 16, this transaction is considered a sale and
leaseback.
The transfer
of the towers to Towernex is intended to happen in two batches as follows:
| • | First batch (occurred on March 14, 2024): 759 towers were sold, generating proceeds of $38 million,
net of transaction costs, for Tigo Colombia. The company also recorded lease obligations and a financing component totaling $48 million
related to the towers sold and leased back. |
| • | Second batch (expected in August 2024): The remaining 373 towers are intended to be sold. In accordance
with IFRS 5 the remaining towers have been reclassified as assets held for sale and their depreciation has stopped. |
Assets
held for sale - Mobile Network sharing agreement in Colombia
On February
26, 2024, Tigo Colombia and Telecomunicaciones S.A. ESP BIC (“ColTel”) signed an agreement to share their mobile networks.
This collaboration is subject to certain third party approvals which are still in progress and will involve two new joint arrangements:
| • | A 'NetCo': This company will hold and manage the radio access network (RAN) infrastructure as well as
the site lease agreements. Each operator will own 50% of NetCo. |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
4.
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS (Continued)
| • | A 'Unión Temporal': This temporary joint arrangement will manage the spectrum licenses and related
liabilities. Similarly, ownership will be split 50/50 between the two operators. |
In accordance
with IFRS 5, certain assets and related liabilities have been reclassified as "held for sale" and depreciation has been stopped
for the following assets and liabilities
| • | RAN assets (equipment used by NetCo); |
| • | Spectrum licenses and related liabilities (managed by the Union Temporal) |
The agreement
between Tigo Colombia and ColTel does not currently include how they will handle site lease agreements. Because of this, the assets and
liabilities related to these leases have not been classified as "held for sale" yet.
Discontinued
operations -Tanzania
As
per the sale agreement, the initial sale price (which is still subject to final price adjustment) was adjusted to consider some outstanding
tax and legal contingencies which management believes is sufficient to cover any future claims on pre-closing matters. Should the price
adjustments not be sufficient, Millicom might be liable and need to make additional provisions that are not covered by the latter. In
addition, the agreement also provided an IPO adjustment clause which expired on April 5, 2024.
As of March
31, 2024, no additional provisions have been made by management in respect of the aforementioned items.
5.
SEGMENT INFORMATION
As further
detailed in note 1, Millicom operates in a single region (Latin America), and more specifically in the following countries: Guatemala,
Colombia, Panama, Honduras, Bolivia, Paraguay, El Salvador, Nicaragua and Costa Rica.
The General
Managers of the operations report to the Group President and COO in the case of Guatemala and Colombia and to the Group Chief Commercial
and Technology Officer in the case of the rest of the operations, who, together with the Group Chief Executive Officer (CEO) and Group
Chief Financial Officer (CFO) form the ‘Chief Operating Decision Maker’ (“CODM”).
Millicom's
CODM assesses performance and allocates resources based on individual countries, which are its operating segments. The Honduras joint
venture is reviewed by the CODM in a similar manner as for the Group’s controlled operations and is therefore also shown as a separate
operating segment at 100%. However, these amounts are subsequently eliminated in order to reconcile with the Group consolidated numbers,
as shown in the reconciliations below.
Management
evaluates performance and makes decisions about allocating resources to the Group's operating segments based on financial measures, such
as revenue, including service revenue, and EBITDA. Capital expenditures are also a significant aspect for management and in the telecommunication
industry as a whole. Management believes that service revenue and EBITDA are essential financial indicators for the CODM and investors.
These measures are particularly valuable for evaluating performance over time. Management utilizes service revenue and EBITDA when making
operational decisions, allocating resources, and conducting internal comparisons against historical performance and competitor benchmarks.
Additionally, these metrics provide deeper insights into the Group's operating performance. Millicom's Remuneration Committee also employs
service revenue and EBITDA when assessing employees' performance and compensation, including that of the Group's executives. A reconciliation
of service revenue to revenue and EBITDA to profit before taxes is provided below.
