pwc_mobile network sharing_think the challenges
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Mobile Network Sharing
Addressing the challenges
Think PwC*
Communications
*connectedthinking
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Do your customersknow /care whosenetwork delivers a
service? Is it adifferentiator?
Market
How will yourshareholders react
to change inasset ownership?
Shareholders
How will youcharge for networksharing? Will these
be regulated?How will regulation
change as the numberof network falls?
Regulation
How will yourorganisation reactto working with a
previous enemy?Will there becost saving
redundancies?
OrganisationCEO
Agenda
Mobile Network Sharing Maximise the use of your resources
Network sharing should deliver lower costs.
How can operators overcome the significant challenges
associated with actually doing it?
Achievable BenefitsPotential Issues for Operators
For mobile operators facing intensifying market competition and mounting pressures on costs and pricing, the idea of
sharing network infrastructure with other providers brings major attractions. Today, with the focus of mobile operators
market differentiation shifting away from network coverage and towards branding and service design, network sharing is
more firmly on the agenda than ever. As well as opening the way to potential reductions in both operating and capital
costs, network sharing can help an operator focus more effectively on marketing and customer satisfaction, by reducing
the internal burden of network management. Yet, despite these attractions, successful network sharing deals remain few
and far between, and efforts to set them up remain fraught with pitfalls and barriers.
PricewaterhouseCoopers can help.
Operators networks are becoming irrelevant as a
market differentiator yet operators are traditionally
wedded to their networks. The value of their
respective contributions is therefore an emotive
issue which can have complex accounting,
regulatory and organisational consequences.
Strategic and technical rational
assessment of network sharing
Know the value of the operators
contribution
Understanding the negotiating
strengths and weaknesses
Structuring options and their
implications for future reporting,
tax and disclosure
Assessment of the potential
regulatory response
Managing organisational change
and governance
Balance between delivery and
cost savings
Structured transfer pricing
Competition concerns addressed
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Strategic drivers Objectives AssessmentRequirements
How PwC can help
1. What is the benefit ofsharing?
2. Who is the optimalpartner?
3. How will I negotiate?
4. Will the charging beregulated?
5. Will the pricingmechanism create theright incentives?
6. How will accounts beaffected?
7. Will there beredundancies?
8. Will my quality ofservice be affected?
Strategic Rationale
ValuationMethodology
Competition &Negotiation
Transfer Pricing
Regulation
Accounting &structure
Organisation impact
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Business processes,controls & KPIs
Programme and changemanagement
Business Transformation
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Pre-deal accountingpolicies assessment /technical support
Taxation advice in allphases of the deal
Accounting and Tax
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Technology Strategy
Partnering strategy
Vendor / sourcingstrategy
Business structure
Business planning andmodelling
Regulatory /Competition Advice
Strategy Development
BusinessCase
Valuation ofstakes andcontribution
Operationalmodel
Exit Options/future strategic
options
Competitiveresponse
Regulation
Legal structureimpact
Taximplications
Accounting/reporting
Vendor/outsourcing
strategy
Understand keyissues
Scope Analyse Implement
What are the business benefits? Will competitiveadvantage be maintained?
Has a technical proof of conceptbeen completed?
Is the partner selected the best one tohelp drive/achieve the objectives?
Can competitors combine tooutperform cost savings?
Business Case
Is there a risk of creating a bottleneck with consequentobligations to serve MVNOs?
Does this create new asymmetries betweenoperators or will the shared RAN bethe standard for all operators?
What will be the effect onMobile Termination Rates?
Regulation
What would NRAsresponse be?
Due Diligence
To what extent is the informationcontributed by the other partyconsistent/comparable?
Are there overstated assets orunderstated liabilities?
What will break the deal?
Transition and Exit
What is the people and rewardstrategy going forward and to whichbusiness does it link?
What are the leaseholdliabilities on the landto be transferred?
Is there a viable exit strategy?
How do you avoid the structure of theagreement limiting future strategic options?
