Wateen Telecom GREEN SHOE OPTION

INITIAL PUBLIC OFFERING

GROUP MEMBERS:
SHEIKH ZEESHAN,
SYED UMAIR JAVAID,
USMAN KHURSHID,
WAHAJ ZULFIQAR.

Wateen Telecom Limited
Initial Public Offering

Issuance of 110 million shares (20.85% of the total paid up capital) at an offer price
of PKR 10/- per share with a Greenshoe option of 90 million shares to the general
public amounting to PKR 2,000 million
Advisor & Arranger
The Wateen Vision
To be the leading Communication, Infotainment & Solutions service
provider in Pakistan
o Leading Carriers Carrier make Pakistan a Regional
Communications, Infotainment & Solutions Hub
o Lead a digital revolution & make Broadband Pakistan a reality
o Provide a unique customer experience & exceed customer
expectations
o Bridge the gap of Affordability and Availability

Key achievements
With in a short span of time Wateen has achieved:
o The company has launched one of the worlds largest WiMAX (3.5 GHz)
network covering 22 cities and 1,100 sites across Pakistan
o Customer base of over 150,000 representing more than 60 percent of the
wireless broadband market
o 12,000 broadband customers over fiber with 2,700 corporate links
including 26 out of 31 commercial banks in Pakistan;
Major clients include
o Carrier: Warid, CM Pak for dark fibre, Telenor for managed capacity and
VSAT, Mobilink for OFC joint preventive measures
o Corporates: Clients include 26 Banks, 8 Media companies, 13 Telecos &
Carrier over 2,700 links in other corporates
Overview of Wateens Strategy
Product portfolio
o Create a balanced portfolio of products and services to ensure
Short & Medium term profit generation (such as LDI, Managed Capacity and
Solutions);
Medium & Long term cash generation (such as WiMax); and
Long term shareholder value enhancement (FTT(x) and Infotainment)
Management of operational risk profile and optimization of cash flows
Growth strategy
o Product innovation and rapid time-to-market
o Leveraging infrastructure and cross / up selling from Wateens complementary
business lines
o Strong resource base in Pakistan for local and international opportunities
o Alliances and partnerships with strategic vendors, brands and partners
Customer focus and technological excellence
o Focus on customer satisfaction and experience through extensive CRM
o Provide high quality service at affordable prices
o Focus on consumer communities & industry (business markets) segments
o Technical excellence / understanding technical solution to meet commercial
needs
Financial Overview (Historic)
Historic financial performance
Income statements
Historic financial performance
Balance sheets
Projected Financials
Income statements
Projected Financials
Balance sheets
IPO Transaction - Overview
WTL has proposed to issue additional 110,000,000 shares to
institutional investors and general public at a price of PKR 10/- per
share amounting to PKR 1,100 million with a Greenshoe option of
90,000,000 ordinary shares.
The paid up capital of the Company will increase from PKR 4.174
billion to PKR 5.275 billion.
The proceeds of the IPO will be utilized to:
o retire long term financial obligations of the Company; and
o acquire Wateen Solutions (Pvt.) Limited to make it a wholly owned
subsidiary.

IPO Transaction Term sheet
Transaction Initial Public Offering of Ordinary Shares
Company Wateen Telecom Limited
No. of shares Up to 110,000,000 ordinary shares through IPO
Up to 90,000,000 ordinary share through Green shoe Option
Issue price PKR 10/- per share
Issue amount PKR 2,000,000,000/-
Advisors and Arrangers Arif Habib Limited
Listing Karachi Stock Exchange (Guarantee) Limited (KSE)
Participants/Investors Institutional investors and general public
Underwriting commission We recommend 1.00% underwriting commission of the amount
underwritten. The amount will be payable at the time of execution of
underwriting agreements.
Take-up commission 1.50% of the amount actually taken up by the underwriters
Utilization of IPO proceeds
The Company has planned to raise funds through an IPO for:
a) Retirement of loan obligation
WTL raised PKR 1.469 billion from commercial banks to
acquire new equipment to expand its operation;

b) Acquisition of its subsidiary company i.e. Wateen Solutions
(Pvt.) Limited (formerly National Engineers (Pvt) Limited).
Utilization of IPO proceeds
(Wateen Solutions (Pvt.) Limited
Incorporated in May 2004 with a name Microtech Links (Pvt.) Limited;
Provides telecom infrastructure solutions to corporate and Banks.
Existing shareholding structure of WSPL is:








Wateen will acquire the remaining 49% stakes of WSPL from Mr. Jahangir
Ahmed at a price of PKR 1,234.18 per share, amounts to PKR 490,000,000,
to make it a wholly owned subsidiary.
Par value of the share is PKR 100; whereas breakup value stands at PKR
452
EPS for the year ending 30
th
June 2009 stands at PKR 327

