HELIOS TOWERS plc

Helios Towers plc announces results for the year and quarter ended 31 December 2023

Tenancies, Adjusted EBITDA and ROIC ahead of expectations

+29% revenue and +31% Adjusted EBITDA year-on-year growth

+10-14% Adjusted EBITDA growth, free cash flow inflection and <4.0x net
leverage targeted in FY 2024

London, 14 March 2024: Helios Towers plc (“Helios Towers”, “the Group” or “the Company”), the independent
telecommunications infrastructure company, today announces results for the year to 31 December 2023 (“FY 2023”).

Tom Greenwood, Chief Executive Officer, said:

“I am extremely pleased with the operational and financial performance of the business. In our first year with all recent
acquisitions integrated, we exceeded expectations in customer delivery and across our KPIs. This included record
organic tenancy growth that supported return on invested capital (ROIC) expansion.

Looking forward, we have conviction in a faster pace of tenancy ratio expansion than our prior medium-term guidance.
As such, we have adjusted our strategic target of ‘22,000 towers by 2026’, which included meaningful inorganic site
growth, to ‘2.2x tenancy ratio by 2026’, prioritising organic growth and returns expansion. Consequently, we expect FY
2024 to be our inflection year for free cash flow, and continue to grow thereafter.

We have built a compelling and unique platform in some of the world's fastest growing mobile markets and through our
focus on customer service excellence, are well placed to capture the structural growth and deliver sustainable value for
our stakeholders.”

FY 2023 FY 2022 Change Q4 2023 Q3 2023 Change

Sites 14,097 13,553 +4% 14,097 14,024 +1%
Tenancies 26,925 24,492 +10% 26,925 26,624 +1%
Tenancy ratio 1.91x 1.81x +0.10x 1.91x 1.90x +0.01x
Revenue (US$m) 721.0 560.7 +29% 187.3 183.5 +2%
Adjusted EBITDA (US$m)1 369.9 282.8 +31% 100.7 95.4 +6%
Adjusted EBITDA margin1 51% 50% +1ppt 54% 52% +2ppt
Operating profit (US$m) 146.1 80.3 +82% 33.5 43.3 -23%
Portfolio free cash flow (US$m)1 268.2 201.4 +33% 71.1 72.6 -2%
Cash generated from operations (US$m) 318.5 193.2 +65% 78.8 92.1 -14%
Net debt (US$m)1 1,783.1 1,678.0 +6% 1,783.1 1,729.9 +3%
Net leverage1,2 4.4x 5.1x -0.7x 4.4x 4.5x -0.1x

1 Alternative Performance Measures are described in our defined terms and conventions.
2 Calculated as per the Senior Notes definition of net debt divided by annualised Adjusted EBITDA.

Financial highlights

• FY 2023 revenue increased by 29% year-on-year to US$721.0m (FY 2022: US$560.7m), driven by record
organic tenancy growth, complemented by acquisitions in Malawi and Oman
o Q4 2023 revenue increased by 2% quarter-on-quarter to US$187.3m (Q3 2023: US$183.5m)

• FY 2023 Adjusted EBITDA increased by 31% year-on-year to US$369.9m (FY 2022: US$282.8m), driven by
tenancy growth
o Excluding acquisitions, Adjusted EBITDA increased by 17% year-on-year, representing the Company’s
fastest organic growth since IPO
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 o Q4 2023 Adjusted EBITDA increased by 6% quarter-on-quarter to US$100.7m (Q3 2023: US$95.4m)

• FY 2023 Adjusted EBITDA margin increased 1ppt year-on-year to 51% (FY 2022: 50%) reflecting tenancy ratio
expansion, partially offset by higher fuel prices
o Excluding the impact of higher fuel prices, which increase power-linked revenue and operating
expenses comparably, Adjusted EBITDA margin expanded 3ppt year-on-year
o Q4 2023 Adjusted EBITDA margin increased 2ppt quarter-on-quarter to 54% (Q3 2023: 52%)

• FY 2023 operating profit increased by 82% year-on-year to US$146.1m (FY 2022: US$80.3m), driven by Adjusted
EBITDA growth
o Loss before tax improved to US$112.2m (FY 2022: US$162.5m), primarily driven by a US$65.8m year-on-
year increase in operating profit and US$53.6m favourable movement in non-cash fair value movements
on embedded derivatives, partially offset by US$60.3m higher finance costs
o Higher finance costs reflect the non-cash impact of foreign exchange movements on the Group’s
intercompany borrowings and the full year impact of increased debt, largely related to the Oman acquisition
which closed in December 2022

• FY 2023 portfolio free cash flow increased by 33% year-on-year to US$268.2m (FY 2022: US$201.4m), driven
by Adjusted EBITDA growth and proportionately lower increases in payments of lease liabilities and taxes paid
o FY 2023 portfolio free cash flow exceeded updated guidance of US$260m – US$265m, due to the
timing of non-discretionary capex

• FY 2023 cash generated from operations increased by 65% year-on-year to US$318.5m (FY 2022:
US$193.2m), driven by higher Adjusted EBITDA and improved working capital due to customer collections

• Net leverage of 4.4x decreased by 0.7x year-on-year (FY 2022: 5.1x) and by 0.1x quarter-on-quarter (Q3 2023:
4.5x)

• Business underpinned by future contracted revenues of US$5.4bn (FY 2022: US$4.7bn), of which 99%
is from multinational MNOs, with an average remaining life of 7.8 years (FY 2022: 7.6 years)

Operational highlights

• Sites increased by 544 year-on-year to 14,097 sites (FY 2022: 13,553 sites) and by 73 quarter-on-quarter

• Tenancies increased by 2,433 year-on-year to 26,925 tenants (FY 2022: 24,492 tenants) and by 301 quarter-on-
quarter

• Tenancy ratio increased by 0.10x year-on-year to 1.91x (FY 2022: 1.81x), reflecting expansion across all
markets
o Acquisitions in Oman and Malawi, completed in 2022, saw strong tenancy ratio expansion of 0.13x to
1.33x and 0.09x to 1.70x, respectively

Strategy update

• The Group’s capital allocation policy is focused on growing portfolio free cash flow while consistently
delivering ROIC above its cost of capital. Its current priorities are accretive organic investments and further
deleveraging

• Combined with a faster pace of forecast tenancy ratio expansion compared to prior guidance, the Group has
updated its strategic target of ‘22,000 towers by 2026’, which included approximately 5,000 inorganic sites, to
‘2.2x tenancy ratio by 2026’. This is expected to support accelerated ROIC expansion over the medium-term

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FY 2024 outlook and guidance1

• Organic tenancy additions of 1,600 – 2,100

• Adjusted EBITDA of US$405m – US$420m
• Portfolio free cash flow of US$275m – US$290m
• Capital expenditure of US$150m – US$190m
o Of which c.US$45m is anticipated to be non-discretionary capital expenditure
• Net leverage below 4.0x
• Neutral free cash flow2

1 Guidance assumes the Group continues to apply the same accounting policies.
2 Excluding potential second acquisition closing in Oman, previously announced on 8 December 2022.

Environmental, Social and Governance (ESG)

• The Group has made continued progress against many of its Sustainable Business Strategy targets in FY 2023:
o 144m population coverage footprint (FY 2022: 141m)
o 5,817 rural sites (FY 2022: 5,593)
o 99.98% power uptime (FY 2022: 99.96%)
o 0% reduction in carbon emissions per tenant (FY 2022: -2%)3
o 28% female employees (FY 2022: 28%)
o 53% employees trained in Lean Six Sigma (FY 2022: 42%)
o 96% local employees in our operating companies (FY 2022: 96%)

• The Company has been recognised by external rating agencies for its Sustainable Business Strategy and
commitment to transparency
o ESG score of ‘AAA’ from MSCI, the highest score from the investment research firm, was reaffirmed
o B score from CDP was reaffirmed
o Inclusion in the FTSE4Good Index for a second consecutive year
o ESG risk rating from Sustainalytics improved from Medium risk (22.6) to Low risk (16.8)
o 80% score for WDI disclosure exceeded sector and UK company average

• In 2024, the Group expects to publish an updated carbon emissions reduction target to reflect its recent expansion
into four new markets

3 Reflects change in scope 1 and 2 carbon emissions per tenant compared to 2020 baseline. Includes only the five markets that were operational in our 2020 baseline year.

For further information go to:

www.heliostowers.com

Investor Relations
Chris Baker-Sams – Head of Strategic Finance and Investor Relations
+44 (0)782 511 2288

Media relations
Edward Bridges / Rob Mindell
FTI Consulting LLP
+44 (0)20 3727 1000

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 Helios Towers’ management will host a conference call for analysts and institutional investors at 09.30 GMT on Thursday,
14 March 2024. For the best user experience, please access the conference via the webcast. You can pre-register and
access the event using the link below:

Registration Link - Helios Towers FY 2023 Results Conference Call

Event Name: FY2023
Password: HELIOS

If you are unable to use the webcast for the event, or if you intend to participate in Q&A during the call, please dial in
using the details below:

Europe & International +44 203 936 2999

South Africa (local) +27 87 550 8441
USA (local) +1 646 787 9445
Passcode: 311823

Upcoming Conferences and Events

Helios Towers management is expected to participate in the upcoming conferences outlined below:

• JP Morgan Telecoms Towers Call Series (Virtual) – 18 Mar 2024

• Berenberg UK Corporate Conference (Watford) – 19 Mar 2024
• Jefferies Pan-European Mid-Cap Conference (London) – 20 Mar 2024
• Annual General Meeting (London) – 25 Apr 2024

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About Helios Towers

• Helios Towers is a leading independent telecommunications infrastructure company, having

established one of the most extensive tower portfolios across Africa and the Middle East. It builds,
owns and operates telecom passive infrastructure, providing services to mobile network operators

• Helios Towers owns and operates over 14,000 telecommunication tower sites in nine countries
across Africa and the Middle East

• Helios Towers pioneered the model in Africa of buying towers that were held by single operators
and providing services utilising the tower infrastructure to the seller and other operators. This allows
wireless operators to outsource non-core tower-related activities, enabling them to focus their
capital and managerial resources on providing higher quality services more cost-effectively

Alternative Performance Measures

The Group has presented a number of Alternative Performance Measures (“APMs”), which are used in
addition to IFRS statutory performance measures. The Group believes that these APMs, which are not
considered to be a substitute for or superior to IFRS measures, provide stakeholders with additional helpful
information on the performance of the business. These APMs are consistent with how the business
performance is planned and reported within the internal management reporting to the Board. Loss before
tax, gross profit, non-current and current loans and long-term and short-term lease liabilities are the
equivalent statutory measures (see ‘Certain defined terms and conventions’). For more information on the
Group’s Alternative Performance Measures, please see the Alternative Performance Measures section of
this release.

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Chair’s statement

Uniquely positioned in the world’s most exciting mobile markets

“Our talented people and partners have once again ensured that Helios Towers has delivered excellent
performance in 2023, exceeding both operational and financial expectations laid out at the beginning of the
year. Our focus on Customer Service Excellence and People and Business Excellence has been matched by
our unwavering commitment to responsible governance.”

Sir Samuel Jonah KBE, OSG

Chair

I am delighted to welcome you to our 2023 Annual Report, which demonstrates the strong
progress we have made on our platform during the year. Through successful acquisition
integration and continued progress on our 2026 strategy, underpinned by a robust governance
framework, the business is well-positioned to create sustainable value for our stakeholders.
This is my fifth letter as Chair of Helios Towers and as I reflect on our latest accomplishments detailed
throughout this report, I am reminded of how the business has transformed over these years and effectively
mitigated global challenges, delivering on our purpose of driving the growth of mobile communications
across Africa and the Middle East.
Through the challenges of Covid-19 and subsequent macroeconomic volatility, the Company consistently
demonstrates its qualities: the resilience to inflation and foreign currency movements in its revenues, its
operational expertise to deliver best-in-class customer service, and the embedded organic growth and lease-
up opportunities across its markets.
Following the platform expansion across 2020 to 2022, in which the business doubled its portfolio and
diversified through entry into four new markets, the Company entered 2023 with the opportunity to
demonstrate the quality of its enlarged portfolio, against the backdrop of macroeconomic volatility.
With operational and financial performance exceeding guidance laid out at the beginning of the year,
resulting in the fastest rate of organic growth and ROIC expansion since our Initial Public Offering (IPO), the
quality of our enlarged platform, leadership and local teams is evident.

Our 2026 Sustainable Business Strategy

Our 2026 Sustainable Business Strategy is focused on creating value for all stakeholders and is reflected
through targets within each of our three pillars: Customer Service Excellence, People and Business
Excellence, and Sustainable Value Creation.
In the context of higher interest rates globally, we have updated our capital allocations principles to focus on
organic growth and deleveraging, and as such target a slower pace of inorganic platform expansion.
Combined with conviction in a faster pace of tenancy ratio expansion than prior guidance, the Board and
management have adapted our prior target of ‘22 by 26’ to ‘2.2x by 26’. The prior target being linked to
portfolio scale and operating 22,000 towers by 2026, to now focus on portfolio utilisation and to deliver a
2.2x tenancy ratio by 2026.
We expect to achieve this through our uniquely positioned platform, proactive sales approach and our focus
on Customer Service Excellence. This adaptation does not rule out acquisitions, which remain a key tool for
us, but reflects our disciplined approach to capital allocation and focus on organic growth, lease-up and
ROIC enhancement.
Our strategy is underpinned by our commitment to strong governance and ethics. The Board is satisfied that
our strategy and actions reflect the requirements of, and our compliance with, Section 172(1), and there is
more information relating to this throughout this Strategic Report. This includes our commitment to our
workforce, customers, partners, suppliers, investors, communities and the environment, and our key impact
areas of digital inclusion, climate action, local and talented teams and responsible governance.

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Digital inclusion and climate action
Enabling digital inclusion in the communities we serve is one of the key reasons why we do what we do.
Every new site, colocation or operational improvement we make furthers this ambition.
In 2023, our growth of +544 sites meant an additional 3.7 million people enjoyed the coverage provided by
our towers. We also continued to improve power uptime at our sites, delivering 99.98% even though in many
of our markets grid connectivity can be unreliable or inconsistent.
With significant population growth predicted and low mobile penetration in many of our regions today, we
expect to see continued strong demand for tower infrastructure over the coming years.
While we seek to grow, we also understand the importance of minimising our carbon footprint. Alongside
lower emissions, reducing our reliance on fuel supports improved financial performance. Between 2022–
2030 we plan to invest US$100 million in low carbon solutions across the Group, including grid connections,
hybrid and solar solutions. We look forward to further advancing our carbon reduction roadmap in 2024,
including refreshing our carbon targets to include our four recent acquisitions.

Local, diverse, talented teams

The Board values our inclusive culture, believing it to be central to employee engagement and a crucial
enabler for the long-term success of the Company. We were delighted once again to attract a 100%
response rate to our Pulse Engagement Survey, which serves as a check-in between our biennial
engagement survey.
We have been working to address the key feedback from our 2022 survey to further enrich our colleagues’
experience of working with Helios Towers. Furthermore, we have implemented several initiatives including
new wellbeing programmes, enhancing employee development and improving performance management
across the Company.

Responsible governance
We fully appreciate the need for a strong governance framework to ensure we meet the high standards we
set ourselves to work responsibly and comply with regulations.
At Board level, in relation to the Financial Conduct Authority’s (FCA) Listing Rules target, FTSE Women
Leaders Review recommendations and the Parker Review, we continue to exceed on ethnicity and have
held 40% female representation on the Board, along with 24% in management positions. Following changes
to Board roles announced in May 2023, we now also comply with the FTSE Women Leaders Review
recommendation and FCA’s Listing Rules target to have a female director in at least one of the senior board
positions.
Our governance structures and policies help us to deliver on our strategy, manage our performance and
ultimately support the value we create for all our stakeholders.

Outlook
Our performance in 2023 demonstrated the quality of our platform, uniquely positioned in some of the world’s
fastest growing mobile markets, as well as the dedicated, local teams and strong leadership throughout the
Company. Looking forward, I am confident we will continue to drive the growth of mobile communications in
our regions and deliver sustainable value for many years to come for all stakeholders.
Sir Samuel Jonah KBE, OSG
Chair

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Group CEO’s statement

Strong and consistent delivery on our expanded platform

“In my second year as CEO, and the first for the business in our enlarged nine-market platform, I am
delighted with the team’s performance on multiple fronts. Through the effective execution of our Sustainable
Business Strategy, which prioritises delivering Customer Service Excellence through empowering our
people, we took our customer service levels to new highs, successfully integrated our new acquisitions,
delivered record organic tenancy growth and continued to drive sustainable value through robust colocation
lease-up and ROIC enhancement.”

Tom Greenwood
Group CEO

I am thrilled to report on strong Group performance in 2023, a year in which we again have
demonstrated the qualities of our enlarged platform and our resilience against a volatile
macroeconomic backdrop. This performance is underpinned by our talented local teams who
continue to deliver best-in-class service for our customers.
Following a period of transformational expansion across 2020 to 2022, investing over US$1 billion to double
the size of our platform to almost 14,000 towers and expand into four new markets, we entered 2023 ready
to demonstrate our ability to successfully integrate assets while at the same time further elevating our best-
in-class customer service, driving lease-up and materially improving ROIC.
I am delighted that we exceeded many of our ambitious expectations laid out at the beginning of the year,
delivering record organic tenancy additions and strong lease-up, accelerating Adj. EBITDA and portfolio free
cash flow growth and reducing net leverage back to within our target range. It was the fastest rate of organic
growth and ROIC expansion delivered since IPO.
At the same time, we continued to demonstrate our resilience to macroeconomic volatility. Despite average
inflation of 6% and foreign currency volatility in some of our markets, notably Ghana and Malawi, our
financial performance measured by Adj. EBITDA continued to track in line with tenancy growth. It is our
robust business model that supports this resilience, reflected by US$5.4 billion of future contracted revenues
with investment grade or near investment grade customers, that is largely denominated in hard currencies
with further protections through consumer price index (CPI) and power escalators.
It is from these strong foundations we drive value for all our stakeholders, captured in ambitious targets
under our three pillars of Customer Service Excellence, People and Business Excellence, and Sustainable
Value Creation.

Customer Service Excellence

Our philosophy for customers is simple: we are committed to delivering Customer Service Excellence in
everything we do, whether that’s in our core offerings of power delivery, roll out and site services, or by
proactively anticipating and responding to our customers’ needs.
One of our main KPIs is power availability, and in 2023 we achieved power uptime of 99.98% (2022:
99.96%). We continued to deliver at world-class levels, even in markets with limited grid availability and road
infrastructure. All of our new markets have seen material improvements in power uptime since we started
operations. For example, since entering Oman in December 2022 we reduced downtime per tower by 89%
from nearly six minutes to 38 seconds. Similarly in Senegal, we reduced downtime per tower from six
minutes in May 2021 to a record four seconds in December 2023. We remain focused on our Group goal of
just 30 seconds of downtime per tower per week by 2026.
Another core customer service offering is the speed at which we can safely roll out new sites and get MNOs
on air. We have internal targets focused on continuous improvement, covering multiple functions from supply
chain management to operations and finance. In 2023, we took our performance to new levels, installing
many colocations for our customers within 24 hours from order.

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This focus on Customer Service Excellence has supported record organic tenancy growth in 2023. Coupled
with our sustainable pricing strategy and continuous improvement ethos, it ensures we are positioned to
support our customers and deliver excellence for the long-term, through the initial 10-15-year contract term
and well beyond.

People and Business Excellence

Our second pillar focuses on integrating top talent and safe, efficient business practices to achieve Customer
Service Excellence and in turn our overall success. While we are an asset-heavy business, our most
important asset is always our people. We dedicate resources to nurture and enable our people and partners,
equipping them with tools and training for data-driven decision-making, and personal development with
people’s health and safety of paramount importance in everything we do.
As a Lean Six Sigma (LSS) Black Belt, I’m committed to supporting colleagues through our Orange and
Black Belt initiatives. As part of our LSS programme, colleagues are challenged to execute projects
enhancing business efficiency and performance. During this year, I was delighted to be the mentor for
Lujaina Al Amri, a female project engineer in Oman. This opportunity allowed me to directly contribute to
discussing her project and business challenges, while nurturing our emerging talent and advocating for
increased female representation in a historically male-dominated field.
LSS is at the core of our people development, and one of our strategic targets is to have 70% of our
workforce trained to Orange or Black Belt by 2026.
We are making good progress, with 53% of our team trained by the end of the year. We’ve also invested in
another cohort of next generation leaders, with 25 of our rising stars going to Cranfield University for
leadership training, following 50 colleagues who completed the programme last year.
When it comes to enhancing our culture and leadership approach, the big themes this year have been
empowerment, ownership and accountability. We viewed these as particularly important following our
expansion across 2020 to 2022, which doubled the size of the business and meant our previous
management operating model had to change to effectively manage the new scale. We held several off-site
management meetings to promote our ethos of empowering colleagues across the business to make the
right decisions quickly. We also held strategy days across each of our OpCos, enabling every employee to
understand and contribute to the strategic development of the Company.
Our OpCo teams, which have 96% local staff across the Group, strongly mirror the communities we serve,
fostering a rich business culture. We believe that the most effective business performance is achieved
through empowering local leadership and teams to deliver. Female representation has remained at 28% in
the year, with 24% at the senior management level and 40% at the Board level.
In 2023, we started a Board mentor programme connecting female Board members with our top 25 female
leaders across the organisation, creating an environment for coaching and support for career enhancement.
In 2024, we’re initiating a female-male ‘reciprocal mentoring’ programme, which focuses on two-way
mentorship between colleagues throughout the organisation.

Sustainable Value Creation

The third pillar in our strategy, Sustainable Value Creation, takes the successful output of our other two
pillars and combines it with our disciplined approach to capital allocation. It is focused on value creation for
all our stakeholders.
In 2023, we achieved record organic tenancy additions of +2,433, far exceeding our previous record of
+1,601 tenancies in 2022. It was particularly pleasing to see our new market Oman deliver +358 tenancies in
the first year of ownership, exceeding our initial expectations, as well as achieving over +1,000 organic
tenancy additions in DRC for the very first time.
Notably, the majority of the tenancy additions came through lease-up on our existing towers, with our
tenancy ratio expanding +0.10x year-on-year to 1.91x. This reflects our ability to identify uniquely positioned
towers in each of our markets and our pro-active customer partnership approach. This approach supports
our ongoing readiness to safely deliver new rollout in market-leading timescales.
As lease-up of our sites continues apace, and as we expand our portfolio, it’s with real pride that we see the
societal and environmental benefits that our tower-sharing model creates. Today, we estimate that our sites
now cover 144 million people, compared to 141 million one year ago.

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We also continued to invest in low carbon solutions, investing US$12 million in 2023 on grid connections,
solar and hybrid solutions in addition to trialling wind technology for the first time.
Year-on-year carbon emissions per tenant were flat, with the benefit of colocation lease-up and power
investments offset by higher grid emission factors in Tanzania and Senegal, as well as record tenancy
growth in DRC, a fuel intensive market.
Through our strong tenancy growth and operational investments, we achieved +31% Adj. EBITDA and +82%
operating profit growth in 2023. This also supported ROIC increasing meaningfully, expanding from 10.3% to
12.0%. Loss before tax improved by US$50.3 million to a loss of US$112.2 million, reflecting improved
operating profit.

2.2x by 26
In the context of higher interest rates, we have updated our capital allocation priorities and over the near-
term we are focused on organic growth and deleveraging. We anticipate inorganic activity and platform
growth to be at a slower pace than previously guided. As such, we have tweaked our internal target from
22,000 towers by 2026 to 2.2x tenancy ratio by 2026. This reflects our updated capital allocation priorities
and conviction in faster lease-up than previously guided.
This does not rule out attractive acquisitions, but it does illustrate our continued disciplined approach to
capital allocation and to ensure our strategy is adaptable to external factors to drive the best value for our
stakeholders.

Embedding health and safety in our DNA

I am proud of all the ways we support our people, but at Helios Towers we know the single most important
thing we can do for our colleagues is to protect their health and safety. In the last two to three years, we
have worked hard at every level of the organisation to embed this fully into our culture. From working at
height to tower construction to working with power set-ups, safety risks are always present for our people
and partners, so we do everything we can to avoid accidents.
We are also very transparent in our health and safety disclosures, declaring the number of incidents not just
in our own workforce, but also among the 11,500 partners in our contractor network. Transparency is key to
achieving our safety culture, and I’m very pleased to see that our near miss reporting rate has increased by
50% year-on-year. This improvement demonstrates open transparent communication through the business
and increases our data pool, which allows us to learn, adapt and improve to ensure we are better able to
keep our colleagues and partners safe when at work.
Furthermore, this year we have been leading the way in the wider telecoms community, for example by
organising health and safety forums for the tower industry in Africa, in partnership with Nokia. We are
breaking new ground in getting the whole industry together to ensure safety is our shared number one
priority.
I am pleased that our commitment to health and safety, and sustainability more generally, also continues to
deliver solid value to a range of stakeholders. Our sustainability credentials were confirmed this year by a
AAA sustainability rating with MSCI, one of the leading providers of critical decision support tools and
services for the global investment community.