Before the
organizational changes which took place in the second half of 2023 (as further explained in the 2023 Group's Annual Report), the Group
reported a single segment, the Group Segment. As aforementioned, and since 2023 year-end, the Group considers the individual countries
it operates in as its operating and reportable segments, and the below comparative information has been re-presented accordingly.
Revenue,
Service revenue, EBITDA, capital expenditures and other segment information for the three-month periods ended March 31, 2024, and 2023
are shown on the below:
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
5.
SEGMENT INFORMATION (continued)
Three months ended March 31, 2024
(in millions of U.S. dollars) |
Guatemala |
Colombia |
Panama |
Bolivia |
Honduras |
Paraguay |
Other reportable segments (v) |
Total for reportable segments |
Inter-segment and other eliminations(iv) |
Total Group |
Service revenue(i) |
341 |
346 |
187 |
150 |
145 |
137 |
219 |
1,526 |
(150) |
1,376 |
Telephone and equipment revenue |
57 |
9 |
23 |
2 |
8 |
5 |
16 |
120 |
(8) |
112 |
Revenue |
398 |
355 |
209 |
152 |
153 |
142 |
235 |
1,645 |
(158) |
1,487 |
Inter-segment revenue |
2 |
— |
1 |
— |
1 |
1 |
2 |
7 |
n/a |
n/a |
Revenue from external customers |
396 |
355 |
209 |
152 |
151 |
141 |
233 |
1,638 |
n/a |
n/a |
EBITDA(ii) |
215 |
130 |
90 |
65 |
73 |
69 |
100 |
741 |
(109) |
632 |
Capital expenditures(iii) |
43 |
17 |
16 |
5 |
11 |
10 |
22 |
124 |
(11) |
113 |
| (i) | Service revenue
is revenue related to the provision of ongoing services such as monthly subscription fees
for mobile and broadband, airtime and data usage fees, interconnection fees, roaming fees,
mobile finance service commissions and fees from other telecommunications services such as
data services, short message services, installation fees and other value-added services excluding
telephone and equipment sales. |
| (ii) | EBITDA is
operating profit excluding impairment losses, depreciation and amortization and gains/losses
on the disposal of fixed assets. |
| (iii) | Capital
expenditures correspond to additions of property, plant and equipment, as well as operating
intangible assets, excluding spectrum and licenses. The Group capital expenditure additions
for the three-month periods ended March 31, 2024 and 2023 can be reconciled with notes 9
and 10 for amounts of $89 million and $24 million respectively (2023: $154 million and $31
million, respectively). |
| (iv) | Includes
intercompany eliminations, unallocated items and Honduras as a joint venture. |
| (v) | Includes our
operations in El Salvador, Nicaragua and Costa Rica |
Three months ended March 31, 2023
(in millions of U.S. dollars) |
Guatemala |
Colombia |
Panama |
Bolivia |
Honduras |
Paraguay |
Other reportable segments (v) |
Total for reportable segments |
Inter-segment and other eliminations(iv) |
Total Group |
Service revenue(i) |
334 |
286 |
159 |
150 |
141 |
132 |
208 |
1,410 |
(146) |
1,264 |
Telephone and equipment revenue |
62 |
13 |
8 |
3 |
9 |
6 |
13 |
115 |
(9) |
105 |
Revenue |
396 |
298 |
167 |
153 |
150 |
139 |
221 |
1,524 |
(155) |
1,369 |
Inter-segment revenue |
2 |
1 |
1 |
— |
1 |
1 |
2 |
7 |
n/a |
n/a |
Revenue from external customers |
394 |
298 |
166 |
153 |
149 |
138 |
219 |
1,518 |
n/a |
n/a |
EBITDA(ii) |
199 |
86 |
71 |
58 |
66 |
61 |
85 |
626 |
(119) |
507 |
Capital expenditures(iii) |
72 |
38 |
17 |
10 |
29 |
19 |
28 |
213 |
(28) |
185 |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
5.
