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ASCOM FINANCIAL PRESENTATIONASCOM FINANCIAL PRESENTATION

Martin Zwyssig CFO

June 9, 2009, © Ascom 1

TABLE OF CONTENTSTABLE OF CONTENTS FY 2008 AT A GLANCE

HIGHLIGHTS FROM THE DIVISIONS

ASCOM ACQUISITION OF TEMS 23 MARCH 2009

FINANCIAL RESULTS 2008

May 28, 2009, © Ascom 2

FY 2008 AT A GLANCEFY 2008 AT A GLANCE

May 28, 2009, © Ascom 3

[ ASCOM GROUP ]

TARGETS ACHIEVED (1)

CONTINUED OPERATIONS

Revenue growth in continued operations of 3.8% (at constant exchange rates: +7.4%)

Group EBIT: CHF 44.0m (2007: Loss of CHF -16.1m)

Remarkable EBIT margin of 8.6%

Excellent performance of Wireless Solutions: EBIT CHF 36.0m; EBIT margin: 11.7%

Security Solutions returns to profit: EBIT CHF 9.7m; EBIT margin: 4.8%Security Solutions returns to profit: EBIT CHF 9.7m; EBIT margin: 4.8%

May 28, 2009, © Ascom 44

[ ASCOM GROUP ]


GROUP LEVEL

Profit from Continuing Operations: CHF 32.7m

One-off losses of CHF -24.5m from the operations and divestments of the fourdivested units which have been disposed of in the meantime

Net income: CHF 8.2 m (2007: loss of CHF 48.1 million)

May 28, 2009, © Ascom 55

[ ASCOM GROUP ]


CHFm 2008 2007

Incoming Orders 511 9 545 6Incoming Orders 511.9 545.6

Net Revenue 509.2 490.5

EBIT 44.0 (16.1)

EBIT margin 8 6% n/aEBIT margin 8.6% n/a

Profit from continuing operations 32.7 (20.6)

Group profit (after divestments) 8.2 (48.1)

May 28, 2009, © Ascom 66

[ ASCOM GROUP ]


Rigorous and on schedule implementation of the VITESSE investment program

Divestment of all four discontinued and loss-making units (Traffic in Switzerland,

Industry Switzerland, Toll and Payphones) had been completed on schedule by year

end 2008

Successful acquisitions of two companies as part of the growth and internationalization

strategy:

Argogroup (UK based): Transaction closed in March 2008

Comarco WTS (US based): Transaction closed in January 2009Comarco WTS (US based): Transaction closed in January 2009

May 28, 2009, © Ascom 77

[ ASCOM GROUP ]

GROUP STRUCTURE IN 2008

CORPORATE / HQCORE ACTIVITIES

WIRELESS SOLUTIONS SECURITY SOLUTIONS NON-CORE/DISCONTINUED

TRAFFICTRAFFIC

INDUSTRY (CH)

SECURITY COMMUNICATION

Direct Channel

MTS

TELECOMS

PAYPHONESIndirect Channel

TNS

S&S TOLLOEM Channel

May 28, 2009, © Ascom 8

[ ASCOM GROUP ]

GROUP STRUCTURE AS OF JANUARY 2009

CORPORATE / HQ

WIRELESS SOLUTIONS SECURITY SOLUTIONS

SECURITY COMMUNICATION

Direct Channel TELECOM SOLUTIONS

MTSIndirect Channel

MTS TNS

S&S

OEM Channel

May 28, 2009, © Ascom 9

[ ASCOM GROUP ]

ABOUT ASCOM

P id t i d i i iti l i ti d t l ti dProvide customized, mission-critical communication products, solutions andservices for demanding environments

Wireless Solutions: Focusing on wireless communication for demanding environments to allow for seamless on-site communication for hospitals, elderly care, industry and others (like hotels and retail)

Security Solutions: Focusing on integrated communication solutions and alarming / mobilizationFocusing on integrated communication solutions and alarming / mobilization applications for armies and public / private security organizations, as well as products and services for telecom operators

May 28, 2009, © Ascom 1010

HIGHLIGHTS FROM THE DIVISIONSHIGHLIGHTS FROM THE DIVISIONS

May 28, 2009, © Ascom 11

WIRELESS SOLUTIONSWIRELESS SOLUTIONS

May 28, 2009, © Ascom 12

[ WIRELESS SOLUTIONS ]

MISSION CRITICAL COMMUNICATION FOR SPECIFIC CUSTOMER SEGMENTS

WIRELESS SOLUTIONS (‘INDOOR’)

Core

Hospitals, elderly care, industry, hotels, retail sector, secure establishments (e.g. prisons) via direct and indirect channelCore

segmentsdirect and indirect channel Mobile workplace telephony equipment through

OEM’s

Product / Service Offering

Voice Alarming Messaging

Products Systems SolutionsOffering

Direct channel: own sales organizations in most

Localisation Services

Key Geographies

larger EU countries and the US Indirect channel: selected distributors in European

countries, CEE, Australia and Middle East OEM’s

May 28, 2009, © Ascom 13

[ WIRELESS SOLUTIONS ]

WIRELESS SOLUTIONS ACHIEVED EXCELLENT RESULT

EBIT: CHF 36.0m (2007: CHF 17.0m)

EBIT margin of 11.7%

Revenue growth of 2.3% (at constant exchange rates +7.6%)to CHF 308.3m

Incoming Orders increased by 2.2% (at constant exchange rates +7.4%) to CHF 316.0mto CHF 316.0m

Solid order backlog of CHF 75.5m

May 28, 2009, © Ascom 1414

SECURITY SOLUTIONSSECURITY SOLUTIONS

May 28, 2009, © Ascom 15

[ SECURITY SOLUTIONS ]