Outlook
Following a strong 2023, in which we demonstrated the strength of our platform through accelerating organic
growth and increasing returns, we expect to deliver more of the same over the coming years. Our revised
strategic goal of ‘2.2x by 26’, reflects our capital allocation priorities and conviction of faster lease-up than
previously guided.
I expect our uniquely positioned platform with leading market share in some of the world’s fastest growing
markets, our dedicated focus on delivering Customer Service Excellence, alongside our talented local
teams, will continue to drive sustainable value for all our stakeholders for many years to come.
Tom Greenwood
Group CEO

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Group CFO’s statement

Record organic tenancy growth, ROIC enhancement and proactively managing our balance
sheet

”In 2023, we accelerated our organic growth, increased ROIC and strengthened our funding position, against
the backdrop of a rising interest rate environment and continued global volatility. This performance reflects
the strength and diversification of our enlarged platform, following two years of transformational expansion.”

Manjit Dhillon
Group CFO

2023 was our most successful year for organic growth and ROIC expansion since IPO. With a record
+2,433 organic tenancy additions delivered across our enlarged platform, we exceeded expectations
for Adjusted EBITDA, operating profit and cash flow generation, while also reducing our net leverage
back within our target range, ahead of schedule.
We also strengthened our funding position, partially reducing our 2025 Senior Notes through new loan
facilities, which extended our average maturity by one year with only a minimal increase in our cost of debt,
despite materially higher rates globally.

Our playbook in action

Our playbook is fairly simple - identify attractive high growth mobile markets with power and tower
infrastructure gaps. Then identify compelling entry opportunities, either organically or more commonly
inorganically through portfolio acquisitions, which create leading market positions, provide strong organic
growth and lease-up opportunities and are underpinned by a robust base of revenues, often in hard
currencies and supplemented by contractual escalators.

This has been demonstrated through the four new market acquisitions which have been integrated in the last
couple of years. We are pleased with the performance of the new acquisitions, all of which have hit the
ground running.
While our efficiency metrics were diluted in these acquisitive years (notably tenancy ratio, Adjusted EBITDA
margin and ROIC), this not only reflected the relative infancy of these assets but also the opportunity. In
2023, we started to demonstrate the quality of these acquisitions, alongside the long-term embedded growth
within all our markets.
Our record organic tenancy growth supported our tenancy ratio expanding by +0.1x, reflecting expansion in
both our new markets, which are tracking in line with our expectations, as well as continued growth within
our established platform, in particular DRC that added over 1,000 tenancies through the year.
Consequently, Group ROIC expanded at its fastest rate since IPO from 10.3% to 12.0% with portfolio free
cash flow expanding +33% and substantially reduced capital intensity for the business, reflecting our
disciplined approach to capital allocation which always targets investments with a meaningful surplus to our
weighted average cost of capital (WACC).

Robust business model

Our strong performance is underpinned by our robust business model that continues to demonstrate its
resilience through macroeconomic volatility. While we saw a 11% increase in fuel prices, 6% in CPI and 4%
foreign currency movements against the dollar, our Adjusted EBITDA expanded 31%, in line with our
average tenancy growth.
Our revenues are largely protected from inflation and foreign currency movements, through four of our
markets being innately hard-currency, in addition to contractual CPI and power price escalations. In our
quarterly earnings releases over the past few years, we continue to demonstrate this dynamic.
In addition to these escalations, our defence against macroeconomic volatility is established through a
protective blend of sustainable pricing strategy, market diversity and a diverse portfolio of blue-chip
customers.

11
Customer mix: Our customers comprise major MNOs across Africa and the Middle East, contributing
around 98% of our revenues in 2023. This revenue stream is diversified across several blue-chip MNOs,
with none representing more than 27% of our revenue for the year. Additionally, we maintain sustainable
pricing, offering lease rates approximately 30% lower than the MNOs’ overall cost of ownership.

Long-term contracts: Traditionally, our agreements span initial periods of 10–15 years, followed by
automatic renewals. As at 31 December 2023, the Group had an average of 7.8 years remaining in the initial
term across our contracts. This equates to US$5.4 billion in future revenue already secured, marking a 15%
increase year-on-year, through organic growth and contract renewals.

Hard currency earnings: Another layer of safeguarding comes from our operation within hard currency
markets. Countries like DRC, Senegal, Oman, and Congo Brazzaville are either dollarised or hard currency
pegged. Within the Group, 71% of our Adjusted EBITDA comes from hard currency sources, strengthened
by contractual escalations linked to power and CPI.

Through the year, we showcased how these attributes shield our Adjusted EBITDA and position us
favourably to seize growth opportunities in a robust and resilient manner.

Our performance in 2023

We delivered record organic tenancy additions of +2,433, far exceeding our guidance of +1,600–2,100
provided at the beginning of the year, with the overachievement largely driven by lease-up. Consequently,
we saw strong revenue and Adjusted EBITDA growth of 29% and 31% respectively. Our operating profit
reached a record of US$146.1 million, marking an increase of 82% year-on-year.
Our Adjusted EBITDA margin increased by 1ppt from 50.4% in 2022 to 51.3% in 2023. Our Adjusted EBITDA
margin was partially impacted by higher fuel prices in 2023, as both fuel-linked revenues and operating
expenses increased comparably due to pricing and therefore decreased margin. Adjusting for this dynamic,
our Adjusted EBITDA margin increased by 3ppt year-on-year, reflecting the strong lease-up delivered
through the year.
The Group’s loss before tax was US$112.2 million, an improvement of US$50.3 million year-on-year. The
impact of foreign currency movements was US$86.1 million, largely reflecting the non-cash impact of
intercompany loan movements. Nevertheless, with our focus on tenancy growth and operational efficiencies,
we anticipate enhanced profitability in the near term. This transformation is evident in our five established
markets, where our business is evolving towards profitability.

Cash flow
Cash flow generated from our existing asset base, or portfolio free cash flow, increased by 33% to US$268.2
million. The increase was driven by Adjusted EBITDA growth and improved cash conversion, principally
related to proportionately lower increases in payments of lease liabilities and taxes paid. Cash generated
from operations increased by 65% to a record US$318.5 million (2022: US$193.2 million) driven by higher
Adjusted EBITDA, lower deal costs and movements in working capital.
With portfolio free cash flow growth and a large decrease in capital expenditure in the year, our free cash
flow improved materially from negative US$720.6 million to negative US$81.1 million and we continue to
move towards reaching neutral free cash flow in 2024 and positive free cash flow thereafter.

Balance sheet
In September, we raised up to US$720 million loan and credit facilities as part of a liability management
exercise, to opportunistically partially tender our 2025 Senior Notes and repay our existing term loan. In total
US$405 million was utilised, resulting in our average maturities extending by one year with a minimal
increase in our cost of debt, despite the rising interest rate environment.
We believe this reflects the consistency of our performance delivery over the past few years, as well as the
improved scale and diversification achieved through our platform expansion. Our expansion over the last few
years has resulted in us having US$38.5 million of net liabilities at year-end, primarily driven by the
depreciation on acquired assets and financing costs associated with those acquisitions, as well as the non-
cash impact of foreign currency movements on our foreign currency asset base. As we lease-up those
assets over the next few years, we expect the liability position to reverse. Our net current assets at year end
remain strong at US$84.2 million.
12
At year-end our balance sheet debt remained in a solid position, with a four-year average remaining life and
over 80% of it being fixed. However, we continue to be opportunistic in regard to our debt liability
management and are currently reviewing options around refinancing in 2024.
We closed the year with net leverage of 4.4x, within our medium-term target range of 3.5–4.5x and ahead of
expectations. Given the projected earnings growth ahead, we target to be below 4.0x by the end of 2024.

Capital allocation
We have a disciplined approach to capital allocation, in which every investment needs to achieve a sufficient
spread above our cost of capital among other factors. While we have a strong platform, the higher interest
rate environment in which we operate today requires us to adjust return requirements for each investment.
In this context, our primary focus for capital allocation looking forward revolves around maximising returns
through highly selective organic investments and strengthening our balance sheet. Consistent with prior
years our primary focus is on organic investments including colocations, operating expense initiatives and
highly selective BTS. Following this, our capital allocation priorities shift from acquisitions in the short term to
supporting a reduction in our net leverage to below 4.0x by year-end 2024.
With free cash flow anticipated to move into positive territory over the near term, we are now close to a
juncture where the capital we generate allows us the capacity to make distributions to our investors, both
debt and equity holders, while still having ample resources to invest in our growth.

Outlook
Our outlook and strategy is simple – consistently look for and invest in capital efficient opportunities to
increase our return on invested capital and ensure we continue to exceed our cost of capital. We have an
exciting year ahead where we will continue to prioritise our capital allocation on high returning organic
growth while delivering exceptional customer experience.
In 2024 and beyond, our focus remains steadfast on these objectives, aiming to leverage the positive
aspects of our high-growth markets combined with our robust business model for the benefit of all
stakeholders.
This fundamental approach forms the core of our strategy. We’ve laid down the foundations that promise a
strong growth trajectory irrespective of global market shifts.
Manjit Dhillon
Group CFO

13
Alternative Performance Measures

The Group has presented a number of Alternative Performance Measures (APMs), which are used in
addition to IFRS statutory performance measures.

The Group believes that these APMs, which are not considered to be a substitute for or superior to IFRS
measures, provide stakeholders with additional helpful information on the performance of the business.
These APMs are consistent with how the business performance is planned and reported within the internal
management reporting to the Board. Some of these measures are also used for the purpose of setting
remuneration targets.

Adjusted EBITDA and Adjusted EBITDA margin

Definition
Management defines Adjusted EBITDA as loss before tax for the year, adjusted for finance costs, other gains
and losses, interest receivable, loss on disposal of property, plant and equipment, amortisation of intangible
assets, depreciation and impairment of property, plant and equipment, depreciation of right-of-use assets,
deal costs for aborted acquisitions, deal costs not capitalised, share-based payments and long-term
incentive plan charges, and other adjusting items. Other adjusting items are material items that are
considered one-off by management by virtue of their size and/or incidence.
Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by revenue.

Purpose
The Group believes that Adjusted EBITDA and Adjusted EBITDA margin facilitate comparisons of operating
performance from period to period and company to company by eliminating potential differences caused by
variations in capital structures (affecting interest and finance charges), tax positions (such as the impact of
changes in effective tax rates or net operating losses) and the age and booked depreciation on assets. The
Group excludes certain items from Adjusted EBITDA, such as loss on disposal of property, plant and
equipment and other adjusting items because it believes they facilitate a better understanding of the Group’s
underlying trading performance.

Reconciliation between APM and IFRS 2023 2022

US$m US$m
Loss before tax (112.2) (162.5)
Adjustments applied to give Adjusted EBITDA
Adjusting items:
Deal costs1 3.3 19.1
Share-based payments and long-term incentive plan charges2 3.7 4.5
Other/Restructuring 0.9 –
(Loss)/Gain on disposal of property, plant and equipment (3.1) 0.4
Other gains and losses 6.1 51.4
Depreciation of property, plant and equipment 160.9 144.6
Amortisation of intangible assets 26.1 12.6
Depreciation of right-of-use assets 32.0 21.3
Interest receivable (1.3) (1.8)
Finance costs 253.5 193.2
Adjusted EBITDA 369.9 282.8
Revenue 721.0 560.7
Adjusted EBITDA margin 51% 50%
1 Deal costs comprise costs related to potential acquisitions and the exploration of investment opportunities, which cannot be capitalised. These comprise employee costs,
professional fees, travel costs and set-up costs incurred prior to operating activities commencing.
2 Includes associated costs.

14
Adjusted gross profit and Adjusted gross margin

Definition
Adjusted gross profit means gross profit, adding back site and warehouse depreciation, divided by revenue.
Adjusted gross margin means Adjusted gross profit divided by revenue.
Purpose
This measure is used to evaluate the underlying level of gross profitability of the operations of the business,
excluding depreciation, which is the major non-cash measure otherwise reflected in cost of sales. The Group
believes that Adjusted gross profit facilitates comparisons of operating performance from period to period
and company to company by eliminating potential differences caused by the age and booked depreciation
on assets. It is also a proxy for the gross cash generation of its operations.

Reconciliation between IFRS and APM 2023 2022

US$m US$m
Gross profit 270.6 194.8
Add back: Site and warehouse depreciation 185.6 158.1
Adjusted gross profit 456.2 352.9
Revenue 721.0 560.7
Adjusted gross margin 63% 63%

Portfolio free cash flow

Definition
Portfolio free cash flow is defined as Adjusted EBITDA less maintenance and corporate capital additions,
payments of lease liabilities (including interest and principal repayments of lease liabilities) and tax paid.
Purpose
Portfolio free cash flow is used to value the cash flow generated by the business operations after
expenditure incurred on maintaining capital assets, including lease liabilities, and taxes. It is a measure of
the cash generation of the tower estate.

Reconciliation between IFRS and APM 2023 2022

US$m US$m
Cash generated from operations 318.5 193.2
Adjustments applied:
Movement in working capital 48.1 70.5
Adjusting items:
Deal costs1 3.3 19.1
Adjusted EBITDA 369.9 282.8
Less: Maintenance and corporate capital additions (35.5) (20.3)
Less: Payments of lease liabilities2 (45.3) (40.8)
Less: Tax paid (20.9) (20.3)
Portfolio free cash flow 268.2 201.4
1 Deal costs comprise costs related to potential acquisitions and the exploration of investment opportunities, which cannot be capitalised. These comprise employee costs,
professional fees, travel costs and set-up costs incurred prior to operating activities commencing.
2 Payment of lease liabilities comprises interest and principal repayments of lease liabilities.

15
Gross debt, net debt and net leverage

Definition
Gross debt is calculated as non-current loans and current loans and long-term and short-term lease
liabilities.
Net debt is calculated as gross debt less cash and cash equivalents. Net leverage is calculated as net debt
divided by annualised Adjusted EBITDA1.
Purpose
Gross debt is a prominent metric used by investors and rating agencies.
Net debt is a measure of the Group’s net indebtedness that provides an indicator of overall balance sheet
strength. It is also a single measure that can be used to assess the Group’s cash position relative to its
indebtedness. The use of the term ‘net debt’ does not necessarily mean that the cash included in the net
debt calculation is available to settle the liabilities included in this measure.
Net leverage is used to show how many years it would take for a company to pay back its debt if net debt
and Adjusted EBITDA are held constant.

Reconciliation between IFRS and APM 2023 2022

US$m US$m
External debt 1,650.3 1,571.6
Lease liabilities 239.4 226.0
Gross debt 1,889.7 1,797.6
Cash and cash equivalents 106.6 119.6
Net debt 1,783.1 1,678.0
Annualised Adjusted EBITDA1 403.0 328.8
Net leverage 4.4x 5.1x
1 Annualised Adjusted EBITDA calculated as per the Senior Notes definition as the most recent fiscal quarter multiplied by four, adjusted to reflect the annualised contribution from
acquisitions that have closed in the most recent fiscal quarter. This is not a forecast of future results.

Return on invested capital

Definition
Return on invested capital (ROIC) is defined as annualised portfolio free cash flow divided by invested
capital.
Invested capital is defined as gross property, plant and equipment and gross intangible assets, less
accumulated maintenance and corporate capital expenditure, adjusted for IFRS 3 and IAS 29 accounting
adjustments and deferred consideration for future sites.
Purpose
This measure is used to evaluate asset efficiency and the effectiveness of the Group’s capital allocation.
2022
2023 US$m
Reconciliation between IFRS and APM US$m (Restated)²
Property, plant and equipment 918.3 907.9
Accumulated depreciation 1,127.5 934.0
Accumulated maintenance and corporate capital expenditure (260.3) (224.8)
Intangible assets 546.4 575.2
Accumulated amortisation 75.6 50.4
Accounting adjustments and deferred consideration for future sites (180.1) (70.7)
Total invested capital 2,227.4 2,172.0
Annualised portfolio free cash flow1 268.2 223.8
Return on invested capital 12.0% 10.3%
1 Annualised portfolio free cash flow is calculated as portfolio free cash flow for the respective period, adjusted to annualise the impact of acquisitions closed during the respective
period.
2 Restatement on finalisation of acquisition accounting; see Note 31.

16
Detailed financial review
Consolidated Income Statement
For the year ended 31 December

Year ended 31
December
(US$m) 2023 2022
Revenue 721.0 560.7
Cost of sales (450.4) (365.9)

Gross profit 270.6 194.8

Administrative expenses (127.6) (114.1)
Gain/(loss) on disposal of property, plant and equipment 3.1 (0.4)

Operating profit 146.1 80.3

Interest receivable 1.3 1.8
Other gains and losses (6.1) (51.4)
Finance costs (253.5) (193.2)

Loss before tax (112.2) (162.5)

Tax expense 0.4 (8.9)

Loss after tax (111.8) (171.4)

Loss attributable to:

Owners of the Company (100.1) (171.5)
Non-controlling interests (11.7) 0.1

Loss for the year (111.8) (171.4)

Loss per share:

Basic loss per share (cents) (10) (16)
Diluted loss per share (cents) (10) (16)

17
 Segmental key performance indicators
For the year ended 31 December
Following the Group’s recent expansion into new countries and related internal management and reporting
reorganisation, the Group’s segments are now presented on a regional rather than a country basis, with
comparative information re-presented accordingly.

Group MENA2 East & West Africa3 Central & Southern Africa4

$ values are presented as US$m 2023 2022 2023 2022 2023 2022 2023 2022

Sites at year end 14,097 13,553 2,535 2,519 6,396 6,300 5,166 4,734
Tenancies at year end 26,925 24,492 3,375 3,017 12,608 12,093 10,942 9,382
Tenancy ratio at year end 1.91x 1.81x 1.33x 1.20x 1.97x 1.92x 2.12x 1.98x
Revenue for the year ($) 721.0 560.7 57.5 3.6 312.6 261.8 350.9 295.3
Adjusted gross marginΔ 63% 63% 77% 73% 69% 67% 56% 59%
Adjusted EBITDAΔ for the year1 ($) 369.9 282.8 38.5 2.3 199.8 162.9 167.6 149.1
Adjusted EBITDA marginΔ for the year 51% 50% 67% 64% 64% 62% 48% 50%
1 Group Adjusted EBITDA for the year includes corporate costs of US$36.0 million (2022: US$31.5 million).
2 MENA (Middle East & North Africa) segment reflects the Company’s operations in Oman.
3 East & West Africa segment reflects the Company’s operations in Tanzania, Senegal and Malawi.
4 Central & Southern Africa segment reflects the Company’s operations in DRC, Congo Brazzaville, South Africa, Ghana and Madagascar.

Total tenancies as at 31 December

Group MENA East & West Africa Central & Southern Africa

$ values are presented as US$m 2023 2022 2023 2022 2023 2022 2023 2022

Standard colocations 10,929 9,611 744 498 5,332 5,080 4,853 4,033
Amendment colocations 1,899 1,328 96 – 880 713 923 615
Total colocations 12,828 10,939 840 498 6,212 5,793 5,776 4,648
Total sites 14,097 13,553 2,535 2,519 6,396 6,300 5,166 4,734
Total tenancies 26,925 24,492 3,375 3,017 12,608 12,093 10,942 9,382

Δ Alternative Performance Measures are defined on pages 64-66 of the Annual Report.

18
Revenue
Revenue increased by 28.6% to US$721.0 million in the year ended 31 December 2023 from US$560.7
million in the year ended 31 December 2022. The increase in revenue was driven by organic tenancy
growth, especially in DRC, contractual CPI and power escalators and acquisitions in Malawi and Oman in
2022.

Cost of sales
Year ended 31 December
% of % of
Revenue Revenue
(US$m) 2023 2023 2022 2022
Power 177.3 24.6% 131.3 23.4%
Non-power 87.5 12.2% 76.5 13.6%
Site and warehouse depreciation 185.6 25.7% 158.1 28.2%
Total cost of sales 450.4 62.5% 365.9 65.3%

The table below shows an analysis of the cost of sales on a region-by-region basis for the year ended 31
December 2023 and 2022.
Central &
Middle East & East & West Southern
Group North Africa Africa Africa
(US$m) 2023 2022 2023 2022 2023 2022 2023 2022
Power 177.3 131.3 7.4 0.6 60.4 50.4 109.5 80.3
Non-power 87.5 76.5 5.9 0.5 36.4 35.0 45.2 41.0
Site and warehouse depreciation 185.6 158.1 19.0 2.2 80.9 78.3 85.7 77.6
Total cost of sales 450.4 365.9 32.3 3.3 177.7 163.7 240.4 198.9

Cost of sales increased to US$450.4 million in the year ended 31 December 2023 from US$365.9 million in
the year ended 31 December 2022, due primarily to a full year of operations in Malawi and Oman (US$42.7
million) and organic site growth.

Administrative expenses
Administrative expenses increased by 11.8% to US$127.6 million in the year ended 31 December 2023 from
US$114.1 million in the year ended 31 December 2022. Year-on-year administrative expenses as a
percentage of revenue has decreased by 2.6%. The increase in administrative expenses is primarily due to
the impact of acquisitions that increased amortisation and other administrative costs.
Year ended 31 December
% of % of
Revenue Revenue
(US$m) 2023 2023 2022 2022
Other administrative costs 86.4 12.0% 70.0 12.5%
Depreciation and amortisation 33.4 4.6% 20.3 3.6%
Adjusting items 7.8 1.1% 23.8 4.2%
Total administrative expense 127.6 17.7% 114.1 20.3%

Adjusted EBITDA
Adjusted EBITDA was US$369.9 million in the year ended 31 December 2023 compared to US$282.8 million
in the year ended 31 December 2022. The increase in Adjusted EBITDA between periods is primarily
attributable to the changes in revenue, cost of sales and administrative expenses, as discussed above.
Please refer to the Alternative Performance Measures section for more details and Note 4 of the Group
Financial Statements for a reconciliation of aggregate Adjusted EBITDA to loss before tax.

19
Other gains and losses
Other gains and losses recognised in the year ended 31 December 2023 was a loss of US$6.1 million,
compared to a loss of US$51.4 million in the year ended 31 December 2022. This is mainly related to the
impacts of hyperinflation accounting in 2023 in Ghana and the non-cash US$2.1 million (2022: US$51.5
million) fair value movement of the embedded derivative valuation of the put and call options embedded
within the terms of the Senior Notes. See Note 26 of the Group Financial Statements.

Finance costs
Finance costs of US$253.5 million for the year ended 31 December 2023 included interest costs of
US$150.2 million which reflects interest on the Group’s debt instruments, fees on available Group and local
term loans and revolving credit facilities (RCF), withholding taxes and amortisation. The increase in interest
costs from US$115.4 million in 2022 to US$150.2 million in 2023 is primarily due to a full year of interest
costs for the Oman term loan. The increase in non-cash foreign exchange differences from US$52.3 million
in 2022 to US$86.1 million in 2023 primarily reflects fluctuations of the Malawian Kwacha, Ghanaian Cedi
and Tanzanian Shilling which declined against the US Dollar during the year.
Year ended 31
December
(US$m) 2023 2022
Foreign exchange differences 86.1 52.3
Interest costs 150.2 115.4
Interest costs on lease liabilities 25.0 25.5
Gain on refinancing (7.8) –
Total finance costs 253.5 193.2

Tax expense
Tax expense was US$0.4 million credit in the year ended 31 December 2023 as compared to US$8.9
million expense in the year ended 31 December 2022. The decrease in overall tax charge is predominantly
driven by the recognition of previously unrecognised deferred tax assets in profitable territories.
Though entities in Congo Brazzaville and Senegal have continued to be loss-making for tax purposes,
minimum income taxes or/and asset based taxes were levied, as stipulated by law in these jurisdictions.
DRC, Ghana, Madagascar, Tanzania and two entities in South Africa are profitable for tax purposes and
subject to corporate income tax thereon.