SEGMENT INFORMATION (Continued)
Reconciliation
of EBITDA for reportable segments to the Group's profit before taxes from continuing operations:
(US$ millions) |
Three months ended March 31, |
Three months ended March 31, |
|
2024 |
2023 |
EBITDA
for reportable segments |
741 |
626 |
Depreciation |
(247) |
(244) |
Amortization
|
(87) |
(87) |
Share of profit in Honduras
joint venture |
13 |
11 |
Other operating
income (expenses), net |
13 |
2 |
Interest and other financial
expenses |
(183) |
(170) |
Interest and
other financial income |
19 |
5 |
Other non-operating (expenses)
income, net |
(7) |
19 |
Profit (loss)
from other joint ventures and associates, net |
— |
(4) |
Honduras as joint venture |
(73) |
(66) |
Unallocated
expenses and other reconciling items (i) |
(37) |
(53) |
Profit
before taxes from continuing operations |
153 |
39 |
| (i) | The unallocated
expenses are primarily related to centrally managed costs. |
6. OTHER NON-OPERATING (EXPENSES) INCOME, NET
The Group’s other non-operating (expenses) income, net comprised
the following
|
Three months ended March 31, |
Three months ended March 31, |
in millions of U.S. dollars |
2024 |
2023 |
Change in fair value of derivatives (Note 13) |
— |
(1) |
Change in value of call option and put option liability |
— |
2 |
Exchange gains (losses), net |
(7) |
17 |
Other non-operating income (expenses), net |
— |
1 |
Total |
(7) |
19 |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
7. EARNINGS PER COMMON SHARE
Earnings per common share (EPS) attributable to owners of the Company are comprised as follows:
in millions of U.S. dollars |
Three months ended March 31, 2024 |
Three months ended March 31, 2023 |
Basic and Diluted |
|
|
Net
profit (loss) attributable to equity holders to determine the profit (loss) per share |
92 |
3 |
|
|
|
in thousands |
|
|
Weighted average
number of ordinary shares for basic and diluted earnings per share |
171,349 |
170,908 |
Effect of dilutive share-based
compensation plans |
916 |
492 |
Weighted average
number of ordinary shares (excluding treasury shares) adjusted for the effect of dilution (i) |
172,265 |
171,400 |
|
|
|
in U.S. dollars |
|
|
Basic |
|
|
Earnings (loss) per common share for profit (loss) for the period attributable to owners of the Company ........... |
0.54 |
0.02 |
Diluted |
|
|
Earnings (loss) per common share for profit (loss) for the period attributable to owners of the Company............ |
0.53 |
0.02 |
| (i) | For the purpose
of calculating the diluted earnings (loss) per common share, the weighted average outstanding
shares used for the basic earnings (loss) per common share were increased only by the portion
of the shares which have a dilutive effect on the earnings (loss) per common share. |
8.
INVESTMENTS IN JOINT VENTURES
Joint ventures
are businesses over which Millicom exercises joint control as decisions over the relevant activities of each, such as the ability to
upstream cash from the joint ventures, require unanimous consent of shareholders. Millicom determines the existence of joint control
by reference to joint venture agreements, articles of association, structures and voting protocols of the board of directors of those
ventures. Our investments in joint ventures is comprised solely of Honduras.
At
March 31, 2024, the equity accounted net assets of our joint venture in Honduras totaled $401 million (December 31, 2023: $382 million).
These net assets do not necessarily represent statutory reserves available for distribution as these include consolidation adjustments
(such as goodwill and identified assets and assumed liabilities recognized as part of the purchase accounting). Out of these net assets,
$3 million (December 31, 2023: $3 million) represent statutory reserves that are unavailable to be distributed to the Group. During the
three-month period ended March 31, 2024, Millicom's joint venture in Honduras repatriated cash of $15 million under different forms (March
31, 2023: 48 million).