Shareholder Shares Percentage
Wateen Telecom Limited 413,212 50.99%
Mr. Jahangir Ahmed 397,027 49.00%
Others 20 -
Total 810,259 100%
Annexure
Product portfolio - Retail
Retail products
Broadband Internet
Wateen has revolutionized the way Broadband services are offered to the consumer. With service offerings
in more than 22 cities and an experienced set of individuals who specialize in WiMAX services, Wateen is
miles ahead of newer WiMAX players. For the premium seeking market, Broadband services through HFC
(Hybrid Fibre Coaxial) and GPON (Gigabit Passive Optical Network) in Lahore, Multan and Karachi in the
near future, offer the consumer a unique taste of unmatched service excellence.
Data Portfolio
Enterprise customers can enjoy a virtual private network (VPN) for provision of secure clear channel circuit,
which is offered in Layer 2, Layer 3 and Any-to-Any configuration to cater to various needs of different
customers. The product is offered on multiple platforms and on various bandwidths so that various
bandwidth requirements can be fulfilled, along with the flexibility of the client to request a change in
bandwidth.
Telephony consumer
Wateens Fixed Line Telephony has been designed to meet and exceed the basic communication
requirement of every customer an affordable and high quality telephone service. Leveraging Wateens
longhaul network and its LDI operations, Wateen provides its customers with reliable and superior services.
Wateens fixed line telephony seeks to enrich the Telephony Lifestyle of its subscribers by offering them
high quality services, user friendly call management features and empowering them through a self-care
portal.
Wateen Audio Conferencing
Wateen audio conferencing services allow home users with a hassle-free tool to communicate with anyone
and everyone in their social networks speaking to many family members in different countries
simultaneously or carrying out a group study session without actually being present together is all easier
than it sounds.
Key Suppliers & Partners
Key suppliers of the Company are as follows:

Motorola
Huawei Technologies
CISCO
IBM
Polycom
Microsoft
National Engineers System Integrators

Sponsors profile
The Company enjoys a strong sponsorship of Warid Telecom International
LLC and Bank Alfalah Limited;
Both companies are backed by the Abu Dhabi Group;
Existing shareholding pattern of WTL is:

Warid Telecom International LLC 79.84%
Bank Alfalah Limited 20.00%
Individual shareholders 0.16%

Wateens Board members comprise of:

H.H. Sheikh Nahayan Mabarak Al Nahayan Chairman of the Board
Sheikh Saif Bin Mohammed Butti Al Hamid
Mr. Ahmed Darwish Dagher Al Marar
Mr. Bashir A. Tahir
Mr. Parvez A. Shahid
Mr. Abdulla Khalil Mohd Samea Al Mutawa
Mr. Khalid Mana Saeed Ahmed Al Otaiba


Sponsors profile
The Abu Dhabi Group
The Abu Dhabi Group (the Group) is one of the leading business
groups in the United Arab Emirates and is one of the largest foreign
investor groups in Pakistan;
Under the leadership of its Chairman His Highness Sheikh Nahayan
Mabarak Al-Nahayan, the Group has grown to include diversified
business interests ranging from banking and financial services,
hospitality, construction, telecommunication services, real estate
development and management, manufacturing and various other
interests in industries such as sugar and healthcare;
Over the past 10 years, the ADG has invested over USD 2.0 billion in
Pakistan;
In recognition of H.H. Sheikh Nahayan Mabarak Al Nahayans
contribution to Pakistan, he was awarded with the Hilal-e-Pakistan,
the highest civil award in the country in May 2005.

Industry overview
Content & Media
Approximately 13.0m TV set owners
o 90%+ urban penetration
o 75%+ rural penetration
5.2 million are Pay TV subscribers
Wholesale market of 600 cable operators and 4,000
loop operators
1.5m active GPRS users
Last years media spend estimated at $285m
Internet
DSL services were introduced in Pakistan in 2002
through revenue sharing agreements between PTCL
and Dancom, Habib Rafiq International, Micronet and
Multinet
Main ISPs are Link Dot Net, Cybernet, Nexlinx,
Micronet, Mobilink, Multinet, BrainTel and PTCL
Wateen was the first operator to offer national WiMAX
services (launched in Dec 2007)
Internet users over 20 million with 4 million Internet
subscribers
Internet subscriber base is expected to grow to 5
million in medium term and 10 million in long term
Current narrowband internet ARPU of $3-3.5 and
Broadband ARPU of $15-20

Asia Pacific Pay-TV & Broadband Market 2007 Report, PEMRA 2006
Internal market intelligence
Thank you