20
Contracted revenue
The following table provides our total undiscounted contracted revenue by country as of 31 December 2023
for each year from 2024 to 2028, with local currency amounts converted at the applicable average rate for
US Dollars for the year ended 31 December 2023 held constant. Our contracted revenue calculation for
each year presented assumes:
• no escalation in fee rates;
• no increases in sites or tenancies other than our committed tenancies;
• our customers do not utilise any cancellation allowances set forth in their MLAs;
• our customers do not terminate MLAs prior their current term; and
• no automatic renewal.
Year ended 31 December
(US$m) 2024 2025 2026 2027 2028
Middle East & North Africa 52.5 49.6 49.6 49.6 49.6
East & West Africa 278.3 287.4 247.2 231.8 227.8
Central & Southern Africa 362.1 334.7 300.8 271.5 256.6
Total 692.9 671.7 597.6 552.9 534.0

The following table provides our total undiscounted contracted revenue by key customers as of 31
December 2023 over the life of the contracts with local currency amounts converted at the applicable
average rate for US Dollars for the year ended 31 December 2023 held constant. As at 31 December 2023,
total contracted revenue was US$5.4 billion (2022: US$4.7 million), of which 99% is from multinational
MNOs, with an average remaining life of 7.8 years (2022: 7.6 years).
Total committed % of total committed
(US$m) revenues revenues
Multinational MNOs 5,363.2 99.0%
Other 54.0 1.0%
Total 5,417.2 100.0%

21
Management cash flow
Year ended 31
December
(US$m) 2023 2022
Adjusted EBITDA 369.9 282.8
Less:
Maintenance and corporate capital additions (35.5) (20.3)
Payments of lease liabilities1 (45.3) (40.8)
Corporate taxes paid (20.9) (20.3)
Portfolio free cash flow2 268.2 201.4
Cash conversion %3 73% 71%
Net payment of interest4 (127.9) (97.7)
Net change in working capital5 (47.1) (86.5)
Levered portfolio free cash flow6 93.2 17.2
Discretionary capital additions7 (167.5) (745.0)
Cash paid for exceptional and one-off items, and proceeds on disposal assets8 (6.8) 7.2
Free cash flow (81.1) (720.6)
Transactions with non-controlling interests – (11.8)
Net cash flow from financing activities9 75.7 327.4
Net cash flow (5.4) (405.0)
Opening cash balance 119.6 528.9
Foreign exchange movement (7.6) (4.3)

Closing cash balance 106.6 119.6

1 Payment of lease liabilities comprises interest and principal repayments of lease liabilities.
2 Refer to reconciliation of cash generated from operating activities to portfolio free cash flow in the Alternative Performance Measures section.
3 Cash conversion % is calculated as portfolio free cash flow divided by Adjusted EBITDA.
4 Net payment of interest corresponds to the net of ‘Interest paid’ (including withholding tax) and ‘Interest received’ in the Consolidated Statement of Cash Flow, excluding interest
payments on lease liabilities.
5 Working capital means the current assets less the current liabilities for the Group. Net change in working capital corresponds to movements in working capital, excluding cash
paid for exceptional and one-off items and including movements in working capital related to capital expenditure.
6 Levered portfolio free cash flows have been represented based on the updated structure of the management cash flow. It is defined as portfolio free cash flow less net payment
of interest and net change in working capital.
7 Discretionary capital additions includes acquisition, growth and upgrade capital additions.
8 Cash paid for exceptional and one-off items and proceeds on disposal of assets includes project costs, deal costs, deposits in relation to acquisitions, proceeds on disposal of
assets and non-recurring taxes.
9 Net cash flow from financing activities includes gross proceeds from issue of equity share capital, share issue costs, loan drawdowns, loan issue costs, repayment of loan and
capital contributions in the Consolidated Statement of Cash Flows.

Cash conversion has increased slightly from 71% for the year ended 31 December 2022 to 73% for the year
ended 31 December 2023. This is driven by Adjusted EBITDA growing faster than corporate taxes paid and
payment of lease liabilities.
Net change in working capital decreased by US$39.4 million year-on-year due to timing of cash payments to
suppliers and improved collections from customers.
The Group’s Consolidated Statement of Cash Flows is set out on page 135 of the Annual Report.
Cash flows from operations, investing and financing activities
Cash generated from operations increased by 64.9% to US$318.5 million (2022: US$193.2 million) driven by
higher Adjusted EBITDA, lower deal costs and movements in working capital. Net cash used in investing
activities was US$195.8 million for the year ended 31 December 2023, down from US$381.5 million in the
prior year. The decrease was primarily due to lower organic and inorganic site growth in 2023. Net cash
generated from financing activities during the year was US$43.2 million, which primarily related to loan
drawdowns net of loan repayments.
Cash and cash equivalents
Cash and cash equivalents decreased by US$13.0 million year-on-year to US$106.6 million at 31 December
2023 (2022: US$119.6 million) as described above.

22
Capital expenditure
The following table shows our capital expenditure additions by category during the year ended 31
December:

2023 2022
% of total % of total
US$m capex US$m capex
Acquisition 20.2 10.0% 557.4 72.9%
Growth 112.5 55.4% 171.2 22.4%
Upgrade 34.8 17.1% 16.3 2.1%
Maintenance 31.3 15.4% 17.9 2.3%
Corporate 4.2 2.1% 2.5 0.3%
Total 203.0 100.0% 765.3 100.0%

Acquisition capex in the year ended 31 December 2023 relates primarily to deferred consideration in
Senegal.
Trade and other receivables
Trade and other receivables increased from US$228.1 million at 31 December 2022 to US$297.2 million at
31 December 2023, primarily due to increases from new markets entered, organic growth, customer billing
profile and contract assets. Debtor days decreased from 57 days in 2022 to 47 days in 2023 (see Note 15).

Trade and other payables

Trade and other payables increased from US$239.4 million at 31 December 2022 to US$301.7 million at 31
December 2023. The increase is primarily driven by an increase in deferred income, as a result of the timing
of customer billings, and an increase in accruals due to the timing of capital expenditure and other
purchases around year-end.

Loans and borrowings

As of 31 December 2023 and 31 December 2022, the Group’s outstanding loans and borrowings, excluding
lease liabilities, were US$1,650.3 million (net of issue costs) and US$1,571.6 million respectively, and net
leverage was 4.4x and 5.1x respectively. The year-on-year change in indebtedness largely reflects a
US$325 million partial tender of the Group’s Senior Notes due 2025 and US$65 million repayment of the
Group’s previous term loan using proceeds from new banking facilities completed during the year. Further
details of loans and borrowings are provided in Note 20 of the Group Financial Statements.

23
Principal risks and uncertainties

˄ Risk increasing ˅ Risk decreasing ~ No change ± New risk

Risk Category Description Mitigation Status

1 Major quality – Reputational The Group’s reputation and profitability could – Continued skills development and training ~
failure or breach – Financial be damaged if the Group fails to meet its programmes for the project and
of contract customers’ operational specifications, quality operational delivery team;
standards or delivery schedules. – Detailed and defined project scoping and
lifecycle management through project
A substantial portion of Group revenues is
delivery and transfer to ongoing
generated from a limited number of large
operations;
customers. The loss of any of these
customers would materially affect the – Contract and dispute management
Group’s finances and growth prospects. processes in place;
– Continuous monitoring and management
Many of the Group’s customer tower of customer relationships; and
contracts contain liquidated damage
– Use of long-term contracting with minimal
provisions, which may require the Group to
termination rights.
make unanticipated and potentially
significant payments to its customers.

2 Non-compliance – Compliance Non-compliance with applicable laws and – Constant monitoring of potential changes ~
with laws and – Financial regulations may lead to substantial fines and to laws and regulatory requirements;
regulations, – Reputational penalties, reputational damage and adverse – In-person and virtual training on safety,
such as: effects on future growth prospects. health and environmental matters provided
– Safety, health to employees and relevant third-party
Sudden and frequent changes in laws and
and contractors;
regulations, their interpretation or application
environmental and enforcement, both locally and – Ongoing refresh of compliance and related
laws internationally, may require the Group to policies including specific details covering
– Anti-bribery and modify its existing business practices, incur anti-bribery and corruption; anti-facilitation
corruption increased costs and subject it to potential of tax evasion, anti-money laundering;
provisions additional liabilities. – Compliance monitoring activities and
periodic reporting requirements
introduced;
– Ongoing engagement with external
lawyers and consultants and regulatory
authorities, as necessary, to identify and
assess changes in the regulatory
environment;
– Third Party Code of Conduct
communicated and annual certifications
required of all high and medium risk third
parties;
– Supplier audits and performance reviews;
– ISO certifications maintained;
– Regionalisation of the Compliance function
and recruitment of additional resource;
– Internal Audit function adding additional
checks and balances; and
– Supplier/Partner forums continuing to be
rolled out to all OpCos to build further
third-party capability and competency.

3 Economic and – Operational A slowdown in the growth of, or a reduction – Ongoing market analysis and business ~
political – Financial in demand for, wireless communication intelligence gathering activities;
instability services could adversely affect the demand – Market share growth strategy in place;
for communication sites and tower space – Close monitoring of any potential risks that
and could have a material adverse effect may affect operations; and
on the Group’s financial condition and – Business continuity and contingency plans
results of operations. in place and tested to respond to any
There are significant risks related to political emergency situations.
instability (including elections), security,
ethnic, religious and regional tensions in
each market where the Group has
operations.

24
Risk Category Description Mitigation Status

4 Significant – Financial Fluctuations in, or devaluations of, local – USD – and EURO-pegged contracts; ~
exchange rate market currencies or sudden interest rate – ‘Natural’ hedge of local currencies (revenue vs
and interest rate movements where the Group operates could opex);
movements have a significant and negative financial – Ongoing review of exchange rate differences
impact on the Group’s business, financial and interest rate movements;
condition and results. Such impacts may also – Fixed rate debt/swaps in place
result from any adverse effects such
– Maintain a prudent level of leverage;
movements have on Group third-party
– Manage cash flows; and
customers and strategic suppliers. If interest
– Regular upstream of cash with the majority of
rates increase materially, the Group may
cash held in hard currency i.e. US Dollar and
struggle to meet its debt repayments.
Sterling at Group.
This may also negatively affect availability of
foreign currency in local markets and the
ability of the Group to upstream cash.

5 Non-compliance – Operational The Group may not always operate with the – Inventory of required licences and permits ~
with permit necessary required approvals and permits for maintained for each operating company;
requirements some of its tower sites, particularly in the – Compliance registers maintained with any
case of existing tower portfolios acquired
potential non-conformities identified by the
from a third party. Vagueness, uncertainty
relevant government authority with a timetable
and changes in interpretation of regulatory
for rectification;
requirements are frequent and often without
warning. As a result, the Group may be – Periodic engagement with external lawyers and
subject to potential reprimands, warnings, advisors and participation in industry groups;
fines and penalties for non-compliance with and
the relevant permitting and approval – Active and ongoing engagement with relevant
requirements. regulatory authorities to proactively identify,
assess and manage actual and potential
regulation changes.

6 Loss of key – People The Group’s successful operational activities – Talent identification and succession-planning ~
personnel and growth is closely linked to the knowledge exit for key roles;
and experience of key members of senior – Competitive benchmarked performance related
management and highly skilled technical remuneration plans; and
employees. The loss of any such personnel,
– Staff performance and development/support
or the failure to attract, recruit and retain
plans.
equally high calibre professionals could
adversely affect the Group’s operations,
financial condition and strategic growth
prospects.

7 Technology risk – Strategic Advances in technology that enhance the – Strategic long-term planning; ~
efficiency of wireless networks and potential – Business intelligence;
active sharing of wireless spectrum may – Exploring alternatives, e.g. solar power
significantly reduce or negate the need for technologies
tower-based infrastructure or services. This – Continuously improving product offering to
could reduce the need for enable adaptation to new wireless
telecommunications operators to add more technologies;
tower-based antenna equipment at certain
– Applying for new licences to provision active
tower sites, leading to a potential decline in
infrastructure services in certain markets; and
tenants, service needs and decreasing
– Technology committee in place with Board
revenue streams.
involvement/oversight.
Examples of such new technologies may
include spectrally efficient technologies that
could potentially relieve certain network
capacity problems or complementary voice
over internet protocol access technologies
that could be used to offload a portion of
subscriber traffic away from the traditional
tower-based networks.

8 Failure to remain – Financial Competition in, or consolidation of, the – KPI monitoring and benchmarking against ~
competitive telecommunications tower industry may competitors;
create pricing pressures that materially and – Total cost of ownership (TCO) analysis for
adversely affect the Group. MNOs to run towers;
– Fair and competitive pricing structure;
– Business intelligence and review of
competitors’ activities;
– Strong tendering team to ensure high win/
retention rate; and
– Continuous capex investment to ensure that
the Group can facilitate customer needs
quickly.

25
Risk Category Description Mitigation Status

9 Failure to – Strategic Multiple risks exist with entry into new – Pre-acquisition due diligence conducted with the ~
integrate new – Financial markets and new lines of business. Failure assistance of external advisors with specific
lines of to successfully manage and integrate geographic and industry expertise;
– Operational
operations, resources and technology could – Ongoing monitoring activities post
business in new have material adverse implications for the
markets acquisition/agreement;
Group’s overall growth strategy and
negatively impact its financial position and – Detailed management, operations and
organisation culture. technology integration plans;
– Ongoing measurement of performance vs. plan
and Group strategic objectives; and
– Implementation of a regional CEO and support
function governance and oversight structure.

10 Tax disputes – Compliance Our operations are based in certain – Frequent interaction and transparent ~
– Financial countries with complex, frequently changing communication with relevant governmental
and bureaucratic and administratively authorities and representatives;
– Operational
burdensome tax regimes. This may lead to
– Reputational – Engagement of external legal and tax advisors
significant disputes around interpretation
to advise on legislative/tax code changes and
and application of tax rules and may expose
assessed liabilities or audits;
us to significant additional taxation liabilities.
– Engagement with trade associations and
industry bodies and other international
companies and organisations facing similar
issues;
– Defending against unwarranted claims; and
– Strengthening of the Group Tax team and
continued recruitment of in-house tax expertise
at both Group and OpCo levels.

11 Operational – Strategic The ability of the Group to continue – Ongoing enhancements to data security and ~
resilience – Reputational operations is heavily reliant on third parties, protection measures with third-party expert
– Operational the proper functioning of its technology support;
platforms and the capacity of its available – Additional investment in IT resource and
human resources. infrastructure to increase automation and
Failure in any of these three areas could workflow of business-as-usual activities;
severely affect its operational capabilities – Third-party due diligence, ongoing monitoring
and ability to deliver on its strategic
and regular supplier performance reviews;
objectives.
– Alternative sources of supply are previously
identified to deal with potential disruption to the
strategic supply chain;
– Ongoing review and involvement of the human
resources department at an early stage in
organisation design and development activities;
and
– Buffer stock maintained of critical materials for
site delivery.

12 Pandemic risk – Operational In addition to the risk to the health and – Health and safety protocols established and ~
– Financial safety of our employees and contractors, implemented;
the ongoing impact of Covid-19 or other – Business continuity plans implemented with
such pandemic could materially and
ongoing monitoring;
adversely affect the financial and
– Financial modelling, scenario building and stress
operational performance of the Group
across all of its activities. The effects of a testing;
pandemic may also disrupt the achievement – Continuous scanning of the external
of the Group's strategic plans and growth environment;
objectives and place additional strain on its – Increased fuel purchases; and
technology infrastructure. There is also an
– Review of contractual terms and conditions.
increased risk of litigation due to the
potential effects of a pandemic on fulfilment
of contractual obligations.

26
Risk Category Description Mitigation Status

13 Cyber security – Operational We are increasingly dependent on the – Ongoing implementation and enhancement of ~
risk – Financial performance and effectiveness of our IT security and remote access processes, policies
– Reputational systems. Failure of our key systems, and procedures;
exposure to the increasing threat of cyber – Regular security testing regime established,
attacks and threats, loss or theft of validated by independent third parties;
sensitive information, whether accidentally – Annual staff training and awareness programme
or intentionally, expose the Group to in place;
operational, strategic, reputational and – Security controls based on industry best practice
financial risks. These risks are increasing frameworks, such as National Cyber
due to greater interconnectivity, reliance on Security Centre (NCSC) (www.ncsc.gov.uk/),
technology solutions to drive business National Institute of Standards and Technology
performance, use of third parties in (NIST) (www.nist.gov/), and validated through
operational activities and continued internal audit assessments;
adoption of remote working practices.
– Specialist security third parties engaged to
Cyber attacks are becoming more assess cyber risks and mitigation plans;
sophisticated and frequent and may – Incident management and response processes
compromise sensitive information of the aligned to ITIL® best practice – identification,
Group, its employees, customers or other containment, eradication, recovery and lessons
third parties. Failure to prevent unauthorised learned;
access or to update processes and IT
security measures may expose the Group to – New supplier risk management assessments
potential fraud, inability to conduct its and due diligence carried out; and
business, damage to customers as well as – ISO 27001 (Information Security) and Cyber
regulatory investigations and associated Essentials certification obtained during 2023.
fines and penalties.

14 Climate change – Operational Climate change is a global challenge and – Carbon reduction intensity target to 2030 with an ~
– Financial therefore critical to our business, our ambition to decarbonise our emissions to net
– Reputational investors, our customers and other zero (90% reduction in scope 1, 2, 3 emissions);
stakeholders. Regulatory requirements and – Monitoring changes to carbon legislation and
expectations of compliance with best regulations in all our markets;
practice are also evolving rapidly. A failure – Investing in solutions that reduce carbon
to anticipate and respond appropriately and footprint and reliance on diesel such as installing
sufficiently to climate risks or opportunities hybrid and solar solutions and connecting to grid
could lead to an increased footprint, power where possible;
disruption to our operations and reputational – Additional capital expenditure in carbon
damage. reduction innovation;
Business risks we may face as a result of – Factoring emissions and climate risk into
climate change relate to physical risks to strategy and growth plans. All operating
our assets, operations and personnel (i.e. companies’ budgets and forecasts include
events arising due to the frequency and calculated emissions to evaluate trends vs.
severity of extreme weather events or shifts our 2030 carbon target;
in climate patterns) and transition risks (i.e. – Reporting in alignment with TCFD
economic, technology or regulatory changes recommendations and improving our
related to the move towards a low-carbon understanding of the financial and operational
economy). impacts of climate-related risks and
opportunities on our business;
Governments in our operating markets, in
addition to increasing qualitative and – Development of a new Group climate risk
quantitative disclosure requirements, may register covering both physical and transition
take action to address climate change such risks for all OpCos; and
as the introduction of a carbon tax or – New Geographic Information System (GIS)
mandate Net Zero requirements which modelling showing the impact of weather
could impact our business through higher patterns on our tower portfolio and also the
costs or reduced flexibility of operations. impact on key access points (e.g. critical roads).

Note: Principal risks identified, may combine and amalgamate elements of individual risks included in the detailed Group risk
register.

27
Financial Statements

Consolidated Income Statement

For the year ended 31 December

Year ended 31
December
(US$m) 2023 2022
Revenue 721.0 560.7
Cost of sales (450.4) (365.9)

Gross profit 270.6 194.8

Administrative expenses (127.6) (114.1)
Gain/(loss) on disposal of property, plant and equipment 3.1 (0.4)

Operating profit 146.1 80.3

Interest receivable 1.3 1.8
Other gains and losses (6.1) (51.4)
Finance costs (253.5) (193.2)

Loss before tax (112.2) (162.5)

Tax expense 0.4 (8.9)

Loss after tax (111.8) (171.4)

Loss attributable to:

Owners of the Company (100.1) (171.5)
Non-controlling interests (11.7) 0.1

Loss for the year (111.8) (171.4)

Loss per share:

Basic loss per share (cents) (10) (16)
Diluted loss per share (cents) (10) (16)

All activities relate to continuing operations.

The accompanying Notes form an integral part of these Financial Statements.

28
Consolidated Statement of Other Comprehensive Income
For the year ended 31 December
2023 2022
US$m US$m

Loss after tax for the year (111.8) (171.4)

Other comprehensive (loss)/gain:
Items that may be reclassified subsequently to profit and loss:
Exchange differences on translation of foreign operations (1.8) (5.5)

Cash flow reserve (loss)/gain (14.7) –

Total comprehensive loss for the year, net of tax (128.3) (176.9)
Total comprehensive loss attributable to:

Owners of the Company (117.1) (176.4)

Non-controlling interests (11.2) (0.5)

Total comprehensive loss for the year (128.3) (176.9)

The accompanying Notes form an integral part of these Financial Statements.

29
Consolidated Statement of Financial Position
As at 31 December
2022
2023 US$m
Assets Note US$m (Restated)1
Non-current assets
Intangible assets 11 546.4 575.2
Property, plant and equipment 12 918.3 907.9
Right-of-use assets 13 254.0 226.5
Deferred tax asset 10 13.6 18.7
Derivative financial assets 26 6.3 2.8

1,738.6 1,731.1
Current assets
Inventories 14 12.7 14.6
Trade and other receivables 15 297.2 228.1
Prepayments 16 42.6 45.7
Cash and cash equivalents 17 106.6 119.6

459.1 408.0

Total assets 2,197.7 2,139.1

Equity and liabilities
Equity
Share capital 18 13.5 13.5
Share premium 18 105.6 105.6
Other reserves (101.7) (87.0)
Convertible bond reserves 20 52.7 52.7
Share-based payments reserves 25 25.5 23.2
Treasury shares 18 (1.8) (1.1)
Translation reserve (56.9) (93.5)
Retained earnings (105.2) (5.1)

Equity attributable to owners (68.3) 8.3

Non-controlling interest 29.8 41.0

Total equity (38.5) 49.3

Liabilities
Current liabilities
Trade and other payables 19 301.7 239.4
Short-term lease liabilities 21 35.5 34.1
Loans 20 37.7 19.9
374.9 293.4
Non-current liabilities
Deferred tax liabilities 25.9 50.1
Long-term lease liabilities 21 203.9 191.9
Derivative financial liabilities 26 14.6 –
Loans 20 1,612.6 1,551.7
Minority interest buyout liability 4.3 2.7
1,861.3 1,796.4
Total Liabilities
2,236.2 2,089.8
Total equity and liabilities
2,197.7 2,139.1
1 Restatement on finalisation of acquisition accounting.

The accompanying Notes form an integral part of these Financial Statements.

These Financial Statements were approved and authorised for issue by the Board on 13 March 2024 and signed on its behalf
by:
Tom Greenwood Manjit Dhillon

30
Consolidated Statement of Changes in Equity
For the year ended 31 December

Attributable
Share- to the Non–
based Convertible owners controlling
Share Share Other Treasury payments bond Translation Retained of the interest
capital premium reserves shares reserves reserves reserve earnings Company (NCI) Total equity
Note US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m
Balance at 1 January
2022 13.5 105.6 (87.0) (1.1) 19.6 52.7 (88.6) 153.3 168.0 – 168.0

Loss for the year – – – – – – – (171.5) (171.5) 0.1 (171.4)

Other comprehensive
loss – – – – – – (4.9) – (4.9) (0.6) (5.5)
Total comprehensive
loss for the year – – – – – – (4.9) (171.5) (176.4) (0.5) (176.9)
Transactions with
owners:
Issue of share capital – – – – – – – 13.1 13.1 – 13.1
Non-controlling
interests 30 – – – – – – – – – 48.1 48.1
Share-based payments 25 – – – – 3.6 – – – 3.6 – 3.6
Buyout obligation
liability – – – – – – – – – (6.6) (6.6)
Balance at 31
December 2022 13.5 105.6 (87.0) (1.1) 23.2 52.7 (93.5) (5.1) 8.3 41.0 49.3

Loss for the year – – – – – – – (100.1) (100.1) (11.7) (111.8)

Movement in cash flow
hedge reserve – – (14.7) – – – – – (14.7) – (14.7)
Other comprehensive
loss – – – – – – (2.3) – (2.3) 0.5 (1.8)
Total comprehensive
loss for the year – – (14.7) – – – (2.3) (100.1) (117.1) (11.2) (128.3)
Transactions with
owners:
Share-based payments 25 – – – – 1.6 – – – 1.6 – 1.6
Transfer of treasury
shares – – – (0.7) 0.7 – – – – – –
Translation of
hyperinflationary results – – – – – – 38.9 – 38.9 – 38.9
Balance at 31
December 2023 13.5 105.6 (101.7) (1.8) 25.5 52.7 (56.9) (105.2) (68.3) 29.8 (38.5)

Share-based payments reserves relate to share options awarded. See Note 25.
Translation reserve relates to the translation of the Financial Statements of overseas subsidiaries into the presentational
currency of the Consolidated Financial Statements.
Included in other reserves is the merger accounting reserve which arose on Group reorganisation in 2019 and is the difference
between the carrying value of the net assets acquired and the nominal value of the share capital and the cash flow hedge
reserve.
The accompanying Notes form an integral part of these Financial Statements.