At March
31, 2024, Millicom had $76 million payable to the Honduras joint venture which were mainly comprised of advances (December 31, 2023:
$68 million). In addition, as of March 31, 2024, Millicom had a total receivable from the Honduras joint venture of $11 million, (December
31, 2023: $9 million) mainly corresponding to other operating receivables.
The table
below summarizes the movements for the period in respect of the Honduras joint venture's carrying value:
in millions of U.S. dollars |
2024 |
Honduras (i) |
Opening Balance at January 1, 2024 |
576 |
Millicom's share of the results for the period |
13 |
Closing Balance at March 31, 2024 |
589 |
| (i) | Share of profit
is recognized under 'Share of profit in Honduras joint ventures' in the statement of income
for the period ended March 31, 2024. |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
9.
PROPERTY, PLANT AND EQUIPMENT
During the
three-month period ended March 31, 2024, Millicom added property, plant and equipment for $89 million (March 31, 2023: $154 million)
and received $39 million from disposal of property, plant and equipment (March 31, 2023: $3 million), including $38 million, net of transaction
costs, proceeds from the sale and lease back transaction between Tigo Colombia and Towernex (see note 4).
10.
INTANGIBLE ASSETS
During the
three-month period ended March 31, 2024, Millicom added intangible assets for $91 million of which $67 million related to spectrum and
licenses, and $24 million to additions of other intangible assets (March 31, 2023: $302 million of which $271 million related to spectrum
and licenses and $31 million to additions of other intangible assets) and did not receive any proceeds from disposal of intangible assets
(March 31, 2023: nil).
On February
23, 2024, the Colombia's Ministerio de Tecnologias de la Informacion y las Comunicaciones ('MINTIC') granted the right to use a total
of 80 MHz in the 3.5 GHz band to the Unión Temporal formed between Colombia Móvil S.A. E.S.P. - Colombia Telecomunicaciones
S.A E.S.P. BIC (see note 4). The 50/50 Unión Temporal agreed a total notional consideration of COP 318 billion (equivalent to
approximately US$81 million at initial date's exchange rate). This includes coverage and social obligations to provide internet to schools
and delivery of satellite earth station filters. The license is valid for 20 years, expiring in 2044. The payment will be spread out
in annual installments over the entire term and bear interest at a 24-month consumer price index (CPI) rate.
On February
28, 2024, the local regulator in Paraguay, Conatel, granted the renewal of spectrum in the 700 Mhz band operated by Tigo Paraguay, for
a total cash consideration of $8 million and subject to certain social obligations. The license is valid for a period of 5 years, expiring
in 2029.
11.
FINANCIAL OBLIGATIONS
A.
Debt and financing
The most
material movements in debt and financing for the three-month period ended March 31, 2024 were as follows. When applicable, local currency
amounts are translated in USD using the exchange rate at the time of occurrence.
Luxembourg
During the
three-month period ended March 31, 2024, Millicom repurchased and cancelled some of the 2031 USD 4.5% Senior Notes on the open market
for a total nominal amount of approximately $17 million. The repurchase price discount of approximately $3 million towards the carrying
value has been recognized as financial income.
Colombia
On February
20, 2024, UNE EPM Telecomunicaciones S.A. ("UNE") executed a COP 85 billion (approximately $21 million) working capital loan
with Banco Colombia. The loan has a maturity of 1 year.
Guatemala
During the
three-month period ended March 31, 2024, Comcel repurchased and cancelled some of the USD Comcel Senior Notes USD 5.125% on the open
market for a total nominal amount of approximately $88 million. The repurchase price discount of approximately $9 million towards the
carrying value has been recognized as financial income.
Bolivia
In February
2024, Tigo Bolivia early repaid two local bank loans of BOB 17 million and BOB 23 million (approximately $2 million and $3 million, respectively).
Also on March 2024 Tigo Bolivia repaid a local bank loan of BOB 136 (approximately $20 million).