Operating Model
What are the savings to beachieved in the the area of logistics
and how will this work?
How willgovernance structure
work in practice?
What are the potential savings to be achieved bycombining the purchasing power of the two
entities? How will this work?
Who provides back office systems andsupport and how are they charged?
Legal Impact
How will funding operate and what happensif one party cannot fund?
How are you going to ring fenceconfidential information and
intellectual property?
How are yougoing to manageareas of historic liabilitiese.g. environmental?
What happens if either party underperforms in itsservice provision?
What about chain liability?
Tax
What is beingtransferred? Assets,
land, goingconcern?
What are the potential models forimplementation and do they fit the
commercial requirements?
Can the equipment be dismantled?
Valuation / Accountingof Assets
Will the books and records support the accountingpolicy and reporting requirements of both parties?
How will each party gain assurance
that the fair value methodology istransparent and equitable to both parties?
Is the financial andoperational information
granular enough to identifythe assets to be transferred?
PwC can provide wide ranging support to operators across the Network
Sharing process
Our methodology is tailored to your needs: the first step in a network
sharing project is understanding the stakeholders key concerns
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Case Study
For additional information, please contact:
Our Services
Comprehensive support across the Network Sharing Deal
Data Review
Key focus areas:
Fixed assets, including AuC and inventory
Site upgrade costs
Site specific operational expenditure
Metro-layer overlay / Dark Fibre
Support and maintenance
Review data supplied by other operator to a virtual data room Reconciliation of information in the datarooms
Not a typical due diligence: competition law restrictions
Valuation
Forward-looking valuation
Synergies, and value relative to 2nd best option define range
for negotiation
Knowledge is key: understanding both sides thinking and
value drivers
Substantial range for negotiation
Network Sharing Strategy
Scope
Site
RAN
Spectrum
Core
Other scope issues
3G or 2G+3G
Femtocells
Continuity of Service
Growth vs Existing
Strategy Development
Technology Strategy
Partnering strategy
Vendor / sourcing strategy
Business structure
Business planning and modelling
Regulatory / Competition Advice
www.pwc.comThis material has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information contained in this
material without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the accuracy or completeness of the information contained in this
material, and, to the extent permitted by law, PricewaterhouseCoopers LLP, its members, employees and agents do not accept or assume any liability, responsibility or duty of care for
ny consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in this material or for any decision based on it.
2009 PricewaterhouseCoopers LLP. All rights reserved. 'PricewaterhouseCoopers' refers to PricewaterhouseCoopers LLP (a limited liability partnership in the United Kingdom) or, as the context requires, the
ricewaterhouseCoopers global network or other member firms of the network, each of which is a separate and independent legal entity.
Business Transformation
Business processes, controls
& KPIs
Programme and change
management
Koen Hens
Partner Assurance
Communications Industry Leader
PwC Belgium
+32 2 710 72 28
Axel Smits
Partner Tax & Legal Services - Income Tax
TLS Communications Industry Leader
PwC Belgium
+32 3 259 31 20
Marc Sel
Direct Advisory IT Effectiveness
IT Security & Compliance
PwC Belgium
+32 3 259 34 10
Accounting and Tax
Pre-deal accounting policies
assessment / technical support
Taxation advice in all phases
of the deal
Do both have the same view about the Network Costs?
Are there other scenarios? E.g. a 2nd Best option of combining with
ANO would reduce the negotiation range.
Are all of the costs captured, and are some of these asymmetric
between the operators?
The Best option may be a combination of networks resulting in a
lower total cost.
Operator 1 Network
Own Traffic All Traffic
1.22.8 4.0
Operator 2 Network 1.33.0 4.3
CostIncrement
Room for Negotiation
Best NetworkOptional Total
Cost 4.0
Operator 1 Pays Best1.0
Worst2.8
Operator 2 Pays Worst3.0
Best1.2
Network Costs bn - Ilustrative
2G 3G
BSC RNCBSC RNC
2G 3G
Spectrum
Tower
Base Station
Backhaul
BSC/RNC
Core