31
Consolidated Statement of Cash Flows
For the year ended 31 December
2023 2022
Note US$m US$m

Cash flows from operating activities

Loss for the year before tax (112.2) (162.5)
Adjustments for:
Other gains and (losses) 24 6.1 51.4
Finance costs 9 253.5 193.2
Interest receivable 8 (1.3) (1.8)
Depreciation and amortisation 11–13 219.0 178.5
Share-based payments and long-term incentive plans 25 3.7 4.5
(Loss)/Gain on disposal of property, plant and equipment (3.1) 0.4
Operating cash flows before movements in working capital 365.7 263.7
Movement in working capital:
(Increase) in inventories (3.1) (3.3)
(Increase) in trade and other receivables (88.1) (79.0)
(Increase) in prepayments (5.1) (2.0)
Increase in trade and other payables 49.1 13.8
Cash generated from operations 318.5 193.2
Interest paid (150.4) (121.8)
Tax paid 10 (20.9) (20.3)
Net cash generated from operating activities 147.2 51.1
Cash flows from investing activities
Payments to acquire property, plant and equipment (191.6) (244.4)
Payments to acquire intangible assets (4.8) (3.4)
Acquisition of subsidiaries (net of cash acquired) 31 – (135.6)
Proceeds on disposal of property, plant and equipment (0.3) 0.1
Interest received 0.9 1.8
Net cash used in investing activities (195.8) (381.5)
Cash flows from financing activities
Transactions with non-controlling interests – 11.8
Loan drawdowns 489.6 280.6
Loan issue costs (12.1) (7.2)
Repayment of loan (401.8) (341.0)
Repayment of lease liabilities (32.5) (18.8)
Net cash generated/(used in) from financing activities 43.2 (74.6)
Net (decrease) in cash and cash equivalents (5.4) (405.0)
Foreign exchange on translation movement (7.6) (4.3)
Cash and cash equivalents at 1 January 119.6 528.9
Cash and cash equivalents at 31 December 106.6 119.6

The accompanying Notes form an integral part of these Financial Statements.

32
Notes to the Consolidated Financial Statements
For the year ended 31 December 2023

1. Statement of compliance and presentation of financial statements

Helios Towers plc (the ‘Company’), together with its subsidiaries (collectively, ‘Helios’, or the ‘Group’),
is an independent tower company, with operations across nine countries. Helios Towers plc is a public
limited company incorporated and domiciled in the UK, and registered under the laws of England &
Wales under company number 12134855 with its registered address at 10th Floor, 5 Merchant
Square West, London, W2 1AS, United Kingdom. In October 2019, the ordinary shares of Helios
Towers plc were admitted to the premium listing segment of the Official List of the UK Financial
Conduct Authority and trade on the London Stock Exchange Plc’s main market for listed securities.
The Company and entities controlled by the Company are disclosed on page 172 of the Annual
Report. The principal accounting policies adopted by the Group are set out in Note 2. These policies
have been consistently applied to all periods presented.
2(a). Accounting policies
Basis of preparation
The Group’s Financial Statements are prepared in accordance with International Financial Reporting
Standards as adopted by the United Kingdom (IFRSs), taking into account IFRS Interpretations
Committee (IFRS IC) interpretations and those parts of the Companies Act 2006 applicable to
companies reporting under IFRS.
The Financial Statements have been prepared on the historical cost basis, except for the revaluation
of certain financial instruments that are measured at fair value at the end of each reporting period and
for the application of IAS 29 ‘Financial Reporting in Hyperinflationary Economies’ for the Group’s
entities reporting in Ghanaian Cedi. The Financial Statements are presented in United States Dollars
(US$) and rounded to the nearest hundred thousand (US$0.1 million) except when otherwise
indicated. Comparatives are updated where appropriate.
The principal accounting policies adopted are set out below.
The financial information included within this Preliminary Announcement does not constitute the
Company’s statutory Financial Statements for the years ended 31 December 2023 or 31 December
2022 within the meaning of s435 of the Companies Act 2006, but is derived from those Financial
Statements. Statutory Financial Statements for the year ended 31 December 2022 have been
delivered to the Registrar of Companies and those for the year ended 31 December 2023 will be
delivered to the Registrar of Companies during April 2024. The auditor has reported on those
Financial Statements; their reports were unqualified, did not draw attention to any matters by way of
emphasis and did not contain statements under s498(2) or (3) of the Companies Act 2006. While the
financial information included in this Preliminary Announcement has been prepared in accordance
with the recognition and measurement criteria of International Financial Reporting Standards
(“IFRSs”) adopted pursuant to IFRSs as issued by the United Kingdom, this announcement does not
itself contain sufficient information to comply with IFRSs. The Company expects to publish full
Financial Statements that comply with IFRSs during March or April 2024. Page number references in
this document refer to the Group’s 2023 Annual Report.
Basis of consolidation
The Consolidated Financial Statements incorporate the Financial Statements of the Company and
entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is
achieved when the Company:
– has the power over the investee;
– is exposed, or has rights, to variable return from its involvement with the investee; and
– has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate
that there are changes to one or more of the three elements of control listed above.

33
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and
ceases when the Company loses control of the subsidiary. Specifically, the results of subsidiaries
acquired or disposed of during the year are included in the consolidated statement of profit or loss
and other comprehensive income from the date the Company gains control until the date when the
Company ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of the
Company and to the non-controlling interests. Total comprehensive income of the subsidiaries is
attributed to the owners of the Company and to the non-controlling interests even if this results in the
non-controlling interests having a deficit balance.
Where necessary, adjustments are made to the Financial Statements of subsidiaries to bring the
accounting policies used in line with the Group’s accounting policies.
All intra-Group assets and liabilities, equity, income, expenses and cash flows relating to transactions
between the members of the Group are eliminated on consolidation.
Non-controlling interests in subsidiaries are identified separately from the Group’s equity therein.
Those interests of non-controlling shareholders that have present ownership interests entitling their
holders to a proportionate share of net assets upon liquidation may initially be measured at fair value
or at the non-controlling interests’ proportionate share of the fair value of the acquiree’s identifiable
net assets. The choice of measurement is made on an acquisition-by-acquisition basis. Other non-
controlling interests are initially measured at fair value. Subsequent to acquisition, the carrying
amount of non-controlling interests is the amount of those interests at initial recognition plus the non-
controlling interests’ share of subsequent changes in equity.
Changes in the Group’s interests in subsidiaries that do not result in a loss of control are accounted
for as equity transactions. The carrying amount of the Group’s interests and the non-controlling
interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any
difference between the amount by which the non-controlling interests are adjusted and the fair value
of the consideration paid or received is recognised directly in equity and attributed to the owners of
the Company.
Going concern

The Directors believe that the Group is well placed to manage its business risks successfully, despite
the current uncertain economic outlook in the wider economy. The Group’s forecasts and projections,
taking account of possible changes in trading performance, show that the Group should remain
adequately liquid and should operate within the covenant levels of its debt facilities (Note 20).
As part of their regular assessment of the Group’s working capital and financing position, the Directors
have prepared a detailed trading and cash flow forecast for a period which covers at least 12 months
after the date of approval of the Consolidated Financial Statements, together with sensitivities and a
‘reasonable worst case’ stress scenario. In assessing the forecasts, the Directors have considered:
– trading and operating risks presented by the conditions in the operating markets;
– the impact of macroeconomic factors, particularly inflation, interest rates and foreign exchange
rates;
– climate change risks and initiatives, including the Group’s Project 100 initiative;
– the availability of the Group’s funding arrangements, including loan covenants and non-reliance on
facilities with covenant restrictions in more extreme downside scenarios;
– the status of the Group’s financial arrangements;
– progress made in developing and implementing cost reduction programmes, climate change
considerations and initiatives and operational improvements; and
– mitigating actions available should business activities fall behind current expectations, including the
deferral of discretionary overheads and other expenditures.
In particular for the current year, the Directors have considered the impact of energy prices and the
broader inflationary environment in some of the Group’s operations. Our expansion over the last few

34
years has resulted in us having US$38.5m of net liabilities at year end, primarily driven by the
depreciation on acquired assets and financing costs associated with those acquisitions. As we lease-
up those assets over the next few years, we expect the liability position to reverse. Our net current
assets at year end remain strong at US$84.2m.
Based on the foregoing considerations, the Directors continue to consider it appropriate to adopt the
going concern basis of accounting in preparing the Consolidated Financial Statements.
New accounting policies in 2023
In the current financial year, the Group has adopted the following new and revised Standards,
Amendments and Interpretations. Their adoption has not had a material impact on the amounts
reported in these Financial Statements:
– IFRS 17: Insurance contracts, Amendments to IAS 8: Definition of Accounting Estimates,
Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single
Transaction and Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting
Policies.
Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The consideration transferred
in a business combination in accordance with IFRS 3 Business Combinations (IFRS 3) is measured
at fair value, which is calculated as the sum of the acquisition-date fair values of assets transferred by
the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity
interest issued by the Group in exchange for control of the acquiree. The identifiable assets, liabilities
and contingent liabilities (identifiable net assets) are recognised at their fair value at the date of
acquisition. Acquisition-related costs are expensed as incurred and included in administrative
expenses.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at
their fair value at the acquisition date, except that:
– uncertain tax positions and deferred tax assets or liabilities and assets or liabilities related to
employee benefit arrangements are recognised and measured in accordance with IAS 12 Income
Taxes and IAS 19 Employee Benefits respectively;
– liabilities or equity instruments related to share-based payment arrangements of the acquiree or
share-based payment arrangements of the Group entered into to replace share-based payment
arrangements of the acquiree are measured in accordance with IFRS 2 Share-Based Payments at
the acquisition date (see below); and
– assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 Non-
current Assets Held for Sale and Discontinued Operations are measured in accordance with that
Standard.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic
circumstances and pertinent conditions as at the acquisition date. Goodwill is initially measured at
cost, being the excess of the aggregate of the consideration transferred, the amount of any non-
controlling interest in the acquiree, and the fair value of the acquirer’s previously held equity interest
in the acquired (if any) over the net of the fair values of acquired assets and liabilities assumed. If the
fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain
is recognised in profit or loss. Goodwill is capitalised as an intangible asset with any subsequent
impairment in carrying value being charged to the consolidated statement of profit or loss.
If the initial accounting for a business combination is incomplete by the end of the reporting period in
which the combination occurs, the Group reports provisional amounts for the items for which the
accounting is incomplete. Those provisional amounts are adjusted during the measurement period (a
period of no more than 12 months), or additional assets or liabilities are recognised, to reflect new
information obtained about facts and circumstances that existed as of the acquisition date that, if
known, would have affected the amounts recognised as of that date.
When the consideration transferred by the Group in a business combination includes a contingent
consideration arrangement, the contingent consideration is measured at its acquisition date fair value

35
and included as part of the consideration transferred in a business combination. Changes in fair value
of the contingent consideration that qualify as measurement period adjustments are adjusted
retrospectively, with corresponding adjustments against goodwill. The carrying value of contingent
consideration is the present value of those cash flows (when the effect of the time value of money is
material).
Measurement period adjustments are adjustments that arise from additional information obtained
during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about
facts and circumstances that existed at the acquisition date. Subsequently, changes in the fair value
of the contingent consideration that do not qualify as measurement period adjustments are
recognised in the income statement, when contingent consideration amounts are remeasured to fair
value at subsequent reporting dates.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the
purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition
date, allocated to the cash-generating units (CGU) that are expected to benefit from the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently
when there is an indication that the unit may be impaired. If the recoverable amount of the CGU is
less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of
any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the
carrying amount of each asset in the unit. Any impairment loss is recognised directly in profit or loss.
An impairment loss recognised for goodwill is not able to be reversed in subsequent periods. On
disposal of the relevant CGU, the attributable amount of goodwill is included in the determination of
the profit or loss on disposal.
Revenue recognition
The Group recognises revenue from the rendering of tower services provided by utilisation of the
Group’s tower infrastructure pursuant to written contracts with its customers. The Group applies the
five-step model in IFRS 15 Revenue from Contracts with Customers (IFRS 15). Prescriptive guidance
in IFRS 15 is followed to deal with specific scenarios and details of the impact of IFRS 15 on the
Group’s Consolidated Financial Statements are described below. Revenue is not recognised if
uncertainties over a customer’s intention and ability to pay means that collection is not probable.
On inception of the contract a ‘performance obligation’ is identified based on each of the distinct
goods or services promised to the customer. The consideration specified in the contract with the
customer is allocated to a performance obligation identified based on their relative standalone selling
prices. In line with IFRS 15, the Group has one material performance obligation, which is providing a
series of distinct tower space and site services. This performance obligation includes fees for the
provision of tower infrastructure, power escalations and tower service contracts. This is the only
material performance obligation for the Group at the balance sheet date.
Revenue from these services is recognised as the performance obligation is satisfied over time using
the time elapsed output method for each customer to measure the Group’s progress under the
contract. Customers are usually billed in advance creating deferred income which is then recognised
as the performance obligation is met over a straight-line basis. Amounts billed in arrears are
recognised as contract assets until billed.
Revenue is measured at the fair value of the consideration received or expected to be received and
represents amounts receivable for services provided in the normal course of business, less VAT and
other sales-related taxes. Where refunds are issued to customers, they are deducted from revenue in
the relevant service period.
The entire estimated loss for a contract is recognised immediately when there is evidence that the
contract is unprofitable. If these estimates indicate that any contract will be less profitable than
previously forecasted, contract assets may have to be written down to the extent they are no longer
considered to be fully recoverable. We perform ongoing profitability reviews of our contracts in order
to determine whether the latest estimates are appropriate.

36
Key factors reviewed include:
– transaction volumes or other inputs affecting future revenues which can vary depending on
customer requirements, plans, market position and other factors such as general economic
conditions;
– the status of commercial relations with customers and the implications for future revenue and cost
projections; and
– our estimates of future staff and third-party costs and the degree to which cost savings and
efficiencies are deliverable.
The direct and incremental costs of acquiring a contract including, for example, certain commissions
payable to staff or agents for acquiring customers on behalf of the Group, are recognised as contract
acquisition cost assets in the statement of financial position when the related payment obligation is
recorded. Costs are recognised as an expense in line with the recognition of the related revenue that
is expected to be earned by the Group; typically, this is over the customer contract period as new
commissions are payable on contract renewal.
Foreign currency translation
The individual Financial Statements of each Group company are presented in the currency of the
primary economic environment in which it operates (its functional currency). For the purpose of the
Consolidated Financial Statements, the results and financial position of each Group company are
expressed in United States Dollars (US$), which is the functional currency of the Company, and the
presentation currency for the Consolidated Financial Statements.
In preparing the Financial Statements of the individual companies, transactions in currencies other
than the entity’s functional currency (foreign currencies) are recognised at the rates of exchange
prevailing on the dates of the transactions. At each reporting date, monetary assets and liabilities that
are denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-
monetary items carried at fair value that are denominated in foreign currencies are translated at the
rates prevailing at the date when the fair value was determined. Non-monetary items that are
measured in terms of historical cost in a foreign currency are not retranslated.
For the purpose of presenting Consolidated Financial Statements, the assets and liabilities of the
Group’s foreign operations are translated at exchange rates prevailing on the reporting date, with the
exception of the Group’s Ghanaian Cedi operations, which are subject to hyperinflation accounting.
Income and expense items are translated at the average exchange rates for the period, unless
exchange rates fluctuate significantly during that period, in which case the exchange rates at the date
of transactions are used. Exchange differences arising, if any, are recognised in other comprehensive
income and accumulated in a separate component of equity (attributed to non-controlling interests as
appropriate).
On the disposal of a foreign operation (i.e. a disposal of the Group’s entire interest in a foreign
operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, or
a partial disposal of an interest in a joint arrangement or an associate that includes a foreign
operation of which the retained interest become a financial asset), all of the exchange differences
accumulated in a separate component of equity in respect of that operation attributable to the owners
of the Company are reclassified to profit or loss.
In addition, in relation to a partial disposal of a subsidiary that includes a foreign operation that does
not result in the Group losing control over the subsidiary, the proportionate share of accumulated
exchange differences are re-attributed to non-controlling interests and are not recognised in profit or
loss. For all other partial disposals (i.e. partial disposals of associates or joint arrangements that do
not result in the Group losing significant influence or joint control), the proportionate share of the
accumulated exchange differences is reclassified to profit or loss.

37
Hyperinflation Accounting
Ghana met the requirements to be designated as a hyperinflationary economy under IAS 29
‘Financial Reporting in Hyperinflationary Economies’ in the quarter ended 31 December 2023. The
Group has therefore applied hyperinflationary accounting, as specified in IAS 29, to its Ghanaian
operations whose functional currency is the Ghanaian Cedi.
In accordance with IAS 21 ‘The Effects of Changes in Foreign Exchange Rates’, comparative
amounts have not been restated.
Ghanaian Cedi denominated results and non-monetary asset and liability balances for the current
financial year ended 31 December 2023 have been revalued to their present value equivalent local
currency amount as at 31 December 2023, based on an inflation index, before translation to USD at
the reporting date exchange rate of USD$1:GHS11.89.
For the Group’s operations in Ghana:
– The gain or loss on net monetary assets resulting from IAS 29 application is recognised in the
consolidated income statement within other gains & losses.
– The Group also presents the gain or loss on cash and cash equivalents as monetary items together
with the effect of inflation on operating, investing and financing cash flows as one number in the
consolidated statement of cash flows.
– The Group has presented the IAS 29 opening balance adjustment to net assets within currency
reserves in equity. Subsequent IAS 29 equity restatement effects and the impact of currency
movements are presented within other comprehensive income because such amounts are judged
to meet the definition of ‘exchange differences’.
The inflation index in Ghana selected to reflect the change in purchasing power was the consumer
price index (CPI) issued by the Ghana Statistical Service, which has risen by 23.2% to 200.5 (2022:
162.8) during the current financial year.
The main impacts of the aforementioned adjustments on the consolidated financial statements are
shown below.

Year ended
31 December 2023
Increase/(Decrease)
US$m
Revenue 0.4
Operating Profit (5.8)
Loss before tax (14.0)
Non-current assets 30.8
Equity attributable to owners of the parent (27.6)

Financial assets
Financial assets within the scope of IFRS 9 are classified as financial assets at initial recognition, as
subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and
fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Group’s business model for managing them. The Group initially
measures a financial asset at its fair value plus, in the case of a financial asset not at fair value
through profit or loss, transaction costs.
In order for a financial asset to be classified and measured at amortised cost or fair value through
OCI, it needs to give rise to cash flows that are solely payments of principal and interest (SPPI) on the
principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an
instrument level.
Financial assets at fair value through profit or loss include financial assets held for trading, financial
assets designated upon initial recognition at fair value through profit or loss, or financial assets

38
mandatorily required to be measured at fair value. Financial assets are classified as held for trading if
they are acquired for the purpose of selling or repurchasing in the near term. Financial assets with
cash flows that are not solely payments of principal and interest are classified and measured at fair
value through profit or loss, irrespective of the business model. Financial assets at fair value through
profit or loss are carried in the statement of financial position at fair value with net changes in fair
value recognised in the statement of profit or loss.
At the current reporting period the Group did not elect to classify any financial instruments as fair
value through OCI.
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e.
removed from the Group’s consolidated statement of financial position) when:
– the rights to receive cash flows from the asset have expired; or
– the Group has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party.
Financial liabilities

Financial liabilities within the scope of IFRS 9 are classified, at initial recognition, as financial liabilities
at fair value through profit or loss. All financial liabilities are recognised initially at fair value and, in the
case of loans and borrowings and payables, net of directly attributable transaction costs. The Group’s
financial liabilities include trade and other payables and loans and borrowings.
The subsequent measurement of financial liabilities depends on their classification, as described
below:
(a) Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and
financial liabilities designated upon initial recognition as at fair value through profit or loss. Gains or
losses on liabilities held for trading are recognised in the statement of profit or loss. Financial liabilities
designated upon initial recognition at fair value through profit or loss are designated at the initial date
of recognition, and only if the criteria in IFRS 9 are satisfied.
(b) Financial liabilities at amortised cost
After initial recognition, interest-bearing loans and borrowings are subsequently measured at
amortised cost using the effective interest rate (EIR) method. Gains and losses are recognised in
profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the
statement of profit or loss.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of the original liability and the recognition of
a new liability. The difference in the respective carrying amounts is recognised in the statement of
profit or loss.
Embedded derivatives
A derivative may be embedded in a non-derivative ‘host contract’ such as put and call options over
loans. Such combinations are known as hybrid instruments. If a hybrid contract contains a host that is
a financial asset within the scope of IFRS 9, then the relevant classification and measurement
requirements are applied to the entire contract at the date of initial recognition. Should the host
contract not be a financial asset within the scope of IFRS 9, the embedded derivative is separated
from the host contract, if it is not closely related to the host contract, and accounted for as a
standalone derivative. Where the embedded derivative is separated, the host contract is accounted
for in accordance with its relevant accounting policy, unless the entire instrument is designated at
FVTPL in accordance with IFRS 9.

39
Hedge Accounting
The Group’s activities expose it to the financial risks of changes in interest rates which it manages
using derivative financial instruments. The use of financial derivatives is governed by the Group’s
policies approved by the Board of Directors, which provide written principles on the use of financial
derivatives consistent with the Group’s risk management strategy. The Group does not use derivative
financial instruments for speculative purposes.
The Group designates certain derivatives as hedges of highly probable interest rate risks of firm
commitments (cash flow hedges). Derivative financial instruments are initially measured at fair value
on the contract date and are subsequently re-measured to fair value at each reporting date. Changes
in values of all derivatives of a financing nature are included within financing costs in the income
statement unless designated in an effective cash flow hedge relationship when the effective portion of
changes in value are deferred to other comprehensive income. Hedge effectiveness is determined at
the inception of the hedge relationship, and through periodic prospective effectiveness assessments
to ensure that an economic relationship exists between the hedged item and hedging instrument.
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated,
exercised or no longer qualifies for hedge accounting. When hedge accounting is discontinued, any
gain or loss recognised in other comprehensive income at that time remains in equity and is
recognised in the income statement when the hedged transaction is ultimately recognised in the
income statement.
For cash flow hedges, when the hedged item is recognised in the income statement, amounts
previously recognised in other comprehensive income and accumulated in equity for the hedging
instrument are reclassified to the income statement. However, when the hedged transaction results in
the recognition of a non-financial asset or a non-financial liability, the gains and losses previously
recognised in other comprehensive income and accumulated in equity are transferred from equity and
included in the initial measurement of the cost of the non-financial asset or non-financial liability. If a
forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is
recognised immediately in the income statement.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated
statement of financial position if there is a currently enforceable legal right to offset the recognised
amounts and there is an intention to settle on a net basis, or to realise the assets and settle the
liabilities simultaneously.
Leases
The Group applies IFRS 16 Leases. The Group holds leases primarily on land, buildings and motor
vehicles used in the ordinary course of business. Based on the accounting policy applied the Group
recognises a right-of-use asset and a lease liability at the commencement date of the contract for all
leases conveying the right to control the use of an identified asset for a period of time. The
commencement date is the date on which a lessor makes an underlying asset available for use by a
lessee.
The right-of-use assets are initially measured at cost, which comprises:
– the amount of the initial measurement of the lease liability;
– any lease payments made at or before the commencement date, less any lease incentives
received; and
– any initial direct costs incurred by the lessee.
After the commencement date the right-of-use assets are measured at cost less any accumulated
depreciation and any accumulated impairment losses and adjusted for any remeasurement of the
lease liability.