Panama
During the
three-month period ended March 31, 2024, "Telecomunicaciones Digitales, S.A." repurchased and cancelled some of the USD 4.500%
Senior Notes on the open market for a total amount of approximately $27 million. The repurchase price discount of approximately $3 million
with the carrying value has been recognized as a financial income.
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
11.
FINANCIAL OBLIGATIONS (continued)
B.
Analysis of debt and financing by maturity
The total
amount of debt and financing is repayable as follows:
in millions of U.S. dollars |
As at March 31,
2024 (i) |
As at December 31,
2023 (i) |
Due within: |
|
|
One year |
436 |
202 |
One-two years |
426 |
445 |
Two-three years |
836 |
836 |
Three-four years |
1,275 |
1,002 |
Four-five years |
1,182 |
1,002 |
After five years |
2,374 |
3,191 |
Total debt and financing |
6,530 |
6,678 |
| (i) | Excluding vendor financing of
$12 million, due within one year (December 31, 2023: $18 million). |
The table below describes the outstanding and maximum exposure under guarantees and the remaining terms of the
guarantees as at March 31, 2024 and December 31, 2023.
|
Bank and financing guarantees (i) |
Supplier guarantees |
in millions of U.S. dollars |
As at March 31, 2024 |
As at December 31, 2023 |
As at March 31, 2024 |
As at December 31, 2023 |
Terms |
Outstanding and Maximum exposure |
Outstanding and Maximum exposure |
0-1 year |
27 |
15 |
2 |
1 |
1-3 years |
302 |
322 |
— |
— |
3-5 years |
158 |
169 |
— |
— |
Total |
486 |
505 |
2 |
1 |
| (i) | If non-payment by the obligor,
the guarantee ensures payment of outstanding amounts by the Group's guarantor. |
The Group’s
interest and other financial expenses comprised the following:
in millions of U.S. dollars |
Three months ended March 31, 2024 |
Three months ended March 31, 2023 |
Interest expense on bonds and bank financing |
(119) |
(116) |
Interest expense on leases |
(30) |
(29) |
Others |
(34) |
(25) |
Total interest and other financial expenses |
(183) |
(170) |
12. COMMITMENTS AND CONTINGENCIES
Litigation
& claims
The Company
and its operations are contingently liable with respect to lawsuits, legal, regulatory, commercial and other legal risks that arise in
the normal course of business. As of March 31, 2024, the total amount of claims brought against MIC SA and its subsidiaries is $304 million
(December 31, 2023: $328 million). The Group's share of the comparable exposure for its joint venture in Honduras is $8 million (December
31, 2023: $9 million).
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
12.
COMMITMENTS AND CONTINGENCIES (Continued)
As at March
31, 2024, $14 million has been provisioned by its subsidiaries for these risks in the unaudited interim condensed consolidated statement
of financial position (December 31, 2023: $14 million). The Group's share of provisions made by the joint venture was $1 million (December
31, 2023: $1 million). While it is not possible to ascertain the ultimate legal and financial liability with respect to these claims
and risks, the ultimate outcome is not anticipated to have a material effect on the Group’s financial position and results of operations.
On February
13, 2024, the New York Supreme Court granted summary judgment in favor of a breach of contract claim filed by Telefónica after
Millicom terminated the acquisition of Telefónica’s Costa Rican business in 2020. The Court also ruled in favor of Telefónica’s
methodology for calculating prejudgment interest. As of the time of the issuance of this report, the Court has not yet determined the
exact amount of damages, and a final judgment has not yet been entered. Millicom disagrees with the decision and continues to believe
that it has strong arguments in its favor. Millicom plans to file an appeal of the ruling.
Taxation
At March
31, 2024, the tax risks exposure of the Group's subsidiaries is estimated at $278 million, for which provisions of $53 million have been
recorded in tax liabilities; representing management's assessment of the probable cash outflow of eventual claims and required payments
related to those risks (December 31, 2023: $279 million of which provisions of $52 million were recorded). The Group's share of comparable
tax exposure and provisions in its joint venture amounts to $123 million (December 31, 2023: $118 million) and $7 million (December 31,
2023: $7 million), respectively.
Capital
commitments
At March
31, 2024, the Company and its subsidiaries had fixed commitments to purchase network equipment, other fixed assets and intangible assets
of $304 million of which $257 million are due within one year (December 31, 2023: $350 million of which $254 million are due within one
year). The Group’s share of commitments in the Honduras joint venture is $22 million of which $22 million are due within one year.
(December 31, 2023: $18 million and $18 million respectively).
13.
FINANCIAL INSTRUMENTS
Other than
the items disclosed below, the fair values of financial assets and financial liabilities approximate their carrying values as at March
31, 2024 and December 31, 2023:
in millions of U.S. dollars |
Carrying value |
Fair value (i) |
|
As at March 31, 2024 |
As at December 31, 2023 |
As at March 31, 2024 |
As at December 31, 2023 |
Financial liabilities |
|
|
|
|
Debt and financing (ii) |
6,530 |
6,678 |
6,017 |
6,086 |
| (i) | Fair values
are measured with reference to Level 1 (for listed bonds) or 2. |
| (ii) | Excluding
vendor financing of $12 million (December 31, 2023: $18 million). |
Derivative
financial instruments
Currency
and interest rate swap contracts
MIC SA entered
into swap contracts in order to hedge the foreign currency and interest rate risks in relation to the 2024 SEK 2 billion bond and the
foreign currency risk in relation to the 2027 SEK 2.2 billion bond (approximately $208 million and $252 million, respectively, using
the exchange rate at the time of the issuance of each bond) issued in May 2019 and January 2022 with maturity dates May 2024 and January
2027, respectively. All swap contracts attached to the 2024 SEK 2 billion bond were terminated on May 10, 2023, after the early redemption
of the bond and were settled against a cash payment of $26 million.
In January
2023, MIC SA also entered into two currency swap agreements to hedge an intercompany receivable of COP 206 billion (approximately $41
million) owed by Tigo-UNE with maturity date January 2026. These swaps are accounted for as cash flow hedges as hedging relationships
are highly effective.
The fair
value of the aforementioned swaps amounts to a liability of $59 million as of March 31, 2024 (December 31, 2023: a liability of $46 million).
The Group's
operations in Colombia entered into several swap agreements in order to hedge foreign currency and interest rate risks on certain long-term
debts. These swaps are accounted for as cash flow hedges and related fair value changes are recorded through other comprehensive income.
The fair value of Colombia swaps amounted to an asset of $5 million as of March 31, 2024 (December 31, 2023: an asset of $6 million).
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
13.
FINANCIAL INSTRUMENTS (Continued)
As a result,
the net fair value of the derivative financial instruments for the Group, as of March 31, 2024 amounted to a liability of $54 million
(December 31, 2023: a liability of $40 million )
Interest
rate and currency swaps are measured with reference to Level 2 of the fair value hierarchy. There are no other derivative financial instruments
with a material fair value at March 31, 2024.
14.
SUBSEQUENT EVENTS
7.375%
$450 million Senior Notes due 2032
On April
2, 2024, MIC SA completed the issuance of its 7.375% $450 million Senior Notes due 2032 (the “Notes”). Millicom used a portion
of the net proceeds from the issuance of the Notes to repay in full certain bank loans with DNB for $200 million, and aims to use the
remaining net proceeds for the repayment,redemption, retirement or repurchase of existing indebtedness of Millicom and its subsidiaries
and for other general corporate purposes.
Share
Repurchases
As part of
the repurchase program launched during Q4 2023, Millicom has continued to repurchase shares in April 2024, acquiring an additional of
147,105 shares for a total amount of $3 million during the month.