40
The Group depreciates the right-of-use asset from the commencement date to the end of the lease
term. The lease liability is initially measured at the present value of the lease payments that are not
paid at that date. These include:
– fixed payments, less any lease incentives receivable.
The lease payments are discounted using the incremental borrowing rate at the commencement of
the lease contract or modification. Generally, it is not possible to determine the interest rate implicit in
the land and building leases. The incremental borrowing rate is estimated taking account of the
economic environment of the lease, the currency of the lease and the lease term. The lease term
determined by the Group comprises:
– non-cancellable period of lease contracts;
– periods covered by an option to extend the lease if the Group is reasonably certain to exercise that
option; and – periods covered by an option to terminate the lease if the Group is reasonably certain
not to exercise that option.
After the commencement date the Group measures the lease liability by:
– increasing the carrying amount to reflect interest on the lease liability;
– reducing the carrying amount to reflect lease payments made; and
– remeasuring the carrying amount to reflect any reassessment or lease modifications.
Property, plant and equipment
Items of property, plant and equipment are stated at cost of acquisition or production cost less
accumulated depreciation and impairment losses, if any.
Assets in the course of construction for production, supply or administrative purposes, are carried at
cost, less any recognised impairment loss. Cost includes material and labour and professional fees in
accordance with the Group’s accounting policy, and only those costs directly attributable to bringing
the asset to the location and condition necessary for it to be capable of operating in the manner
intended by management are capitalised. Depreciation of these assets, on the same basis as other
assets, commences when the assets are ready for their intended use. Borrowing costs are not
capitalised as assets are generally constructed in substantially less than one year.
Freehold land is not depreciated.
Depreciation is charged so as to write off the cost of assets over their estimated useful lives, using the
straight-line method, on the following bases:
Site assets – towers Up to 15 years
Site assets – generators 8 years
Site assets – plant & machinery 3–5 years
Fixtures and fittings 3 years
IT equipment 3 years
Motor vehicles 5 years
Leasehold improvements 5–10 years

Directly attributable costs of acquiring tower assets are capitalised together with the towers acquired
and depreciated over a period of up to 15 years in line with the assets estimated useful lives.
An item of property, plant and equipment is derecognised upon disposal or when no future economic
benefits are expected to arise from continued use of the asset. Any gain or loss arising on disposal or
retirement of an item of property, plant and equipment is determined as the difference between the
sale proceeds and the carrying amount of the asset and is recognised in profit and loss.
Intangible assets
Contract-acquired-related intangible assets with finite useful lives are carried at cost less accumulated
amortisation and accumulated impairment losses. They are amortised on a straight-line basis over the
life of the contract.

41
Intangible assets acquired in a business combination and recognised separately from goodwill are
recognised initially at their fair value at the acquisition date (which is regarded as their cost).
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at
cost less accumulated amortisation and accumulated impairment losses, on the same basis as
intangible assets that are acquired separately.
Amortisation is charged so as to write off the cost of assets over their estimated useful lives, using the
straight-line method, on the following bases:
Customer contracts Amortised over their contractual lives
Customer relationships Up to 30 years
Colocation rights Amortised over their contractual lives
Right of first refusal Amortised over their contractual lives
Non-compete agreement Amortised over their contractual lives
Computer software and licences 2–3 years

An intangible asset is derecognised on disposal, or when no future economic benefits are expected
from use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as
the difference between the net disposal proceeds and the carrying amount of the asset, are
recognised in profit or loss when the asset is derecognised. Amortisation of intangibles is included
within Administrative expenses in the Consolidated Income Statement.
Impairment of tangible and intangible assets
At each reporting date, the Directors review the carrying amounts of its tangible and intangible assets
(other than goodwill, which is tested at least annually as described above) to determine whether there
is any indication that those assets have suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated to determine the extent of the impairment loss (if any).
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are
separately identifiable cash inflows (cash-generating units – ‘CGUs’). Where the asset does not
generate cash flows that are independent from other assets, the Directors estimate the recoverable
amount of the CGU to which the asset belongs. The recoverable amount is the higher of fair value
less costs to sell and value in use. In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset for which the estimates of
future cash flows have not been adjusted.
If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the
carrying amount of the asset (or CGU) is reduced to its recoverable amount. An impairment loss is
recognised immediately in profit or loss. Any impairment is allocated pro-rata across all assets in a
CGU unless there is an indication that a class of asset should be impaired in the first instance or a fair
market value exists for one or more assets. Once an asset has been written down to its fair value less
costs of disposal then any remaining impairment is allocated equally among all other assets.
Where an impairment loss subsequently reverses, the carrying amount of the asset (CGU) is
increased to the revised estimate of its recoverable amount, but only to the extent that the increased
carrying amount does not exceed the carrying amount that would have been determined had no
impairment loss been recognised for the asset (CGU) in prior years. Reversals are allocated pro-rata
across all assets in the CGU unless there is an indication that a class of asset should be reversed in
the first instance or a fair market value exists for one or more assets. A reversal of an impairment loss
is recognised in the income statement immediately. An impairment loss recognised for goodwill is
never reversed in subsequent periods.
Related parties
For the purpose of these Financial Statements, parties are considered to be related to the Group if
they have the ability, directly or indirectly to control the Group or exercise significant influence over the
Group in making financial or operating decisions, or vice versa, or where the Group is subject to
common control or common significant influence. Related parties may be individuals or other entities.

42
Retirement benefit costs
Payments to defined contribution retirement benefit schemes are recognised as an expense when
employees have rendered service entitling them to the contributions. Payments made to state-
managed retirement benefit schemes are dealt with as payments to defined contribution schemes
where the Group’s obligations under the schemes are equivalent to those arising in a defined
contribution retirement benefit scheme.
Share-based payments
The Group’s management awards employee share options, from time to time, on a discretionary basis
which are subject to vesting conditions. The economic cost of awarding the share options to its
employees is recognised as an employee benefit expense in the income statement equivalent to the
fair value of the benefit awarded over the vesting period. For further details refer to Note 25.
Inventory
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials
and those overheads that have been incurred in bringing the inventories to their present location and
condition. Cost is calculated using the weighted average method.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and in hand and short-term deposits. Short-term
deposits are defined as deposits with an initial maturity of three months or less. Bank overdrafts that
are repayable on demand and form an integral part of the Group’s cash management are included as
a component of cash and cash equivalents for the purposes of the Statement of Cash Flows.
Interest expense
Interest expense is recognised as interest accrues, using the effective interest method, to the net
carrying amount of the financial liability.
The effective interest method is a method of calculating the amortised cost of a financial
asset/financial liability and of allocating interest income/interest expense over the relevant period. The
effective interest rate is the rate that exactly discounts estimated future cash receipts/ payments
through the expected life of the financial assets/financial liabilities, or, where appropriate, a shorter
period.
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit
as reported in the statement of profit or loss and other comprehensive income because it excludes
items of income or expense that are taxable or deductible in other years and it further excludes items
that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates
that have been enacted or substantively enacted by the reporting date.
Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying
amounts of assets and liabilities in the Financial Statements and the corresponding tax bases used in
the computation of taxable profit, and is accounted for using the statement of financial position liability
method. Deferred tax liabilities are generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is probable that taxable profits will be available
against which deductible temporary differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from the initial recognition of goodwill or from the initial
recognition (other than in a business combination) of other assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised either for taxable temporary differences arising on investments
in subsidiaries or on carrying value of taxable assets, except where the Group is able to control the
reversal of the temporary difference and it is probable that the temporary difference will not reverse in
the foreseeable future. Deferred tax assets arising from deductible temporary differences associated
with such investments and interests are only recognised to the extent that it is probable that there will

43
be sufficient taxable profits against which to utilise the benefits of the temporary differences and they
are expected to reverse in the foreseeable future. The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is
settled or the asset is realised based on tax laws and rates that have been enacted or substantively
enacted at the reporting date. Deferred tax is charged or credited in the profit or loss, except when it
relates to items charged or credited in other comprehensive income, in which case the deferred tax is
also dealt with in other comprehensive income.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would
follow from the manner in which the Group expects, at the end of the reporting period, to recover or
settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current
tax assets against current tax liabilities and when they relate to income taxes levied by the same
taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
Uncertain tax positions
Where required under applicable standards, provision is made for matters where Management assess
that it is probable that a relevant taxation authority will not accept the position as filed in the tax
returns, it is probable an outflow of economic benefits will be required to settle the obligation and the
amount can be reliably estimated. The Group typically uses a weighted average of outcomes
assessed as possible to determine the level of provision required, unless a single best estimate of the
outcome is considered to be more appropriate. Assessments are made at the level of an individual tax
uncertainty, unless uncertainties are considered to be related, in which case they are grouped
together. Provisions, which are not discounted given the short period over which they are expected to
be utilised, are included within current tax liabilities, together with any liability for penalties, which to
date have not been significant. Any liability relating to interest on tax liabilities is included within
finance costs.
Share capital
Ordinary shares are classified as equity.
Treasury shares
Treasury shares represents the shares of Helios Towers plc that are held by the Employee Benefit
Trust (EBT). Treasury shares are recorded at cost and deducted from equity.

44
New accounting pronouncements
The following Standards, Amendments and Interpretations have been issued by the IASB and are
effective for annual reporting periods beginning on or after 1 January 2024:
– Amendments to IAS 1 ‘Classification of liabilities and Non-current liabilities with Covenants’
– Amendments to IFRS 16 ‘Lease Liability in a Sale and Leaseback’
– Amendments to IAS 7 and IFRS 7 ‘Supplier Finance Arrangements’
The Group’s financial reporting will be presented in accordance with the above new standards from 1
January 2024. The Directors do not expect that the adoption of the above Standards, Amendments
and Interpretations will have a material impact on the Financial Statements of the Group in future
periods.
In the application of the Group’s accounting policies, which are described above, the Directors are
required to make judgements (other than those involving estimations) that have a significant impact
on the amounts recognised and to make estimates and assumptions about the carrying amounts of
assets and liabilities that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered to be relevant.
Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised if the revision
affects only that period, or in the period of the revision and future periods if the revision affects both
current and future periods.
Critical judgements in applying the Group’s accounting policies
The following are the critical judgements, apart from those involving estimations (which are dealt with
separately below), that the Directors, have made in the process of applying the Group’s accounting
policies and that have the most significant effect on the amounts recognised in the Financial
Statements.
Revenue recognition
Revenue is recognised as service revenue in accordance with IFRS 15: Revenue from contracts with
customers. In arriving at this assessment, the Directors concluded that there is not an embedded
lease, given customer contracts provide for an amount of space on a tower rather than a specific
location on a tower. Our contracts permit us, subject to certain conditions, to relocate customer
equipment on our towers in order to accommodate other tenants. Customer consent is usually
required to move equipment, however, this should not be unreasonably withheld. The Directors
believe these substitution rights are substantive, given the practical ability to move equipment and the
economics of doing so. In applying the requirements of IFRS 15, management makes an evaluation
as to whether it is probable that the Group will collect the consideration that it is entitled to under the
contract. The amount of revenue that the Group is contractually entitled to but has not recognised is
disclosed in Note 22.

Contingent liabilities
The Group exercises judgement to determine whether to recognise provisions and the exposures to
contingent liabilities related to pending litigations or other outstanding claims subject to negotiated
settlement, mediation, arbitration or government regulation, as well as other contingent liabilities (see
Note 27). Judgement is necessary to assess the likelihood that a pending claim will succeed, or a
liability will arise.
Recognition of deferred tax assets
The Group has material unrecognised deferred tax assets across a number of jurisdictions (see Note
10) which have not been recognised to date due to current period tax losses, insufficient certainty as
to future taxable profits and in the context of ongoing assessments from local tax authorities in certain
jurisdictions (see Note 27). Successful resolution of such assessments from tax authorities and
greater certainty over future taxable profitability may lead to partial recognition of currently
unrecognised deferred tax assets with the next 12 months.

45
2(b). Critical accounting judgements and key sources of estimation uncertainty
Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year, are discussed below.
Derivatives valuation
The group manages its interest rate risk using interest rate swap agreements. These are classified as
financial instruments and recognised at fair value at the reporting date. The fair value is dependent on
the future interest rate forward yield curve at the reporting date. This can have a material impact on
the fair value of the interest rate swaps between periods. A 100 basis point movement will result in a
change in value of US$19.5 million which will be recognised either in the income statement or in other
comprehensive income depending on if hedge accounting has been applied and effective in the
period.
The Directors have considered whether certain other estimates included in the financial statements
meet the criteria to be key sources of estimation uncertainty, as follows:
Impairment testing
Following the assessment of the recoverable amount of goodwill allocated to the Group’s CGUs, to
which Goodwill of US$40.7 million is allocated, the Directors consider the recoverable amount of
goodwill allocated to the operating companies to be most sensitive to the key assumptions in the
number of tenancy opportunities in the relevant markets and the expected growth rates in these
markets, future discount rates and operating cost and capital expenditure requirements.

In the current year sensitivities have been applied to the key assumptions and the Directors do not
consider there to be a reasonable possible change that would have a material impact to the balance
sheet valuation.
Provisions for litigation
Provisions and exposures to contingent liabilities related to pending litigations or other outstanding
claims subject to negotiated settlement, mediation, arbitration or government regulation (see Note 27)
are subject to estimation uncertainty. Whilst the value of open claims across the Group is material in
aggregate, based on recent experiences of closing such cases, the resulting adjustments are
generally not material and provisions held by the Group have accurately quantified the final amounts
determined. Therefore, the Directors consider the current provisions held by the Group to be
appropriate and do not anticipate a significant risk of a material change to the amounts accrued and
provided at 31 December 2023 within the next financial year.
Uncertain tax positions
Measurement of the Group’s tax liability involves estimation of the tax liabilities arising from
transactions in tax jurisdictions for which the ultimate tax determination is uncertain. Where there are
uncertain tax positions, the Directors assess whether it is probable that the position adopted in tax
filings will be accepted by the relevant tax authority, with the results of this assessment determining
the accounting that follows. The Group uses tax experts in all jurisdictions when assessing uncertain
tax positions and seeks the advice of external professional advisors where appropriate. The Group’s
tax provision for these matters is recognised within current tax liabilities and in the measurement of
deferred tax assets as applicable. The provision reflects a number of estimates where the amount of
tax payable is either currently under audit by the tax authorities or relates to a period which has yet to
be audited. These areas include the tax effects of change of control events, which are calculated
based on valuations of the company’s operations in the relevant jurisdictions, and interpretation of
taxation law relating to statutory tax filings by the Group.
The nature of the items, for which a provision is held, is such that the final outcome could vary from
the amounts recognised once a final tax determination is made. To the extent the estimated final
outcome differs from the tax that has been provided, adjustments will be made to income tax and
deferred tax balances held in the period the determination is made. Whilst the value of open tax audit
cases for all taxes across the Group is material in aggregate, based on recent experiences of closing
tax audit cases, the resulting adjustments are generally not material and tax accruals and provisions
held by the Group have accurately quantified the final amounts determined. Therefore, the Directors

46
consider the current provisions held by the Group to be appropriate and do not anticipate a significant
risk of a material change to the amounts accrued and provided at 31 December 2023 within the next
financial year.
Climate-related matters on the financial statements

The Directors have considered the effects climate-related matters may have on the financial
statements. In particular, consideration has been given to the potential impact climate matters may
have on the carrying amount of the Group’s property plant and equipment and inventories, the impact
climate change considerations and initiatives have when assessing forecasts as part of our going
concern assessment and impairment reviews, potential financial impact that future regulatory
requirements may have on financial instruments the Group may use or the way it assesses the
recognition of assets and liabilities.
While no adjustments have been made to the carrying amount of assets and liabilities in the current
year, the Group’s forecasts reflect the Group’s planned spend in respect of carbon-intensity reduction
targets. The Directors will continue to assess the impact climate-related matters may have on the
financial position and performance of the Group and reflect those in future financial statements.

47
3. Segmental reporting
The following segmental information is presented in a consistent format with management information
considered by the CEO of each operating segment, and the CEO and CFO of the Group, who are
considered to be the chief operating decision makers (CODMs). Operating segments are determined
based on geographical location. Following the Group’s recent expansion into new countries and
related internal management and reporting reorganisation, the Group’s segments are now presented
on a regional rather than a country basis, with comparative information re-presented accordingly. All
operating segments have the same business of operating and maintaining telecoms towers and
renting space on such towers. Accounting policies are applied consistently for all operating segments.
The segment operating result used by the CODMs is Adjusted EBITDA, which is defined in Note 4.

East & West Central & Southern

MENA Africa Africa Corporate Group
Oman Tanzania Other DRC Other
For the year to 31 December 2023 US$m US$m US$m US$m US$m US$m US$m

Revenue 57.5 232.5 80.1 256.9 94.0 – 721.0

Adjusted gross margin1 77% 73% 57% 54% 62% – 63%
Adjusted EBITDA2 38.5 162.3 37.5 123.0 44.6 (36.0) 369.9

Adjusted EBITDA margin3 67% 70% 47% 48% 47% – 51%

Financing costs
Interest costs (36.0) (37.8) (28.3) (54.7) (24.1) 5.7 (175.2)
Foreign exchange differences (0.6) (37.9) (31.7) 0.3 (30.2) 14.0 (86.1)
Gain on refinancing – – – – – 7.8 7.8

Total finance costs (36.6) (75.7) (60.0) (54.4) (54.3) 27.5 (253.5)

Other segmental information

Non-current assets 509.4 281.9 300.3 383.4 251.6 12.0 1,738.6
Property, plant and equipment additions 13.1 34.2 24.2 68.1 36.3 3.0 178.9
Property, plant and equipment depreciation and
amortisation 23.2 47.8 29.1 51.7 27.8 7.4 187.0

East & West Central & Southern

MENA4 Africa5 Africa6 Corporate Group
Oman Tanzania Other DRC Other
For the year to 31 December 2022 (Represented) US$m US$m US$m US$m US$m US$m US$m

Revenue 3.6 201.4 60.4 205.9 89.4 – 560.7

Adjusted gross margin1 73% 70% 59% 57% 64% – 63%
Adjusted EBITDA2 2.3 133.7 29.2 104.4 44.7 (31.5) 282.8

Adjusted EBITDA margin3 64% 66% 48% 51% 50% – 50%

Financing costs
Interest costs (5.2) (40.1) (21.2) (52.3) (25.5) 3.3 (141.0)
Foreign exchange differences (0.1) (2.2) (14.3) 0.30 (34.3) (1.6) (52.2)

Total finance costs (5.3) (42.3) (35.5) (52.0) (59.8) 1.7 (193.2)

Other segmental information7

Non-current assets 519.3 318.0 327.8 343.6 218.2 4.2 1,731.1
Property, plant and equipment additions 125.8 53.8 66.6 76.7 40.6 2.4 365.9
Property, plant and equipment depreciation and
amortisation 1.7 52.9 21.6 53.3 21.3 6.4 157.2
1 Adjusted gross margin means gross profit, adding back site and warehouse depreciation, divided by revenue.
2 Adjusted EBITDA is loss before tax for the year, adjusted for finance costs, other gains and losses, interest receivable, loss on disposal of property, plant and
equipment, amortisation of intangible assets, depreciation and impairment of property, plant and equipment, depreciation of right-of-use assets, deal costs for aborted
acquisitions, deal costs not capitalised, share-based payments and long-term incentive plan charges, and other adjusting items. Other adjusting items are material
items that are considered one-off by management by virtue of their size and/or incidence.
3 Adjusted EBITDA margin is Adjusted EBITDA divided by revenue.
4 Middle East & North Africa segment reflects the Company’s operations in Oman.
5 East & West Africa segment reflects the Company’s operations in Tanzania, Senegal and Malawi.
6 Central & Southern Africa segment reflects the Company’s operations in DRC, Congo Brazzaville, South Africa, Ghana and Madagascar.
7 Restatement on finalisation of acquisition accounting; see Note 31, page 166.

48
Customer Concentration
A significant portion of our Group revenue is derived from a small number of large multinational
customers (which operate across multiple segments). In the year ended 31 December 2023, revenue
from our top four MNO customers, collectively accounted for 69.7% of our revenue (2022: 75.4%).
Year ended 31 December
% of % of
Revenue Revenue
(US$m) 2023 2023 2022 2022

Airtel Africa 197.1 27.4% 158.9 28.3%

Vodafone/Vodacom 154.5 21.4% 132.5 23.6%
Orange 77.5 10.8% 60.9 10.9%
Axian 73.0 10.1% 70.4 12.6%
Total 502.1 69.7% 422.7 75.4%

4. Reconciliation of aggregate segment Adjusted EBITDA to loss before tax

The key segment operating result used by chief operating decision makers (CODMs) is Adjusted
EBITDA which is also used as an Alternative Performance Measure for the Group as a whole.
Management defines Adjusted EBITDA as loss before tax for the year, adjusted for finance costs,
other gains and losses, interest receivable, loss on disposal of property, plant and equipment,
amortisation of intangible assets, depreciation and impairment of property, plant and equipment,
depreciation of right-of-use assets, deal costs for aborted acquisitions, deal costs not capitalised,
share-based payments and long-term incentive plan charges, and other adjusting items. Other
adjusting items are material items that are considered one-off by management by virtue of their size
and/or incidence.
The Group believes that Adjusted EBITDA and Adjusted EBITDA margin facilitate comparisons of
operating performance from period to period and company to company by eliminating potential
differences caused by variations in capital structures (affecting interest and finance charges), tax
positions (such as the impact of changes in effective tax rates or net operating losses) and the age
and booked depreciation on assets. The Group excludes certain items from Adjusted EBITDA, such
as loss on disposal of property, plant and equipment and other adjusting items because it believes
they are not indicative of its underlying trading performance.
Adjusted EBITDA is reconciled to loss before tax as follows:
2023 2022
US$m US$m
Adjusted EBITDA 369.9 282.8
Adjustments applied to give Adjusted EBITDA
Adjusting items:
Deal costs1 (3.3) (19.1)
Share-based payments and long-term incentive plan charges2 (3.7) (4.5)
Other/Restructuring (0.9) –
Loss on disposal of property, plant and equipment 3.1 (0.4)
Other gains and (losses) (6.1) (51.4)
Depreciation of property, plant and equipment (160.9) (144.6)
Amortisation of intangible assets (26.1) (12.6)
Depreciation of right-of-use assets (32.0) (21.3)
Interest receivable 1.3 1.8
Finance costs (253.5) (193.2)
Loss before tax (112.2) (162.5)
1 Deal costs comprise costs related to potential acquisitions and the exploration of investment opportunities, which cannot be capitalised. These comprise employee
costs, professional fees, travel costs and set-up costs incurred prior to operating activities commencing.
2 Share-based payments and long-term incentive plan charges and associated costs.

49
5a. Operating profit

Operating profit is stated after charging the following:

2023 2022
US$m US$m
Cost of inventory expensed 125.1 89.0
Auditor remuneration (see Note 5b) 2.9 2.7
(Gain)/Loss on disposal of property, plant and equipment (3.1) 0.4
Depreciation and amortisation 219.0 178.5
Staff costs (Note 6) 42.3 35.0

5b. Audit remuneration

2023 2022
US$m US$m

Statutory audit of the Company’s annual accounts 0.8 0.6

Statutory audit of the Group’s subsidiaries 1.8 1.8
Audit fees 2.6 2.4
Interim review engagements 0.3 0.1
Other assurance services – 0.2
Audit related assurance services 0.3 0.3
Total non-audit fees 0.3 0.3

Total fees 2.9 2.7

6. Staff costs
Staff costs consist of the following components:
2023 2022
US$m US$m
Wages and salaries 38.9 32.0
Social security costs – employer contributions 2.6 2.4
Pension costs 0.8 0.6

42.3 35.0

An immaterial allocation of directly attributable staff costs is subsequently capitalised into the cost of
capital work in progress. The average monthly number of employees during the year was made up as
follows:

2023 2022
Operations 320 287
Legal and regulatory 61 61
Administration 61 59
Finance and IT 120 108
Sales and marketing 36 33

598 548

50
7. Key management personnel compensation
2023 2022
US$m US$m
Salary, fees and bonus 3.7 3.8
Pension and benefits 0.2 0.2
Share based payment charge 0.6 1.6

4.5 5.6

The above remuneration information relates to Directors in Helios Towers plc. Further details can be
found in the Directors’ Remuneration Report of the Annual Report.
8. Interest receivable

2023 2022
US$m US$m

Bank interest receivable 1.3 1.8

9. Finance costs
2023 2022
US$m US$m
Foreign exchange differences 86.1 52.2
Interest costs 150.2 115.5
Interest costs on lease liabilities 25.0 25.5
Gain on refinancing (7.8) –

253.5 193.2

The year-on-year increase in foreign exchange differences is driven primarily by the fluctuations year-
on-year of the Ghanaian Cedi, Malawian Kwacha and Tanzanian Shilling.