Bond
Repurchases
During April
2024, we continued to repurchase bonds in the secondary markets. Telecel Paraguay repurchased and cancelled some of its US$ 5.875% senior
notes for a total nominal amount of approximately $25 million while MIC S.A. repurchased and cancelled
$15 million
of its 5.125% 2028 senior notes.
Colombia
Financing
On April
25, 2024, UNE issued a COP 160 billion (approximately $40 million) bond consisting of one tranche with a three year maturity. Interest
rate is fixed at 17% and payable in Colombian peso. This bond is intended to refinance the Tranche A (for COP 160 billion) of the bond
issued in May 2016, due in May 2024.
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Appendix
On August
28, 2023, Millicom designated Tigo-UNE, Colombia Móvil S.A. E.S.P., Edatel S.A. E.S.P., Orbitel Servicios Internacionales S.A.S.,
Cinco Telecom Corp., Inversiones Telco S.A.S. and Emtelco S.A.S. (collectively, the “Colombia Unrestricted Subsidiaries”),
which are the entities constituting its Colombian operations as “Unrestricted Subsidiaries” under the 4.500% Notes, the 6.625%
Notes, the 5.125% Notes, the 6.250% Notes, the SEK Bond, COP Bond and several of its financing agreements.
The following
supplemental consolidating financial information presents selected statement of income and statement of financial position information
of Millicom and its Restricted Subsidiaries (as defined under its outstanding credit instruments) separately from such information for
Millicom’s Unrestricted Subsidiaries.
Statement of income
$ millions |
Millicom Group
(A) |
Colombia Unrestricted Subsidiaries
(B) |
Intercompany Eliminations
(C) |
Millicom Restricted Group
(A)-(B) net of (C) |
Three months ended March 31, 2024 |
|
|
|
|
Revenue |
1,487 |
355 |
— |
1,132 |
Equipment, programming and other direct costs |
(382) |
(92) |
— |
(291) |
Operating expenses |
(473) |
(134) |
1 |
(338) |
Depreciation |
(247) |
(72) |
— |
(175) |
Amortization |
(87) |
(25) |
— |
(62) |
Share of profit in Honduras joint venture |
13 |
— |
— |
13 |
Other operating income (expenses), net |
13 |
12 |
— |
— |
Operating profit |
324 |
46 |
1 |
279 |
Net financial expenses |
(164) |
(63) |
2 |
(99) |
Other non-operating (expenses) income, net |
(7) |
(1) |
— |
(6) |
Profit (loss) from other joint ventures and associates, net |
— |
— |
— |
— |
Profit (loss) before taxes from continuing operations |
153 |
(19) |
3 |
174 |
Tax expense |
(71) |
(2) |
— |
(69) |
Profit (loss) from continuing operations |
82 |
(20) |
3 |
105 |
Profit (loss) from discontinued operations, net of tax |
— |
— |
— |
— |
Net profit (loss) for the period |
82 |
(20) |
3 |
105 |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Appendix
(Continued)
Statement of financial position
$ millions |
Millicom Group
(A) |
Colombia Unrestricted Subsidiaries
(B) |
Intercompany Eliminations
(C) |
Millicom Restricted Group
(A)-(B) net of (C) |
March 31, 2024 |
|
|
|
|
ASSETS |
|
|
|
|
NON-CURRENT ASSETS |
|
|
|
|
Intangible assets, net |
6,953 |
345 |
— |
6,608 |
Property, plant and equipment, net |
2,884 |
727 |
— |
2,157 |
Right of use assets, net |
941 |
242 |
— |
699 |
Investment in Honduras joint venture |
589 |