51
10. Tax expense, tax paid and deferred tax
2023 2022
US$m US$m
(a) Tax expense:
Current tax
In respect of current year 24.7 19.1
Adjustment in respect of prior years (0.6) (1.2)

Total current tax 24.1 17.9

Deferred tax
Originating temporary differences on acquisition of subsidiary undertakings 0.6 (1.8)
Originating temporary differences on capital assets and losses (24.6) (5.9)
Adjustment in respect of prior years (0.5) (1.3)
Total deferred tax (24.5) (9.0)
Total tax expense 0.4 8.9

(b) Tax reconciliation:

Loss before tax (112.2) (162.5)
Tax computed at the local statutory tax rate (26.4) (30.9)
Tax effect of expenditure not deductible for tax purposes 20.8 26.5
Fixed asset timing differences (3.2) 0.3
Change in deferred income tax movement not recognised 3.9 9.7
Prior year (under)/over provision (1.2) (2.5)
Minimum income taxes 0.3 0.3
Different tax rates applied in overseas jurisdictions 4.1 4.8
Other 1.3 0.7
Total tax expense 0.4 8.9

The format of the tax charge presentation has changed in order to provide the users of the accounts
with a more appropriate reflection of the Group’s tax profile. The tax charge reported for the year
ended 2023 relates to operating subsidiaries outside the UK, of which a majority have a corporate
income tax rate above the effective UK tax rate of 23.5%.
The range of statutory corporate income tax rates applicable to the Group’s operating subsidiaries is
between 15% and 30%.
As stipulated by local applicable law, minimum income and asset based taxes apply to operating
entities in Congo Brazzaville and Senegal respectively which reported tax losses for the year ended
31 December 2023. Minimum income tax rules do not apply to the loss-making entities in Malawi,
Oman or South Africa.
A tax charge is reported in the Group consolidated financial statements despite a consolidated loss for
accounting purposes, as a result of losses recorded in certain holding companies in Mauritius and
UK. Such losses are not able to be group relieved against taxable profits in the operating company
jurisdictions.
The profits of the Mauritius entities are subject to taxation at the headline rate of 15%, with eligibility
for a statutory 80% exemption, subject to ongoing satisfaction of the Global Business License
conditions.
Based on recent experience of closing tax audit cases, the provisions held by the Group have
accurately quantified the final amounts determined. The Directors considered the current provisions
held by the Group to be appropriate.

2023 2022
Tax paid US$m US$m
Income tax (20.9) (20.3)
Total tax paid (20.9) (20.3)

52
Deferred tax
As deferred tax assets and liabilities are measured at the rates that are expected to apply in the
periods of the reversal, the deferred tax balance at the balance sheet date has been calculated at the
rate at which the relevant balance is expected to be recovered or settled. Management has performed
an assessment, for all material deferred income tax assets and liabilities, to determine the period over
which the deferred income tax assets and liabilities are forecast to be realised. The deferred tax
balances are calculated by applying the relevant statutory corporate income tax rates at the balance
sheet date.
The following are the deferred tax liabilities and assets recognised by the Group and movements
thereon during the current and prior reporting period:
Accelerated Short term
tax timing Tax Intangible
depreciation differences losses assets Total
US$ US$m US$m US$m US$m
1 January 2022 (2.7) 1.3 1.2 (36.1) (36.3)
Arising on acquisition (1.2) – – (8.5) (9.7)
Charge for the year 0.4 8.0 (1.2) 1.8 9.0
Exchange rate differences – – – 5.6 5.6
31 December 2022 (3.5) 9.3 – (37.2) (31.4)
Adjustment to opening reserves (7.1) – – – (7.1)
Charge for the year (1.4) 18.9 6.4 0.7 24.6
Exchange rate differences – – – 1.6 1.6
31 December 2023 (12.0) 28.2 6.4 (34.9) (12.3)

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current
tax assets against current tax liabilities and when they relate to income taxes levied by the same
taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

2023 2022
US$m US$m
Deferred tax liabilities (25.9) (50.1)
Deferred tax assets 13.6 18.7
Total (12.3) (31.4)

Unrecognised deferred tax

No deferred tax asset is recognised on US$140.6 million of tax losses at the balance sheet date, as
the relevant businesses are not expected to generate sufficient forecast future taxable profits to justify
recognising the associated deferred tax assets. Tax losses for which no deferred tax assets were
recognised are as follows: US$94.7 million are subject to expiry under local statutory tax rules within
periods of 3 to 5 years and US$45.9 million are not expected to expire. As at the balance sheet date,
the geographical split of the unrecognised deferred tax assets in relation to losses is Mauritius
US$77.8 million (tax effect $11.7 million), Oman US$16.6 million (tax effect US$2.5 million), South
Africa US$19.4 million (tax effect US$5.4 million), Congo Brazzaville US$0.3 million (tax effect
US$0.1 million) and UK US$26.5 million (tax effect US$6.2 million).
At the balance sheet date, no deferred tax liability is recognised on temporary differences relating to
the aggregate amount of unremitted earnings of overseas operating subsidiaries of US$0.1m as the
Group is able to control the timings of the reversal of these temporary differences and it is probable
that they will not reverse in the foreseeable future.

53
11. Intangible assets
Computer
Non- software
Customer Customer Colocation compete and
Goodwill contracts relationships rights agreement licence Total
US$m US$m US$m US$m US$m US$m US$m

Cost
At 1 January 2022 21.9 3.0 199.8 8.8 1.1 21.3 255.9
Additions during the year – – – – – 5.6 5.6
Additions on acquisition of subsidiary undertakings (Note
31) (Restated)1 26.9 – 342.1 – – – 369.0
Transfers – – – – – 19.2 19.2
Effects of foreign currency exchange differences (4.6) (0.1) (17.7) – (0.2) (1.5) (24.1)

At 31 December 2022 (Restated)1 44.2 2.9 524.2 8.8 0.9 44.6 625.6

Additions during the year – – – – – 4.8 4.8

Effects of foreign currency exchange differences (3.5) (0.2) (3.1) (0.8) 0.1 (0.9) (8.4)
At 31 December 2023 40.7 2.7 521.1 8.0 1.0 48.5 622.0
Amortisation
At 1 January 2022 – (0.6) (2.5) (1.6) (0.5) (19.3) (24.5)
Charge for year – (0.1) (6.8) (0.6) (0.3) (4.8) (12.6)
Transfers – – – – – (12.5) (12.5)
Effects of foreign currency exchange differences – – (2.0) – – 1.2 (0.8)

At 31 December 2022 – (0.7) (11.3) (2.2) (0.8) (35.4) (50.4)

Charge for year – (0.2) (19.7) (0.8) (0.2) (5.2) (26.1)
Effects of foreign currency exchange differences – 0.1 (0.5) 0.2 0.1 1.0 0.9
At 31 December 2023 – (0.8) (31.5) (2.8) (0.9) (39.6) (75.6)

Net book value

At 31 December 2023 40.7 1.9 489.6 5.2 0.1 8.9 546.4

At 31 December 2022 (Restated) 1

44.2 2.2 512.9 6.6 0.1 9.2 575.2
1 Restatement on finalisation of acquisition accounting; see Note 31.

On 8 December 2022, the Group completed the acquisition of Oman Tech Infrastructure SAOC of the
previously announced transaction with Omantel. The Group acquired 70% of the share capital of the
entity which includes the passive infrastructure on 2,519 sites, colocation contracts and certain
supplier contracts. The Group has treated this as a business combination transaction and accounted
for it in accordance with IFRS 3 – Business Combinations using the acquisition method. Goodwill
arising on this business combination has been allocated to the Oman CGU. The accounting for this
transaction was provisional in 2022 and was finalised in 2023. Please refer to further details in Note
31 for finalisation of Purchase Price Allocation Accounting.
Impairment
The Group tests goodwill, irrespective of any indicators, at least annually for impairment. All other
intangible assets are tested for impairment where there is an impairment indicator. If any such
indication exists, then the CGU’s recoverable amount is estimated. For goodwill, the recoverable
amount of the related CGU is also estimated each year.
The carrying value of goodwill at 31 December was as follows:

2022
2023 US$m
Goodwill US$m (Restated)1
2019 South Africa 3.8 4.2
2021 Senegal 5.3 5.0
2021 Madagascar 10.0 10.3
2022 Malawi 5.0 8.1
2022 Oman 16.6 16.6
Total 40.7 44.2
1 Restatement on finalisation of acquisition accounting; see Note 31

54
The recoverable amount is determined based on a value in use calculation using cash flow
projections for the next five years from financial budgets approved by the Board of Directors, which
incorporates climate considerations (with the exception of Oman which has been calculated over 10
years, due to the anticipated growth profile of the business which has been based on contractual
commitments in the SPA with Omantel).

Key assumptions used in value in use calculations

– number of additional colocation tenants added to towers in future periods. These are based on
estimates of the number of tower opportunities in the relevant markets and the expected growth in
these markets;
– discount rate; and
– operating cost and capital expenditure requirements.
The key assumptions used to assess the value in use calculations were a pre-tax discount rate (South
Africa, 11.4%, Senegal 10.7%, Madagascar 13.1%, Malawi 11.3% and Oman 10.8%) and also
estimated long-term growth rates assumed to be 2.0% across all markets.
The adjustment required to the discount rate to breakeven is an increase of 2.5% in Madagascar. The
adjustment required to the future cash flows to breakeven is a decrease of 23.2% in Madagascar. The
adjustment required to the long-term growth rate to breakeven is a decrease of 3.7% in Madagascar.
12. Property, plant and equipment
IT Fixtures Motor Site Leasehold
equipment and fittings vehicles assets Land improvements Total
US$m US$m US$m US$m US$m US$m US$m

Cost
At 1 January 2022 27.5 1.6 4.7 1,497.6 6.6 3.5 1,541.5
Additions 0.1 – 0.1 203.9 – 0.1 204.2
Additions on acquisition of subsidiary
undertakings (Restated)1 – – – 161.7 – – 161.7
Transfers (19.2) – – – – – (19.2)
Disposals – – – (1.6) – – (1.6)
Effects of foreign currency exchange differences (0.5) 0.1 (0.5) (43.5) (0.1) (0.2) (44.7)

At 31 December 2022 (Restated)1 7.9 1.7 4.3 1,818.1 6.5 3.4 1,841.9
Additions 0.1 0.1 0.6 177.9 0.1 0.1 178.9
Disposals – – (0.1) (6.8) – – (6.9)
Effects of foreign currency exchange differences (0.1) – (0.2) (80.1) (0.2) – (80.6)
Hyperinflation impacts 0.8 0.2 1.2 110.2 – 0.1 112.5

At 31 December 2023 8.7 2.0 5.8 2,019.3 6.4 3.6 2,045.8

Depreciation
At 1 January 2022 (20.1) (1.4) (3.5) (805.0) (0.1) (3.2) (833.3)
Charge for the year (0.5) (0.1) (0.4) (143.2) (0.2) (0.2) (144.6)
Transfers 12.6 – – – – – 12.6
Disposals – – – 8.2 – – 8.2
Effects of foreign currency exchange differences 0.4 0.1 0.3 22.0 – 0.3 23.1

At 31 December 2022 (7.6) (1.4) (3.6) (918.0) (0.3) (3.1) (934.0)

Charge for the year (0.3) (0.3) (0.4) (159.7) (0.1) (0.1) (160.9)
Disposals – – 0.3 6.3 – – 6.6
Effects of foreign currency exchange differences 0.1 – 0.2 43.0 – – 43.3
Hyperinflation impacts (0.8) (0.2) (1.1) (80.3) – (0.1) (82.5)

At 31 December 2023 (8.6) (1.9) (4.6) (1,108.7) (0.4) (3.3) (1,127.5)

Net book value

At 31 December 2023 0.1 0.1 1.2 910.6 6.0 0.3 918.3

At 31 December 2022 (Restated)1 0.3 0.3 0.7 900.1 6.2 0.3 907.9
1 Restatement on finalisation of acquisition accounting; see Note 31.

55
At 31 December 2023, the Group had US$184.8 million (2022: US$129.6 million) of expenditure
recognised in the carrying amount of items of site assets that were in the course of construction. On
completion of the construction, they will remain within the site assets balance, and depreciation will
commence when the assets are available for use.

13. Right-of-use assets

Motor
Land Buildings vehicles Total
US$m US$m US$m US$m
Cost
At 1 January 2023 (Restated)1 288.9 14.0 0.4 303.3
Additions 44.3 13.3 1.1 58.7
Disposals (19.6) (2.2) (0.2) (22.0)
Hyperinflation impacts 25.6 2.4 – 28.0
Effects of foreign exchange differences (12.2) (0.6) – (12.8)
At 31 December 2023 327.0 26.9 1.3 355.2
Depreciation
At 1 January 2023 (68.8) (7.8) (0.2) (76.8)
Charge for the year (27.2) (4.1) (0.7) (32.0)
Disposals 14.1 2.1 0.3 16.5
Hyperinflation impacts (11.4) (1.4) – (12.8)
Effects of foreign exchange differences 3.7 0.2 – 3.9
At 31 December 2023 (89.6) (11.0) (0.6) (101.2)
Net book value
At 31 December 2023 237.4 15.9 0.7 254.0
At 31 December 2022 (Restated)1 220.1 6.2 0.2 226.5
1 Restatement on finalisation of acquisition accounting; see Note 31.

14. Inventories
2023 2022
US$m US$m
Inventories
12.7 14.6

Inventories are primarily made up of fuel stocks of US$12.5 million (2022: US$10.5 million) and raw
materials of US$0.2 million (2022: US$4.1 million). The impact of inventories recognised as an
expense during the year in respect of continuing operations was US$125.1 million (2022: US$89.0
million).

56
15. Trade and other receivables
2023 2022
US$m US$m
Trade receivables 145.2 80.5
Loss allowance (5.4) (5.8)

139.8 74.7
Contract Assets 109.1 91.6
Sundry Receivables 33.1 38.6
VAT and withholding tax receivable 15.2 23.2
297.2 228.1
Loss allowance
Balance brought forward (5.8) (6.0)
Amounts written off/derecognised – –
Net remeasurement of loss allowance – –
Unused amounts reversed 0.4 0.2
(5.4) (5.8)

The Group measures the loss allowance for trade receivables, trade receivables from related parties
and other receivables at an amount equal to lifetime expected credit losses (ECL). The ECL on trade
receivables are estimated using a provision matrix by reference to past default experience of the
debtor and an analysis of the debtor’s current financial position, adjusted for factors that are specific
to the debtors, general economic conditions of the industry in which the debtors operate and an
assessment of both the current as well as the forecast direction of conditions at the reporting date.
Loss allowance expense is included within cost of sales in the Consolidated Income Statement.
Additional detail on provision for expected credit loss and impairment can be found in Note 26.
There has been no change in the estimation techniques or significant assumptions made during the
current reporting period. Interest can be charged on past due debtors. The normal credit period of
services is 30 days.

US$55.0 million of new contract assets were recognised in the year and US$36.3 million of contract
assets at 31 December 2022 were recovered from customers.
Of the trade receivables balance at 31 December 2023, 90% is due from large multinational MNOs.
The Group does not hold any collateral or other credit enhancements over these balances nor does it
have a legal right of offset against any amounts owed by the Group to the counterparty.

57
Debtor days
The Group calculates debtor days as set out in the table below. It considers its most relevant
customer receivables exposure on a given reporting date to be the amount of receivables due in
relation to the revenue that has been reported up to that date. It therefore defines its net receivables
as the total trade receivables and accrued revenue, less loss allowance and deferred income that has
not yet been settled.
2023 2022
US$m US$m
Trade receivables 145.2 80.5
Accrued revenue1 10.1 22.9
Less: Loss allowance (5.4) (5.8)
Less: Deferred income2 (56.5) (9.8)
Net receivables 93.4 87.8
Revenue 721.0 560.7
Debtor days 47 57
1 Reported within sundry receivables.
2 Deferred income, as per Note 19, has been adjusted for US$4.1 million (2022: US$0 million) in respect of amounts settled by customers at the balance sheet date.

In determining the recoverability of a trade receivable, the Group considers any change in the credit
quality of the trade receivable from the date credit was initially granted up to the reporting date. The
Directors consider that the carrying amount of trade and other receivables is approximately equal to
their fair value.
At 31 December 2023, US$26.8 million (2022: US$16.6 million) of services had been provided to
customers which had yet to meet the Group’s probability criterion for revenue recognition under the
Group’s accounting policies. Revenue for these services will be recognised in the future as and when
all recognition criteria are met.

16. Prepayments
2023 2022
US$m US$m

Prepayments 42.6 45.7

Prepayments primarily comprise advance payments to suppliers.

17. Cash and cash equivalents
2023 2022
US$m US$m

Bank balances 106.6 119.6

Cash and cash equivalents comprise cash at bank and in hand. Short-term deposits are defined as
deposits with an initial maturity of three months or less.
18. Share capital and share premium

2023 2022
Number Number
of of
shares shares
(million) US$m (million) US$m
Authorised, issued and fully paid ordinary shares of £0.01 each 1,051 13.5 1,051 13.5

1,051 13.5 1,051 13.5

The share capital of the Group is represented by the share capital of the Company, Helios Towers plc.

58
The treasury shares represent the cost of shares in Helios Towers plc purchased in the market
and held by the Helios Towers plc EBT to satisfy options under the Group Share options plan.
Treasury shares held by the Group as at 31 December 2023 are 1,560,641 (31 December 2022:
2,827,852).

19. Trade and other payables

2022
2023 US$m
US$m (Restated)

Trade payables 31.3 32.0

Deferred income 60.6 9.8
Deferred consideration 33.5 52.2
Accruals 148.6 126.9
VAT, withholding tax, and other taxes payable 27.7 18.5
301.7 239.4

Trade payables and accruals principally comprise amounts outstanding for trade purchases and
ongoing costs. The average credit period taken for trade purchases is 12 days (2022: 22 days).
Payable days are calculated as trade payables and payables to related parties, divided by cost of
sales plus administration expenses less staff costs and depreciation and amortisation. No interest is
charged on trade payables. The Group has financial risk management policies in place to ensure that
all payables are paid within the pre-agreed credit terms. Amounts payable to related parties are
unsecured, interest free and repayable on demand.
Deferred income primarily relates to service revenue which is billed in advance.
The Group recognised revenue of US$9.8 million (2022: US$45.8 million) from contract liabilities held
on the balance sheet at the start of the financial year. Contract liabilities are presented as deferred
income in the table above.
Deferred consideration relates to consideration that is payable in the future for the purchase of certain
tower assets which the Group is committed to when certain conditions are met, to enable the transfer
of ownership to Helios Towers.
Accruals consist of general operational accruals, accrued capital items, and goods received but not
yet invoiced.
Trade and other payables are classified as financial liabilities and measured at amortised cost. These
are initially recognised at fair value and subsequently at amortised cost. These are expected to be
settled within a year.
The Directors consider the carrying amount of trade payables approximates to their fair value due to
their short-term nature.

59
20. Loans
2023 2022
US$m US$m
Loans and bonds 1,632.3 1,564.3
Bank overdraft 18.0 7.3
Total loans and bonds 1,650.3 1,571.6
Current 37.7 19.9
Non-current 1,612.6 1,551.7
1,650.3 1,571.6

In September 2023, the Group entered into new facilities representing a combined value of up to
US$720 million, including a 5 year Term Loan of US$600 million and an up to US$120 million 4.5 year
revolving credit facility (RCF). In October 2023, the new facilities were drawn down to buy back
US$325 million principal of the 7.000% Senior Notes due 2025 and US$80 million to repay the
previous term loan facility, which was extinguished alongside upon repayment, and related fees.
In December 2022, Oman Tech Infrastructure SAOC entered into banking facilities representing a
combined US$260 million in Oman for the purposes of repaying loan balances due to its former
owner, funding growth and upgrade capex and for general working capital purposes. The facilities
include both OMR and USD denominated financing with tenors from 1 year (renewable) to 13 years.
This includes a revolving credit facility of US$20 million. As at 31 December 2022, US$2.9 million of
this was utilised. At 31 December 2022, US$200 million of the available term loans were drawn.
In March 2021 the Group issued US$250 million of convertible bonds with a coupon of 2.875%, due in
2027. The initial conversion price was set at US$2.9312. The conversion price is subject to
adjustments for any dividend in cash or in kind, as well as customary anti-dilution adjustments,
pursuant to the terms and conditions of the convertible bonds. The bondholders have the option to
convert at any time up to seven business days prior to the final maturity date. Helios Towers have the
right to redeem the bonds at their principal amount, together with accrued but unpaid interest up to
the optional redemption date, from April 2026, if the Helios Towers share price has traded above
130% of the conversion price on twenty out of the previous thirty days prior to the redemption notice.
In June 2021 the Group tapped the above bond for an aggregate principal amount of US$50 million.
On initial recognition of the convertible bond and the convertible bond tap, a liability and equity
reserve component were recognised being US$242.4 million and US$52.7 million respectively
including transaction costs.
In May 2021, Helios Towers Senegal entered into facilities representing a combined €120 million in
Senegal for the purposes of partially funding the Senegal towers acquisition, funding the 400
committed BTS as part of the transaction and for general working capital purposes. The facilities
include both EUR and XOF denominated financing with tenors ranging from 2 years to 9 years.
On 18 June 2020 HTA Group, Ltd., a wholly owned subsidiary of Helios Towers plc, issued US$750
million of 7.000% Senior Notes due 2025, guaranteed on a senior basis by Helios Towers plc and
certain of its direct and indirect subsidiaries.
On 9 September 2020 HTA Group, Ltd issued a further US$225 million aggregate principal amount of
its 7.000% Senior Notes due 2025.
The current portion of borrowings relates to accrued interest on the bonds, term loan interest and
principal payable within one year of the balance sheet date.
Loans are classified as financial liabilities and measured at amortised cost. Refer to Note 26 for
further information on the Group’s financial instruments.

60
21. Lease liabilities
2023 2022
US$m US$m
Short-term lease liabilities
Land 30.2 31.8
Buildings 4.7 2.2
Motor vehicles 0.6 0.1
35.5 34.1
2023 2022
US$m US$m
Long-term lease liabilities
Land 193.1 188.4
Buildings 10.8 3.4
Motor vehicles – 0.1
203.9 191.9

The below undiscounted cash flows do not include escalations based on CPI or other indexes which
change over time. Renewal options are considered on a case-by-case basis with judgements around
the lease term being based on management’s contractual rights and their current intentions. Refer to
Note 13 for the Group’s Right-of-use assets.
The total cash paid on leases in the year was US$45.3 million (2022: US$40.8 million).
The profile of the outstanding undiscounted contractual payments fall due as follows:

Within 2–5 6–10 10+

1 year years years years Total
US$m US$m US$m US$m US$m
31 December 2023 44.4 139.8 138.6 350.6 673.4

31 December 2022 43.0 137.7 122.7 326.0 629.4

61
22. Uncompleted performance obligations
The table below represents uncompleted performance obligations at the end of the reporting period.
This is total revenue which is contractually due to the Group, subject to the performance of the
obligation of the Group related to these revenues. Management refers to this as contracted revenue.
2023 2022
US$m US$m

Total contracted revenue 5,417.2 4,705.0

Contracted revenue
The following table provides our total undiscounted contracted revenue by country as of 31 December
2023 for each year from 2024 to 2028, with local currency amounts converted at the applicable
average rate for US Dollars for the year ended 31 December 2023 held constant. Our contracted
revenue calculation for each year presented assumes:
– no escalation in fee rates;
– no increases in sites or tenancies other than our committed tenancies;
– our customers do not utilise any cancellation allowances set forth in their MLAs;
– no termination of existing customer tMLAs prior to their current term; and
– no automatic renewal.
As at 31 December 2023, total contracted revenue was US$5.4 billion, with an average remaining life
of 7.8 years.
Year ended 31 December
(US$m) 2024 2025 2026 2027 2028
Middle East & North Africa 52.5 49.6 49.6 49.6 49.6
East & West Africa 278.3 287.4 247.2 231.8 227.8
Central & Southern Africa 362.1 334.7 300.8 271.5 256.6
Total 692.9 671.7 597.6 552.9 534.0

23. Related party transactions

Balances and transactions between the Company and its subsidiaries, which are related parties, have
been eliminated on consolidation and are not disclosed in this Note. Key management personnel
comprise Executive and Non-Executive Directors of Helios Towers plc. Compensation of key
management personnel is disclosed in note 7.
There were no other related party transactions during the financial year.
24. Other gains and losses
2023 2022
US$m US$m
Fair value gain/(loss) on derivative financial instruments 2.1 (51.5)
Net monetary gain/(loss) on hyperinflation (7.9) –
Fair value movement on forward contracts (0.3) 0.1

(6.1) (51.4)

All fair values are Level 2, except for the fair value of the embedded derivatives, which are Level 3.
Further detail can be found in Note 26.

62
25. Share-based payments

Pre-IPO LTIP
Ahead of the IPO certain Directors, former Directors, Senior Managers and employees of the Group
were granted nil-cost options in respect of shares up to an aggregate value of US$10 million based
on an offer price of 115 pence and a US Dollar to pounds Sterling conversion rate of US$1:£0.7948
(the HT LTIP).
The Company issued 6,557,668 shares to the trustee of the Trust (or as it directs) immediately prior to
IPO in order to satisfy future settlement of awards under the HT LTIP and nil-cost options under the
HT MIPs. The Trust is consolidated into the Group.
These options became exercisable in tranches over a three-year period post-IPO. The award
participants were entitled to exercise some of the share options on IPO.

Number of options 2023 2022

As at 1 January 774,553 1,026,456

Granted during the year – –
Exercised during the year (252,500) (251,903)
Forfeited during the year – –
At 31 December 522,053 774,553

Of which:
Vested and exercisable 522,053 774,553
Unvested – –

Fair value of options/share awards granted pre-IPO

The fair value at grant date is independently determined using a probability-weighted expected
returns methodology, which is an appropriate future-orientated approach when considering the fair
value of options/shares that have no intrinsic value at the time of issue. In this case the expected
future returns were estimated by reference to the expected proceeds attributable to the underlying
shares at IPO, as provided by management, including adjustments for expected net debt, transaction
costs and priority returns to other shareholders. This is then discounted into present value terms
adopting an appropriate discount rate. The capital asset pricing methodology was used when
considering an appropriate discount rate to apply to the pay-out expected to accrue to the share
awards on realisation.

Key assumptions:
– Expected exit dates 0 to 4 years;
– Probability weightings up to 25%;
– Expected range of exit multiples up to 10.0x;
– Expected forecast Adjusted EBITDA across two scenarios (management case and downside case)
and respective probability weightings;
– Estimated proceeds per share; and
– Hurdle per share up to US$1.25.
The Group has in place one adopted discretionary share plan called the Helios Towers plc Employee
Incentive Plan 2019 (the EIP), details of which are set out in this note.

63
Employee Incentive Plan
Following successful admission to the London Stock Exchange, the Company has adopted a
discretionary share plan called the Helios Towers plc Employee Incentive Plan 2019 (the EIP).
The EIP is designed to provide long-term incentives for senior managers and above (including
Executive Directors) to deliver long-term shareholder returns. Participation in the plan is at the
Remuneration Committee’s discretion, and no individual has a contractual right to participate in the
plan or to receive any guaranteed benefits. Shares received under the scheme by Executive Directors
will be subject to a two-year post-vesting holding period. In all other respects the shares rank equally
with other fully paid ordinary shares on issue.

The Group has granted Long-Term Incentive Plan awards under the EIP to the Executive Directors
and selected key personnel. The equity settled awards comprise separate tranches which vest
depending upon the achievement of the following performance targets over a three-year period:
– Relative TSR tranche;
– Adjusted EBITDA tranche;
– ROIC tranche; and
– Impact scorecard tranche (introduced in 2023).
Set out below are summaries of options granted under the EIP.
2023 2022
Number of Number of
options options
As at 1 January 10,534,604 7,695,687
Granted during the year 9,097,196 4,233,199
Lapsed during the year (1,282,200) –
Exercised during the year (977,063) (6,131)
Forfeited during the year (806,772) (1,338,151)
As at 31 December 16,565,765 10,534,604
Vested and exercisable at 31 December 954,734 –

The IFRS 2 charge recognised in the Consolidated Income Statement for the 2023 financial year in
respect to the EIP was US$2.1 million (2022: US$3.1 million). All share options outstanding as at 31
December 2023 have a remaining contractual life of 8.3 years.

64
The fair value at grant date is independently determined using the Monte Carlo model. Key
assumptions used in valuing the share-based payment charge are as follows:
2022 LTIP Award

Relative Adjusted
ROIC
TSR EBITDA

Grant date 28–Apr–22 28–Apr–22 28–Apr–22

Share price at grant date £1.12 £1.12 £1.12

Fair value as a percentage of the grant price 51.6% 100.0% 100.0%

Term to vest (years) 2.68 n/a n/a

Expected life from grant date (years) 2.68 2.68 2.68

Volatility 47.4% n/a n/a

Risk-free rate of interest 1.6% n/a n/a

Dividend yield n/a n/a n/a

Average FTSE 250 volatility 42.7% n/a n/a

Average FTSE 250 correlation 27.7% n/a n/a

Fair value per share £0.58 £1.12 £1.12

Relative Adjusted Impact

2023 LTIP Award ROIC
TSR EBITDA Scorecard

Grant date 17–May– 17–May–23 17–May– 17–May–23

23 23
Share price at grant date £0.918 £0.918 £0.918 £0.918
Fair value as a percentage of the grant price 42.0% 100.0% 100.0% 100.0%
Term to vest (years) 2.87 n/a n/a n/a
Expected life from grant date (years) 2.87 2.87 2.87 2.87
Volatility 38.3% n/a n/a n/a
Risk-free rate of interest 3.9% n/a n/a n/a
Dividend yield n/a n/a n/a n/a
Average FTSE 250 volatility 33.9% n/a n/a n/a
Average FTSE 250 correlation 25.5% n/a n/a n/a
Fair value per share £0.385 £0.918 £0.918 £0.918

65
HT SharingPlan
Shareholders voted to approve the all-employee share plan schemes at the 2021 AGM. In 2021, the
Board granted inaugural ‘HT SharingPlan’ Restricted Stock Unit (RSU) awards under the HT Global
Share Purchase Plan rules. Each employee was granted a 2021 award with a three-year vesting
period. The Board also granted similar awards in 2022 and 2023, again with a three-year vesting
period.
All employees were granted awards of equal value and on the same terms. The vesting of the awards
is subject to continued employment with the Group.
2023 2022
Number Number
of of
RSUs RSUs
As at 1 January 1,684,018 729,528
Granted during the year 1,762,150 1,681,155
Forfeited during the year (143,483) (104,684)
Vested during the year (37,648) (621,981)
As at 31 December 3,265,037 1,684,018

Deferred Bonuses 2023 2022

As at 1 January 85,755 36,583
Granted during the year – 49,172
Forfeited during the year – –
Vested during the year – –
As at 31 December 85,755 85,755

31 31
26. Financial instruments December December
Financial instrument assets held by the Group at fair value had the following effect on 2023 2022
profit and loss: US$m US$m
Balance brought forward 2.8 57.7
Derivative financial instrument – 7.000% Senior Notes 2025 3.5 (55.2)
Currency forward contracts – 0.3
Balance carried forward 6.3 2.8

Fair value measurements

Some of the Group’s financial derivatives are measured at fair value at the end of each reporting
period. The information set out below provides data about how the fair values of these financial assets
and financial liabilities are determined (in particular, the valuation technique(s) and inputs used).
For those financial instruments measured at fair value, the Group has categorised them into a three-
level fair value hierarchy based on the priority of the inputs to the valuation technique in accordance
with IFRS 13. The hierarchy gives the highest priority to quoted prices in active markets for identical
assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used
to measure fair value fall within different levels of the hierarchy, the category level is based on the
lowest priority level input that is significant to the fair value measurement of the instrument in its
entirety. There are no financial instruments which have been categorised as Level 1. There were no
transfers between the levels in the year.

66
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as a going
concern while maximising the return to stakeholders through the optimisation of the debt and equity
balance. The capital structure of the Group consists of debt, which includes borrowings disclosed in
Notes 20 and 21, cash and cash equivalents and equity attributable to equity holders of the Company,
comprising issued capital, reserves and retained earnings as disclosed in the Statement of Changes
in Equity.
Gearing ratio
The Group keeps its capital structure under review. The gearing ratio at the year end is as follows:
2023 2022
US$m US$m
Debt (net of issue costs) 1,889.7 1,797.6
Cash and cash equivalents (106.6) (119.6)
Net debt 1,783.1 1,678.0
Equity attributable to the owners (68.3) 8.3
Non-controlling interests 29.8 41.0

(46.3x) 34.1x

Debt is defined as long-term and short-term loans and lease liabilities, as detailed in Notes 20 and 21
respectively.

Externally imposed capital requirements

The Group is not subject to externally imposed capital requirements.

Categories of financial instruments

2023 2022
US$m US$m
Financial assets
Financial assets at amortised cost:
Cash and cash equivalents 106.6 119.6
Trade and other receivables 321.6 204.9

428.2 324.5
Fair value through profit or loss:
Derivative financial assets 6.3 2.8

434.5 327.3
Financial liabilities
Amortised cost:
Trade and other payables 213.4 216.5
Bank overdraft 18.0 7.3
Lease liabilities 239.4 226.0
Loans 1,632.3 1,571.6

2,103.1 2,021.4

As at 31 December 2023 and 31 December 2022, the Group had no cash pledged as collateral for
financial liabilities. The Directors estimate the amortised cost of cash and cash equivalents is
approximate to fair value. The $650 million bond maturing in 2025 had a carrying value of US$650.0
million at 31 December 2023 and a fair value of US$638.2 million. The $300 million convertible bond
maturing in 2027 had a carrying value of US$268.6 million at 31 December 2023 and a fair value of
US$262.1 million. The Directors estimate the amortised cost of other loans and borrowings is
approximate to fair value.

67
Financial risk management objectives and policies
The Group’s Finance function provides services to the business, coordinates access to domestic and
international financial markets, and monitors and manages the financial risks relating to the
operations of the Group through internal risk reports which analyse exposures by degree and
magnitude of risks. These risks include market risk (including currency risk, fair value interest rate risk
and price risk), credit risk, liquidity risk and cash flow interest rate risk.
The Group’s overall financial risk management programme focuses on the unpredictability of financial
markets and seeks to minimise potential adverse effects on the Group’s financial performance. The
Group’s senior management oversees the management of these risks. The Finance function is
supported by the Group’s senior management, which advises on financial risks and the appropriate
financial risk governance framework for the Group. Key financial risks and exposures are monitored
through a monthly report to the Board of Directors, together with an annual Board review of corporate
treasury matters.
Financial risk
The principal financial risks to which the Group is exposed through its activities are risks of changes in
foreign currency exchange rates and interest rates.
Interest rate risk management
The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed
and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix
between fixed and floating rate borrowings and utilising interest rate swaps. At 31 December 2023 a
change of 100 basis points would increase or decrease derivative financial liabilities and equity by
US$19.5 million.
Foreign currency risk management
The Group undertakes transactions denominated in foreign currencies; consequently exposures to
exchange rate fluctuations arise. The Group’s main currency exposures were to the New Ghanaian
Cedi (GHS), Malagasy Ariary (MGA), Tanzanian Shilling (TZS), Central African Franc (XAF), South
African Rand (ZAR) and Malawian Kwacha (MWK) through its main operating subsidiaries. The
Group has exposure to Sterling (GBP) and Euro (EUR) fluctuations on its financial assets and
liabilities, however, this is not considered material. The Group manages foreign currency risks utilising
forward contracts where considered appropriate.
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary
liabilities at the reporting date are as follows:

Assets Liabilities
2023 2022 2023 2022
US$m US$m US$m US$m
New Ghanaian Cedi 18.0 15.7 19.1 20.8
Malagasy Ariary 11.7 10.9 13.5 11.8
Tanzanian Shilling 61.9 71.4 85.1 100.2
South African Rand 6.1 5.6 16.0 17.5
Central African Franc 35.7 35.7 156.1 137.0
Malawian Kwacha 15.2 15.4 14.8 19.8
Omani Rial 35.5 10.1 85.7 35.2

184.1 164.8 390.3 342.3

68
Foreign currency sensitivity analysis
The following table details the Group’s sensitivity to foreign exchange risk. The percentage movement
applied to the currency is based on the average movements in the previous three annual reporting
periods of the US Dollar against the GHS, XAF, TZS, MGA, ZAR and MWK (2022: sensitivity based
on a 10% movement), The sensitivity analysis includes only outstanding foreign currency
denominated monetary items and adjusts their translation at the year-end for a change in foreign
currency rates. A positive number below indicates an increase in profit and other equity where US
Dollar weakens against the GHS, XAF, TZS, ZAR, MWK or OMR. For a strengthening of US Dollar
against the GHS, XAF, TZS, ZAR, MWK or OMR, there would be an equal and opposite effect on the
profit and other equity, on the basis that all other variables remain constant.

Impact on profit
or loss
2023 2022
US$m US$m
New Ghanaian Cedi impact (27% movement) (0.3) 0.5
Malagasy Ariary impact (5% movement) (0.1) 0.1
Tanzanian Shilling impact (3% movement (0.7) 2.9
South African Rand (8% movement) (0.8) 1.2
Central African Franc Impact (4% movement) (3.8) 10.2
Malawian Kwacha (24% movement) 0.1 0.5
Omani Rial (Pegged to USD) – 2.5

This is mainly attributable to the exposure outstanding on GHS, MGA, XAF, TZS, ZAR, MWK and
OMR receivables and payables in the Group at the reporting date. The amounts above generally
correspond with the functional currency of the relevant subsidiary and the foreign currency exposures
are therefore reflected in the Group's translation reserve.
The above sensitivities do not address the translation effects within equity of consolidating non-US
Dollar denominated subsidiaries into the Group’s US Dollar presentation currency, nor do they include
the effects of foreign currency retranslation of intragroup balances which eliminate on consolidation
and therefore have no impact on equity, but nonetheless give rise to foreign exchange differences
within the Group’s income statement. (see note 9)
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Group. Default does not occur later than when a financial asset is 90 days past
due (unless the Group has reasonable and supportable information to demonstrate that a more
lagging default criterion is more appropriate). Write-off happens at least a year after a financial asset
has become credit impaired and when management does not have any reasonable expectations to
recover the asset.
The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining
sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from defaults.
The Group uses publicly available financial information and other information provided by the
counterparty (where appropriate) to deliver a credit rating for its major customers. As of 31 December
2023, the Group has a concentration risk with regards to four of its largest customers. The Group’s
exposure and the credit ratings of its counterparties and related parties are continuously monitored
and the aggregate value of credit risk within the business is spread amongst a number of approved
counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by
management. The carrying amount of the financial assets recorded in the Financial Statements,
which is net of impairment losses, represents the Group’s exposure to credit risk.
The Group uses the IFRS 9 ECL model to measure loss allowances at an amount equal to their
lifetime ECL. The loss allowance on trade receivables represents the expected losses due to non-
payment of amounts due from customers.

69
In order to minimise credit risk, the Group has categorised exposures according to their degree of risk
of default. The use of a provision matrix is based on a range of qualitative and quantitative factors,
based on the Group’s historical experience, forward-looking macroeconomic data and informed credit
assessments, that are deemed to be indicative of risk of default, and range from 1 (lowest risk of
irrecoverability) to 5 (greatest risk of irrecoverability).
The below table shows the Group’s trade and other receivables balance and associated loss
allowances in each Group credit rating category.

31 December 2023 31 December 2022

Group Loss Net Gross Loss Net
Group exposure allowance exposure exposure allowance exposure
Rating Risk of impairment US$m US$m US$m US$m US$m US$m
1 Remote risk 251.6 (0.3) 251.3 184.1 (0.3) 183.8
2 Low risk 27.0 (0.9) 26.1 21.8 (0.8) 21.0
3 Medium risk 0.9 (0.1) 0.8 0.3 – 0.3
4 High risk 5.9 (3.5) 2.4 20.7 (3.8) 16.9
5 Impaired 2.0 (0.6) 1.4 2.5 (0.9) 1.6

Total 287.4 (5.4) 282.0 229.4 (5.8) 223.6

Liquidity risk management

The Group has long-term debt financing through Senior Loan Notes of US$650 million due for
repayment in December 2025 and other debt as disclosed in Note 20. The Group has a revolving
credit facility of US$120 million for funding general corporate and working capital needs. As at 31
December 2023 the facility was undrawn. This facility is available until December 2024. The Group
has remained compliant during the year to 31 December 2023 with all the covenants contained in the
Senior Credit facility. Please refer to Note 20 for further information in relation to debt facilities.
Ultimate responsibility for liquidity risk management rests with the Board. The Group manages
liquidity risk by maintaining adequate reserves of liquid funds and banking facilities and continuously
monitoring forecast and actual cash flows including consideration of appropriate sensitivities.
Non-derivative financial liabilities
The following tables detail the Group’s remaining contractual maturity for its non-derivative financial
liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities
based on the earliest date on which the Group can be required to pay. The table below includes
principal cash flows.
Within
1 year 1–2 years 2–5 years 5+ years Total
US$m US$m US$m US$m US$m

31 December 2023
Non-interest bearing 213.4 – – – 213.4
Fixed interest rate instruments 44.4 789.8 438.6 350.5 1,623.4
Variable interest rate instruments 18.0 22.3 489.8 144.5 674.6

275.8 812.1 928.4 495.0 2,511.4

31 December 2022
Non-interest bearing 216.5 – – – 216.5
Fixed interest rate instruments 43.0 39.7 1,441.3 493.8 2,017.8
Variable interest rate instruments 10.2 – 25.0 200.0 235.2

269.7 39.7 1,466.3 693.8 2,469.5

70
Non-derivative financial assets
The following table details the Group’s expected maturity for other non-derivative financial assets. The
table below has been drawn up based on the undiscounted contractual maturities of the financial
assets except where the Group anticipates that the cash flow will occur in a different period.

Within 1–2 years 2–5 years 5+ years Total

1 year US$m US$m US$m US$m
US$m

31 December 2023
Non-interest bearing 282.0 – – – 282.0
Fixed interest rate instruments 106.6 – – – 106.6
388.6 – – – 388.6

31 December 2022
Non-interest bearing 204.9 – – – 204.9
Fixed interest rate instruments 119.6 – – – 119.6
324.5 – – – 324.5

Derivative financial instruments assets

The derivatives represent the fair value of the put and call options embedded within the terms of the
Senior Notes. The call options give the Group the right to redeem the Senior Notes instruments at a
date prior to the maturity date (18 December 2025), in certain circumstances and at a premium over
the initial notional amount. The put option provides the holders with the right (and the Group with an
obligation) to settle the Senior Notes before their redemption date in the event of a change in control
resulting in a rating downgrade (as defined in the terms of the Senior Notes, which also includes a
major asset sale), and at a premium over the initial notional amount.
The options are fair valued using an option pricing model that is commonly used by market
participants to value such options and makes the maximum use of market inputs, relying as little as
possible on the entity’s specific inputs and making reference to the fair value of similar instruments in
the market. The options are considered a Level 3 financial instrument in the fair value hierarchy of
IFRS 13, owing to the presence of unobservable inputs. Where Level 1 (market observable) inputs
are not available, the Helios Group engages a third-party qualified valuer to perform the valuation.
Management works closely with the qualified external valuer to establish the appropriate valuation
techniques and inputs to the model. The Senior Notes are quoted and it has an embedded derivative.
The fair value of the embedded derivative is the difference between the quoted price of the Senior
Notes and the fair value of the host contract (the Senior Notes excluding the embedded derivative).
The fair value of the Senior Notes as at the valuation date has been sourced from an independent
third-party data vendor. The fair value of the host contract is calculated by discounting the Senior
Notes’ future cash flows (coupons and principal payment) at US Dollar 3-month LIBOR plus Helios
Towers’ credit spread. For the valuation date of 31 December 2023, a relative 5% increase in credit
spread would result in a nil valuation of the embedded derivatives.
As at the reporting date, the call option had a fair value of US$6.3 million (31 December 2022: US$2.5
million) on the US$650 million 7.000% Senior Notes 2025, while the put option had a fair value of
US$0 million (31 December 2022: US$0 million). The increase in the fair value of the call option is
attributable the tightening of the Group’s credit spread, which is in line with the market movement.

71
The key assumptions in determining the fair value are: the quoted price of the bond as at 31
December 2023; the credit spread; and the yield curve. The probabilities relating to change of control
and major asset sale represent a reasonable expectation of those events occurring that would be held
by a market participant.

1–2
Within 1 year years 2–5 years 5+ years Total
US$m US$m US$m US$m US$m

31 December 2023
Net settled:
Embedded derivatives – 6.3 – – 6.3

– 6.3 – – 6.3

31 December 2022
Net settled:
Embedded derivatives – – 2.5 – 2.5

– – 2.5 – 2.5

Risk management strategy of hedge relationships

The Group’s activities expose it to the financial risks of changes in interest rates which it manages
using derivative financial instruments. The objective of cash flow hedges is principally to protect the
group against adverse interest rate movements. The Group does not use derivative financial
instruments for speculative purposes.
Derivative financial instruments are initially measured at fair value on the contract date and are
subsequently re-measured to fair value at each reporting date. Changes in values of all derivatives of
a financing nature are included within finance costs in the income statement unless designated in an
effective cash flow hedge relationship when the effective portion of changes in value are deferred to
other comprehensive income. Hedge effectiveness is determined at the inception of the hedge
relationship, and through periodic prospective effectiveness assessments to ensure that an economic
relationship exists between the hedged item and hedging instrument. Hedge accounting is
discontinued when the hedging instrument expires or is sold, terminated, exercised or no longer
qualifies for hedge accounting. When hedge accounting is discontinued, any gain or loss recognised
in other comprehensive income at that time remains in equity and is recognised in the income
statement when the hedged transaction is ultimately recognised in the income statement.
For cash flow hedges, when the hedged item is recognised in the income statement, amounts
previously recognised in other comprehensive income and accumulated in equity for the hedging
instrument are reclassified to the income statement.
If a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is
recognised immediately in the income statement.
For hedges of foreign currency denominated borrowings and investments, the Group uses interest
rate swaps to hedge its exposure to interest rate risk and enters into hedge relationships where the
critical terms of the hedging instrument match with the terms of the hedged item. Therefore the Group
expects a highly effective hedging relationship with the swap contracts and the value of the
corresponding hedged items to change systematically in the opposite direction in response to
movements in the underlying exchange rates and interest rates. The Group therefore performs a
qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged
item such that the critical terms no longer match with the critical terms of the hedging instrument, the
Group uses the hypothetical derivative method to assess effectiveness.

72
Hedge ineffectiveness may occur due to:
a) The fair value of the hedging instrument on the hedge relationship designation date if the fair value
is not nil;
b) Changes in the contractual terms or timing of the payments on the hedged item; and
c) A change in the credit risk of the Group or the counterparty with the hedging instrument.
The hedge ratio for each designation will be established by comparing the quantity of the hedging
instrument and the quantity of the hedged item to determine their relative weighting; for all of the
Group’s existing hedge relationships the hedge ratio has been determined as 1:1. The fair values of
the derivative financial instruments are calculated by discounting the future cash flows to net present
values using appropriate market rates and foreign currency rates prevailing at 31 December. The
valuation basis is level 2 of the fair value hierarchy. This classification comprises items where fair
value is determined from inputs other than quoted prices that are observable for the asset and liability,
either directly or indirectly.
The table below summaries the maturity profile of the Group’s financial liabilities based on contractual
undiscounted payments.

On 1–2
demand Within 1 year years 2–5 years > 5 years Total
$USm US$m US$m US$m US$m US$m

31 December 2023
Financial derivatives – 1.4 (5.5) (12.7) (2.1) (18.9)

– 1.4 (5.5) (12.7) (2.1) (18.9)

Opening
balance (Gain)/Loss Closing Weighted
1 Jan balance average
Nominal deferred to
amounts Carrying value 2023 OCI 31 Dec 2023 maturity year
Interest Rate Swaps US$m US$m US$m US$m US$m

USD Term Loans 400 (14.7) – 14.7 14.7 2029

27. Contingent liabilities

The Group exercises judgement to determine whether to recognise provisions and make disclosures
for contingent liabilities as explained in note 2b.
A claim arising from a prior period is outstanding from the Tanzania Revenue Authority for corporate
income tax for the financial years ending 2018-2021 inclusive. The outstanding amount is
approximately US$9.2m.
A claim arising from a prior period is outstanding from DRC tax authorities issued an assessment on a
number of taxes amounting to $46.3 million for the financial years 2018 and 2019.
A claim arising from a prior period the DRC tax authorities issued a payment collection notice for
environmental taxes amounting to $33.7 million for the financial years 2013 to 2016.
In the year ended 2023, the Congo Brazzaville tax authorities issued a claim for securities income tax,
VAT and withholding tax. The outstanding amount is $10.1 million.
For all cases above, responses have been submitted to the relevant tax authority in relation to the
assessments and remain under review with local tax experts. The Directors believe that the quantum
of potential future cash outflows in relation to these tax audits is not probable cannot be reasonably
assessed and therefore no provision has been made for these amounts; the balances above
represent the Group’s assessment of the maximum possible exposure for the years assessed. The
Directors are working with their advisers and are in discussion with the tax authorities to bring the
matters to conclusion based on the facts.
Other individually immaterial tax, and regulatory proceedings, claims and unresolved disputes are
pending against Helios Towers in a number of jurisdictions. The timing of resolution and potential
outcome (including any future financial obligations) of these are uncertain, but not considered
probable and therefore no provision has been recognised in relation to these matters.

73
Legal claims
Other individually immaterial legal and regulatory proceedings, claims and unresolved disputes are
pending against Helios Towers in a number of jurisdictions. The timing of resolution and potential
outcome (including any future financial obligations) of these are uncertain, but no cash outflows are
considered probable and therefore no provisions have been recognised in relation to these matters.