— |
— |
589 |
Contract costs, net |
12 |
— |
— |
12 |
Deferred tax assets |
141 |
1 |
— |
140 |
Other non-current assets |
89 |
33 |
54 |
110 |
TOTAL NON-CURRENT ASSETS |
11,608 |
1,348 |
54 |
10,314 |
CURRENT ASSETS |
|
|
|
|
Inventories |
59 |
9 |
— |
50 |
Trade receivables, net |
431 |
123 |
— |
308 |
Contract assets, net |
80 |
6 |
— |
74 |
Amounts due from non-controlling interests, associates and joint ventures |
14 |
5 |
— |
9 |
Prepayments and accrued income |
238 |
49 |
— |
189 |
Current income tax assets |
113 |
59 |
— |
55 |
Supplier advances for capital expenditure |
22 |
1 |
— |
21 |
Other current assets |
169 |
47 |
65 |
187 |
Restricted cash |
53 |
1 |
— |
52 |
Cash and cash equivalents |
622 |
36 |
— |
586 |
TOTAL CURRENT ASSETS |
1,802 |
336 |
65 |
1,531 |
TOTAL ASSETS |
14,353 |
2,627 |
119 |
11,845 |
Unaudited Interim Condensed Consolidated Financial Statements for the three-month period ended March 31, 2024 | |
| |
Appendix
(Continued)
Statement of financial position
$ millions |
Millicom Group
(A) |
Colombia Unrestricted Subsidiaries
(B) |
Intercompany Eliminations
(C) |
Millicom Restricted Group
(A)-(B) net of (C) |
EQUITY |
|
|
|
|
Share capital and premium |
1,325 |
— |
— |
1,325 |
Treasury shares |
(14) |
— |
— |
(14) |
Other reserves |
(525) |
(374) |
— |
(151) |
Retained profits |
2,725 |
477 |
117 |
2,365 |
Net profit/ (loss) for the period/year attributable to owners of the Company |
92 |
(10) |
— |
102 |
Equity attributable to owners of the Company |
3,603 |
93 |
117 |
3,627 |
Non-controlling interests |
(94) |
(95) |
— |
1 |
TOTAL EQUITY |
3,509 |
(2) |
117 |
3,628 |
LIABILITIES |
|
|
|
|
NON-CURRENT LIABILITIES |
|
|
|
|
Debt and financing |
6,094 |
597 |
— |
5,497 |
Lease liabilities |
937 |
281 |
— |
656 |
Derivative financial instruments |
59 |
— |
— |
59 |
Amounts due to non-controlling interests, associates and joint ventures |
22 |
54 |
— |
(32) |
Payables and accruals for capital expenditure |
81 |
43 |
— |
38 |
Other non-current liabilities - Total |
318 |
152 |
— |
166 |
Deferred tax liabilities |
140 |
— |
— |
140 |
TOTAL NON-CURRENT LIABILITIES |
7,650 |
1,126 |
— |
6,524 |
Debt and financing |
449 |
127 |
— |
321 |
Lease liabilities |
203 |
68 |
— |
135 |
Put option liability |
86 |
— |
— |
86 |
Payables and accruals for capital expenditure |
210 |
52 |
— |
159 |
Other trade payables |
312 |
91 |
— |
221 |
Amounts due to non-controlling interests, associates and joint ventures |
61 |
70 |
— |
(9) |
Accrued interest and other expenses |
458 |
108 |
— |
350 |
Current income tax liabilities |
120 |
2 |
— |
118 |
Contract liabilities |
109 |
5 |
— |
105 |
Provisions and other current liabilities |
330 |
125 |
2 |
207 |
TOTAL CURRENT LIABILITIES |
2,338 |
647 |
2 |
1,693 |
TOTAL LIABILITIES |
10,845 |
2,630 |
2 |
8,217 |
TOTAL EQUITY AND LIABILITIES |
14,353 |
2,627 |
119 |
11,845 |
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
MILLICOM INTERNATIONAL
CELLULAR S.A.
(Registrant) |
|
|
|
|
|
|
By: |
/s/ Salvador Escalón |
|
|
|
Name: |
Salvador Escalón |
|
|
|
Title: |
Executive Vice President, Chief Legal and Compliance Officer |
Date: May 8, 2024
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