28. Net debt

2023 2022
US$m US$m

External debt (1,650.3) (1,571.6)

Lease liabilities (239.4) (226.0)

Cash and cash equivalents 106.6 119.6

Net debt (1,783.1) (1,678.0)

At At
1 January 31 December
2023 Cash flows Other1 2023
2023 US$m US$m US$m US$m

Cash and cash equivalents 119.6 (5.4) (7.6) 106.6

External debt (1,571.6) (75.7) (3.0) (1,650.3)
Lease liabilities (226.0) 54.1 (67.5) (239.4)
Total financing liabilities (1,797.6) (21.6) (70.5) (1,889.7)
Net debt (1,678.0) (27.0) (78.1) (1,783.1)

At At
1 January 31 December
2022 Cash flows Other1 2022
2022 US$m US$m US$m US$m

Cash and cash equivalents 528.9 (405.0) (4.3) 119.6

External debt (1,295.5) (261.2) (14.9) (1,571.6)
Lease liabilities (181.9) 40.8 (84.9) (226.0)
Total financing liabilities (1,477.4) (220.4) (99.8) (1,797.6)
Net debt (948.5) (625.4) (104.1) (1,678.0)
1 Other includes foreign exchange and non-cash interest movements.

Refer to Note 20 for further details on the year-on-year movements in loans.

74
29. Loss per share
Basic loss per share has been calculated by dividing the total loss for the year by the weighted
average number of shares in issue during the year after adjusting for shares held in the EBT.
To calculate diluted loss per share, the weighted average number of ordinary shares in issue is
adjusted to assume conversion of all dilutive potential shares. Share options granted to employees
where the exercise price is less than the average market price of the Company’s ordinary shares
during the year are considered to be dilutive potential shares. Where share options are exercisable
based on performance criteria and those performance criteria have been met during the year, these
options are included in the calculation of dilutive potential shares.
The Directors believe that Adjusted EBITDA per share is a useful additional measure to better
understand the performance of the business (refer to Note 4).

Loss per share is based on:

2023 2022
US$m US$m

Loss after tax for the year attributable to owners of the Company (100.1) (171.5)
Adjusted EBITDA (Note 4) 369.9 282.8

2023 2022
Number Number

Weighted average number of ordinary shares used to calculate basic earnings per
share 1,048,501,270 1,047,039,919
Weighted average number of dilutive potential shares 119,278,686 114,017,600
Weighted average number of ordinary shares used to calculate diluted earnings
per share 1,167,779,956 1,161,057,519

2023 2022
Loss per share cents cents

Basic (10) (16)

Diluted (10) (16)

2023 2022
Adjusted EBITDA per share cents cents

Basic 35 27
Diluted 32 24

The calculation of basic and diluted loss per share is based on the net loss attributable to equity
holders of the Company entity for the year of US$100.1 million (2022: US$171.5 million). Basic and
diluted loss per share amounts are calculated by dividing the net loss attributable to equity
shareholders of the Company entity by the weighted average number of shares outstanding during
the year.
The calculation of Adjusted EBITDA per share and diluted EBITDA per share are based on the
Adjusted EBITDA earnings for the year of US$369.9 million (2022: US$282.8 million). Refer to Note 4
for a reconciliation of Adjusted EBITDA to net loss before tax.

75
30. Non-controlling Interest
Summarised financial information in respect of each of the Group’s subsidiaries that have material
non-controlling interests is set out below.

The summarised financial information below represents amounts before intragroup eliminations.
Oman

2022
2023 US$m
US$m (Restated)1

Current assets 39.7 11.3

Non-current assets 509.4 519.6
Current liabilities (254.6) (114.8)
Non-current liabilities (247.2) (256.3)
Equity attributable to owners of the Company 33.1 111.9
Non-controlling interests 14.2 47.9

2023 2022
US$m US$m

Revenue 57.5 3.6

Expenses (81.4) (9.5)
Loss for the year (23.9) (5.9)

Loss attributable to owners of the Company (16.7) (4.1)

Loss attributable to the non-controlling interests (7.2) (1.8)
Loss for the year (23.9) (5.9)

Net cash inflow/(outflow) from operating activities 22.9 (4.6)

Net cash (outflow)/inflow from investing activities (13.5) –
Net cash inflow/(outflow) from financing activities (2.1) 8.2
Net cash inflow/(outflow) 7.3 3.6
1 Restatement on finalisation of acquisition accounting.

76
31. Acquisition of subsidiary undertakings
a) Finalisation of Oman acquisition purchase price accounting (December 2022)
On 8 December 2022, the Group completed the acquisition of Oman Tech Infrastructure SAOC of the
previously announced transaction with Omantel. The Group has acquired 70% of the share capital of
which includes the passive infrastructure on 2,519 sites, colocation contracts and certain supplier
contracts. The Group has treated this as a single business combination transaction and accounted for
it in accordance with IFRS 3 – Business Combinations (IFRS 3) using the acquisition method. The
total consideration in respect of the transaction was US$494.6 million. Goodwill arising on this
business combination has been allocated to the Oman CGU. The Goodwill is deductible for tax
purposes. This acquisition is in line with the Group’s strategy. On the same date, a 30% stake in the
business was sold to Rakiza Telecommunications Infrastructure LLC as part of the same agreement
for total consideration of US$89.1 million. Non-controlling interest is recognised under the fair value
method as permitted under IFRS 3.
The breakdown of the acquisition price and goodwill generated by the acquisition is as follows:

Previously Final
reported Adjustment allocation
US$m US$m US$m

Total consideration paid 494.6 – 494.6

Repayment of debt to seller (328.8) – (328.8)
Consideration paid in cash for minority interest (49.7) – (49.7)
Deferred receivable (7.3) – (7.3)
IFRS Consideration 108.8 – 108.8
Non-controlling interest 49.7 – 49.7
Less: Net assets acquired (135.0) (6.9) (141.9)
Resulting goodwill 23.5 (6.9) 16.6

Following completion of the purchase price accounting process and additional information received
post-closing the fair value of the initial assets acquired have been adjusted as follows:

Previously Final
reported Adjustment allocation
Identifiable assets acquired at 8 December 2022: US$m US$m US$m

Assets
Fair value of property, plant and equipment 147.6 (23.3) 124.3
Fair value of intangible assets 322.8 (1.4) 321.4
Right of use assets 19.4 26.5 45.9
Other assets 0.7 – 0.7
Cash 0.6 – 0.6
Total assets 491.1 1.8 492.9
Liabilities
Other liabilities (7.9) 4.6 (3.3)
Lease liabilities (19.4) 0.5 (18.9)
Loans (328.8) – (328.8)
Total liabilities (356.1) 5.1 (351.0)
Total net identifiable assets 135.0 6.9 141.9

Prior year comparatives have been restated in accordance with the above.
32. Subsequent events
There were no material subsequent events.

77
Glossary

We have prepared the annual report using a number of conventions, which you should consider when
reading information contained herein as follows.
All references to ‘we’, ‘us’, ‘our’, ‘HT Group’, ‘Helios Towers’ our ‘Group’ and the ‘Group’ are
references to Helios Towers, plc and its subsidiaries, taken as a whole.

‘2G’ means the second-generation cellular telecommunications network commercially launched on the
GSM and CDMA standards.
‘3G’ means the third-generation cellular telecommunications networks that allow simultaneous use of
voice and data services, and provide high-speed data access using a range of technologies.
‘4G’ means the fourth-generation cellular telecommunications networks that allow simultaneous use of
voice and data services, and provide high-speed data access using a range of technologies (these
speeds exceed those available for 3G).
‘5G’ means the fifth generation cellular telecommunications networks. 5G does not currently have a
publicly agreed upon standard; however, it provides high-speed data access using a range of
technologies that exceed those available for 4G.
‘Adjusted EBITDA’ is defined by management as loss before tax for the year, adjusted for finance
costs, other gains and losses, interest receivable, loss on disposal of property, plant and equipment,
amortisation of intangible assets, depreciation and impairments of property, plant and equipment,
depreciation of right-of-use assets, deal costs for aborted acquisitions, deal costs not capitalised,
share-based payments and long-term incentive plan charges, and other adjusting items. Adjusting
items are material items that are considered one-off by management by virtue of their size and/or
incidence.
‘Adjusted EBITDA margin’ means Adjusted EBITDA divided by revenue.
‘Adjusted gross margin’ means Adjusted Gross Profit divided by revenue.
‘Adjusted gross profit’ means gross profit adding back site and warehouse depreciation.
‘Airtel’ means Airtel Africa.
‘amendment revenue’ means revenue from amendments to existing site contracts when tenants add
or modify equipment, taking up additional vertical space, wind load capacity and/or power
consumption under an existing site contract.
‘anchor tenant’ means the primary customer occupying each site.
‘Analysys Mason’ means Analysys Mason Limited.
‘Annualised Adjusted EBITDA’ means Adjusted EBITDA for the last three months of the respective
period, multiplied by four, adjusted to reflect the annualised contribution from acquisitions that have
closed in the last three months of the respective period.
‘Annualised portfolio free cash flow’ means portfolio free cash flow for the respective period,
adjusted to annualise for the impact of acquisitions closed during the period.
‘average remaining life’ means the average of the periods through the expiration of the term under
certain agreements.
‘APMs’ Alternative Performance Measures are measures of financial performance, financial position
or cash flows that are not defined or specified under IFRS but used by the Directors internally to
assess the performance of the Group.
‘Average grid hours’ or ‘average grid availability’ reflects the estimated site weighted average of grid
availability per day across the Group portfolio in the reporting year.
‘build-to-suit/BTS’ means sites constructed by our Group on order by a MNO.
‘CAGR’ means compound annual growth rate.

78
‘Carbon emissions per tenant’ is the metric used for our intensity target. The carbon emissions
include Scope 1 and 2 emissions for the markets included in the target and the average number of
tenants is calculated using monthly data.
‘Chad’ means Republic of Chad.
‘colocation’ means the sharing of site space by multiple customers or technologies on the same site,
equal to the sum of standard colocation tenants and amendment colocation tenants.
‘colocation tenant’ means each additional tenant on a site in addition to the primary anchor tenant
and is classified as either a standard or amendment colocation tenant.
‘committed colocation’ means contractual commitments relating to prospective colocation tenancies
with customers.
‘Company’ means Helios Towers, Ltd prior to 17 October 2019, and Helios Towers plc on or after 17
October 2019.
‘Congo Brazzaville’ otherwise also known as the Republic of Congo.
‘contracted revenue’ means total undiscounted revenue as at that date with local currency amounts
converted at the applicable average rate for US Dollars held constant. Our contracted revenue
calculation for each year presented assumes: (i) no escalation in fee rates, (ii) no increases in sites or
tenancies other than our committed tenancies (which include committed colocations and/or committed
anchor tenancies), (iii) our customers do not utilise any cancellation allowances set forth in their MLAs
(iv) our customers do not terminate MLAs early for any reason and (v) no automatic renewal.
‘corporate capital expenditure’ primarily relates to furniture, fixtures and equipment.
‘CPI’ means Consumer Price Index.
‘Downtime per tower per week’ refers to the average amount of time our sites are not powered
across each week within our 7 markets that Helios Towers was operating in across 2022 and 2023.
‘DEI’ means Diversity, Equity and Inclusion.
‘Deloitte’ means Deloitte LLP.
‘DRC’ means Democratic Republic of Congo.
‘ESG’ means Environmental, Social and Governance.
‘Executive Committee’ means the Group CEO, the Group CFO, the regional CEO’s, the Director of
Business Development and Regulatory Affairs, the Director of Delivery and Business Excellence, the
Director of Operations and Engineering, the Director of Human Resources, the Director of Property
and SHEQ and the General Counsel and Company Secretary.
‘Executive Leadership Team’ means the Executive Committee, the regional directors, the country
managing directors and the functional specialists.
‘Executive Management’ means Executive Committee.
‘FCA’ means ‘Financial Conduct Authority’.
‘FRC’ means the Financial Reporting Council.
‘FRS 102’ means the Financial Reporting Standard Applicable in the UK and Republic of Ireland.
‘FTSE’ refers to ‘Financial Times Stock Exchange’.
‘FTSE WLR’ means FTSE Women Leaders Review.
‘Free Cash Flow’ means Adjusted free cash flow less net change in working capital, cash paid for
adjusting and EBITDA adjusting items, cash paid in relation to non-recurring taxes and proceeds on
disposal of assets.
‘Gabon’ means Gabonese Republic.
‘Ghana’ means the Republic of Ghana.
‘GHG’ means greenhouse gases.

79
‘gross debt’ means non-current loans and current loans and long-term and short-term lease liabilities.
‘gross leverage’ means gross debt divided by annualised Adjusted EBITDA.
‘gross margin’ means gross profit, adding site and warehouse depreciation, divided by revenue.
‘growth capex’ or ‘growth capital expenditure’ relates to (i) construction of build-to-suit sites (ii)
installation of colocation tenants and (ii) and investments in power management solutions.
‘Group’ means Helios Towers, Ltd (HTL) and its subsidiaries prior to 17 October 2019, and Helios
Towers plc and its subsidiaries on or after 17 October 2019.
‘GSMA’ is the industry organisation that represents the interests of mobile network operators
worldwide.
‘Hard currency Adjusted EBITDA’ refers to Adjusted EBITDA that is denominated in US Dollars,
US$ pegged, US Dollar linked or Euro pegged.
‘Hard currency Adjusted EBITDA %’ refers to Hard currency Adjusted EBITDA as a % of Adjusted
EBITDA
‘Helios Towers Congo Brazzaville’ or ‘HT Congo Brazzaville’ means Helios Towers Congo Brazzaville SASU.
‘Helios Towers DRC’ or ‘HT DRC’ means HT DRC Infraco SARL.
‘Helios Towers Ghana’ or ‘HT Ghana’ means HTG Managed Services Limited.
‘Helios Towers Oman’ or ‘HT Oman’ means Oman Tech Infrastructure SAOC.
‘Helios Towers plc’ means the ultimate Company of the Group.
‘Helios Towers South Africa’ or ‘HTSA’ means Helios Towers South Africa Holdings (Pty) Ltd and its
subsidiaries.
‘Helios Towers Tanzania’ or ‘HT Tanzania’ means HTT Infraco Limited.
‘IAL’ means Independent Audit Limited.
‘IFRS’ means International Financial Reporting Standards as adopted by the European Union.
‘independent tower company’ means a tower company that is not affiliated with a
telecommunications operator.
‘Indicative site ROIC’ is for illustrative purposes only, and based on Group average build-to-suit
tower economics as of December 2023. Site ROIC calculated as site portfolio free cash flow divided
by indicative capital expenditure. Site portfolio free cash flow reflects indicative Adjusted gross profit
per site less ground lease expense and non-discretionary capex.
‘Indicative site Adjusted gross profit and profit/(loss) before tax’ is for illustrative purposes only,
and based on Group average build-to-suit tower economics as of December 2023. Site profit/(loss)
before tax calculated as indicative Adjusted gross profit per site less indicative selling, general and
administrative (SG&A), depreciation and financing costs.
‘IPO’ means Initial Public Offering.
‘ISO accreditations’ refers to the International Organisation for Standardisation and its published
standards: ISO 9001 (Quality Management), ISO 14001 (Environmental Management), ISO 45001
(Occupational Health and Safety) and ISO 37001 (Anti-Bribery Management), ISO 27001 (Information
Security Management).
‘IVMS’ means in-vehicle monitoring system.
‘Lath’ means Lath Holdings, Ltd.
‘Lean Six Sigma’ is a renowned approach that helps businesses increase productivity, reduce
inefficiencies and improve the quality of output.
‘lease-up’ means the addition of colocation tenancies to our sites.
‘Levered portfolio free cash flow’ means portfolio free cash flow less net payment of interest.

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‘Lost Time Injury Frequency Rate’ means the number of lost time injuries per one million person-
hours worked (12-month roll)
‘LSE’ means London Stock Exchange.
‘LTIP’ means Long Term Incentive Plan.
‘Madagascar’ means Republic of Madagascar.
‘Malawi’ means Republic of Malawi.
‘maintenance capital expenditure’ means capital expenditures for periodic refurbishments and
replacement of parts and equipment to keep existing sites in service.
‘Mauritius’ means the Republic of Mauritius.
‘MENA’ means Middle East and North Africa.
‘Middle East’ region includes thirteen countries namely Hashemite Kingdom of Jordan, Kingdom of
Bahrain, Kingdom of Saudi Arabia, Republic of Iraq, Republic of Lebanon, State of Kuwait, Sultanate
of Oman, State of Palestine, State of Qatar, Syrian Arab Republic, The Republic of Yemen, The
Islamic Republic of Iran and The United Arab Emirates.
‘Millicom’ means Millicom International Cellular SA.
‘MLA’ means master lease agreement.
‘MNO’ means mobile network operator.
‘mobile penetration’ means the amount of unique mobile phone subscriptions as a percentage of the
total market for active mobile phones.
‘MTN’ means MTN Group Ltd.
‘MTSAs’ means master tower services agreements.
‘Near miss’ is an event not causing harm but with the potential to cause injury or ill health.
‘NED’ means Non- Executive Director.
‘net debt’ means gross debt less cash and cash equivalents.
‘net leverage’ means net debt divided by last quarter annualised Adjusted EBITDA.
‘net receivables’ means total trade receivables (including related parties) and accrued revenue, less
deferred income.
‘Newlight’ means Newlight Partners LP.
‘Oman’ means Sultanate of Oman.
‘Orange’ means Orange S.A.
'Organic tenancy growth' means the addition of BTS or colocations.
‘our established markets’ refers to Tanzania, DRC, Congo Brazzaville, Ghana and South Africa.
‘our markets’ or ‘markets in which we operate’ refers to Tanzania, DRC, Congo Brazzaville, Ghana,
South Africa, Senegal, Madagascar, Malawi and Oman.
‘Percentage of employees trained in Lean Six Sigma’ is the percentage of permanent employees
who have completed the Orange or Black Belt training programme.
‘Population coverage’ refers to the Company estimated potential population that falls within the
network coverage footprint of our towers, calculated using WorldPop source data.
‘Portfolio free cash flow’ defined as Adjusted EBITDA less maintenance and corporate capital
additions, payments of lease liabilities (including interest and principal repayments of lease liabilities)
and tax paid.
‘PoS’ means points of service, which is an MNO’s antennae equipment configuration located on a site
to provide signal coverage to subscribers. At Helios Towers, a standard PoS is equivalent to one
tenant on a tower.

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‘Power uptime’ reflects the average percentage our sites are powered across each month, and is a
key component of our service offering to customers. For comparability, figures presented only reflect
portfolios that are subject to power SLAs for both the current and prior reporting period. This includes
Tanzania, DRC, Senegal, Congo Brazzaville, South Africa, Ghana and Madagascar.
‘Principal Shareholders’ refers to Quantum Strategic Partners Ltd, Helios Investment Partners and
Albright Capital Management.
‘Project 100’ refers to our commitment to invest US$100 million between 2022 and 2030 on carbon
reduction and carbon innovation.
‘Quantum’ means Quantum Strategic Partners, Ltd.
‘Road Traffic Accident Frequency Rate’ means the number of work related road traffic accidents per
1 million kilometres driven (12-month roll).
‘ROIC’ means return on invested capital and is defined as annualised portfolio free cash flow divided
by invested capital.
‘Rural area’ while there is no global standardised definition of rural, we have defined rural as milieu
with population density per square kilometre of up to 1,000 inhabitants. These include greenfield sites,
small villages and towns with a series of small settlement structures.
‘Rural coverage’ is the population living within the footprint of a site located in a rural area.
‘Rural sites’ means sites which align to the above definition of ‘Rural area’.
‘Senegal’ means the Republic of Senegal.
‘Shares’ means the shares in the capital of the Company.
‘Shareholders Agreement’ means the agreement entered into between the Principal Shareholders
and the Company on 15 October 2019, which grants certain governance rights to the Principal
Shareholders and sets out a mechanism for future sales of shares in the capital of the Company.
‘SHEQ’ means safety, health, environment and quality.
‘site acquisition’ means a combination of MLAs or MTSAs, which provide the commercial terms
governing the provision of site space, and individual ISA, which act as an appendix to the relevant
MLA or MTSA, and include site-specific terms for each site.
‘site agreement’ means the MLA and ISA executed by us with our customers, which act as an
appendix to the relevant MLA and includes certain site-specific information (for example, location and
any grandfathered equipment).
‘SLA’ means service-level agreement.
‘South Africa’ means the Republic of South Africa.
‘standard colocation’ means tower space under a standard tenancy site contract rate and
configuration with defined limits in terms of the vertical space occupied, the wind load and power
consumption.
‘standard colocation tenant’ means a customer occupying tower space under a standard tenancy
lease rate and configuration with defined limits in terms of the vertical space occupied, the wind load
and power consumption.
‘strategic suppliers’ means suppliers that deliver products or provide us with services deemed
critical to executing our strategy such as site maintenance and batteries.
‘Sub-Saharan Africa’ or ‘SSA’ means African countries that are fully or partially located south of the
Sahara.
‘Tanzania’ means the United Republic of Tanzania.
‘TCFD’ means Task Force on Climate-Related Financial Disclosures.
‘telecommunications operator’ means a company licensed by the government to provide voice and
data communications services.

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‘tenancy’ means a space leased for installation of a base transmission site and associated antennae.
‘tenancy ratio’ means the total number of tenancies divided by the total number of our sites as of a
given date and represents the average number of tenants per site within a portfolio.
‘tenant’ means an MNO that leases vertical space on the tower and portions of the land underneath
on which it installs its equipment.
‘the Code’ means the UK Corporate Governance Code published by the FRC and dated July 2018,
as amended from time to time.
‘the Regulations’ means the Large and Medium-sized Companies and Groups (Accounts and
Reports) regulations 2008 (as amended).
‘the Trustee’ means the trustee(s) of the EBT.
‘Tigo’ refers to one or more subsidiaries of Millicom that operate under the commercial brand ‘Tigo’.
‘total colocations’ means standard colocations plus amendment colocations as of a given date.
‘total recordable case frequency rate’ means the total recordable injuries that occur per one million
hours worked (12-month roll).
‘total tenancies’ means total anchor, standard and amendment colocation tenants as of a given date.
‘tower contract’ means the MLA and individual site agreements executed by us with our customers,
which act as a schedule to the relevant MLA and includes certain site-specific information (for
example, location and equipment).
‘towerco’ means tower company, a corporation involved primarily in the business of building,
acquiring and operating telecommunications towers that can accommodate and power the needs of
multiple tenants.
‘tower sites’ means ground-based towers and rooftop towers and installations constructed and
owned by us on property (including a rooftop) that is generally owned or leased by us.
‘TSR’ means total shareholder return.
‘UK Corporate Governance Code’ means the UK Corporate Governance Code published by the
Financial Reporting Council and dated July 2018, as amended from time to time.
‘UK GAAP’ means the United Kingdom Generally Accepted Accounting Practice.
‘upgrade capex’ or ‘upgrade capital expenditure’ comprises structural, refurbishment and
consolidation activities carried out on selected acquired sites.
‘US-style contracts’ means the structure and tenor of contracts are broadly comparable to large US-
based companies
‘Viettel’ means Viettel Tanzania Limited.
‘Vodacom’ means Vodacom Group Limited.
‘Vodacom Tanzania’ means Vodacom Tanzania plc.
Our customers, as well as certain other telecommunications operators named in this Annual Report,
are generally referred to in this document by their trade names. Our contracts with these customers
are typically with an entity or entities in that customer’s group of companies.

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Disclaimer:
This release does not constitute an offering of securities or otherwise an invitation or inducement to
any person to underwrite, subscribe for or otherwise acquire or dispose of securities in Helios Towers
plc (the ‘Company’) or any other member of the Helios Towers group (the ‘Group’), nor should it be
construed as legal, tax, financial, investment or accounting advice. This release contains forward-
looking statements which are subject to known and unknown risks and uncertainties because they
relate to future events, many of which are beyond the Group’s control. These forward-looking
statements include, without limitation, statements in relation to the Company’s financial outlook and
future performance. No assurance can be given that future results will be achieved; actual events or
results may differ materially as a result of risks and uncertainties facing the Group.

You are cautioned not to rely on the forward-looking statements made in this release, which speak
only as of the date of this announcement. The Company undertakes no obligation to update or revise
any forward-looking statement to reflect any change in its expectations or any change in events,
conditions or circumstances. Nothing in this release is or should be relied upon as a warranty, promise
or representation, express or implied, as to the future performance of the Company or the Group or
their businesses.

This release also contains non-GAAP financial information which the Directors believe is valuable in
understanding the performance of the Group. However, non-GAAP information is not uniformly
defined by all companies and therefore it may not be comparable with similarly titled measures
disclosed by other companies, including those in the Group’s industry. Although these measures are
important in the assessment and management of the Group’s business, they should not be viewed in
isolation or as replacements for, but rather as complementary to, the comparable GAAP measures.

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