MISSION CRITICAL COMMUNICATION FOR SPECIFIC CUSTOMER SEGMENTS

SECURITY SOLUTIONS (‘OUTDOOR’)

C t

SECURITY SOLUTIONS (‘OUTDOOR’)

Defence, Public Safety organizations and infrastructure operators

Core segments

Telecom operators

Product/Service offering

Solution supplier, contractor and system integrator for defence, public safety (Voice, Alarming, Messaging, Mobilisation) and infrastructure operators

Network quality of service benchmarking and diagnostic systems for mobile operatorssystems for mobile operators

Software solutions and services for Telecom operators

Security Communication: Today focus on S it l d A t i d Fi l d

Key geographics

Switzerland, Austria and Finland Telecom Solutions:

MTS: globally active TNS: Switzerland and Germany

May 28, 2009, © Ascom 16

y S&S: Germany and Switzerland


2007 2008

SESO ROADMAP 2007 / 2008

Security CommunicationMergedDefense

P bl S f t

MTS Argogroup ComarcoAcquisitions

Publ.Safety

MTSMobile Test Solutions

TNS

S&S

TNS

S&S

TelcoNet Services

S&S

Divested

Di t d

Systems & Solutions

Traffic

I d t CH

EBIT + 9.7 MCHF

Divested

EBIT - 28.8 MCHF

Industry CH

May 28, 2009, © Ascom 17


SECURITY SOLUTIONS RETURNS TO PROFIT

EBIT increased to CHF 9.7m (2007: loss of CHF -28.8m)

EBIT margin of 4.8%

Revenue growth +6.3% (5.6% due to acquisition of Argo) to CHF 201.9m

Incoming Orders: CHF 196 8m Incoming Orders: CHF 196.8m(2007 CHF 236.9m due to large orders received from military customers)

May 28, 2009, © Ascom 1818

OVERVIEW OF TEMSOVERVIEW OF TEMS

May 28, 2009, © Ascom 19

TEMS COMPELLING STRATEGIC RATIONALE[ TRANSACTION HIGHLIGHTS ]

TEMS – COMPELLING STRATEGIC RATIONALE

1 Acquisition of a global leading market player with a large installed base and critical mass in mobile network testing and optimization

2 Profitable, software-driven business model

3 Experienced, successful and committed management team

4 Enables Ascom to broadly cover the mobile testing value chain by adding planning and optimization to Ascom’s current testing capabilities

5 Creates a strong third pillar for Ascom in line with its “Mission-Critical Communication” strategy

May 28, 2009, © Ascom 20

TRANSACTION SUMMARY[ TRANSACTION HIGHLIGHTS ]

TRANSACTION SUMMARY

Purchase price CHF 190 million on a debt and cash free basis

Financing Combination of Ascom cash (CHF70m) and secured debt financing (CHF120m)secured debt financing (CHF120m)

Significantly enhances Ascom’s profitabilityFinancial impact Significantly enhances Ascom s profitability and expected to be EPS accretive in FY 2010

Timing Closing expected in June 2009

May 28, 2009, © Ascom 21

TEMS FULFILS ALL OF ASCOM’S ACQUISITION CRITERIA[ TRANSACTION HIGHLIGHTS ]

TEMS FULFILS ALL OF ASCOM’S ACQUISITION CRITERIA

S f ( C C ) Yes, complementary toStrategic fit (Mission-Critical Communication)

Focus on offering and/or geographic extension

Yes, complementary to Mobile Test Solutions

Yes, both

Own technology and/or customer base Yes, both

Profitable business (track record)

Potential for profitable growth

Yes, highly profitable

YesPotential for profitable growth

Management / key people strength and retention

Yes

Yes, both

Interested in being acquired and reasonable price Yes, both

May 28, 2009, © Ascom 22

TEMS AT A GLANCE[ACQUISITIONS]

TEMS – AT A GLANCE

Seller EricssonSeller

Business activities Testing and optimization of mobile networks

Market position A global leading market player in mobile network optimization

L ti

Financial highlights 2008 Sales of CHF165m / Strong profitability

Locations in 17 countries around the globe

Customers

Locations Locations in 17 countries around the globe

Over 450 telecom operators including the world’s 20 largest

Employees Around 300 employees and 60 contractors worldwide

May 28, 2009, © Ascom 23

TEMS IMPRESSIVE GLOBAL CUSTOMER BASE[ OVERVIEW OF TEMS ]

Global top 20 operatorsSelected customers in Europe, Middle East and Africa

TEMS – IMPRESSIVE GLOBAL CUSTOMER BASE

Operator Subscribers

(millions) TEMS

customer China Mobile 369 Vodafone 252 China Unicom 160 China Unicom 160 Telefónica 160 America Movil 153 T-Mobile 120 Orange 115 Telenor 90

Selected customers in Americas Telenor 90 MTS 86 AT&T 70 Orascom 70 Telecom Italia 67

Verizon 66 VimpelCom 63 SingTel 61 Bharti Airtel 55 Sprint 54

Selected customers in Asia

NTT DoCoMo 53 Telkomsel 44 TeliaSonera 42 Source: Company reports

May 28, 2009, © Ascom 24

TEMS A TRACK RECORD OF UNINTERRUPTED GROWTH[ OVERVIEW OF TEMS ]

TEMS – A TRACK RECORD OF UNINTERRUPTED GROWTH

TEMS revenue development (USDm)

150

TEMS revenue development (USDm)

100

150

50

100

01997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008

Revenue growth showed to be resilient to the telecom industry recession 2001–2002

May 28, 2009, © Ascom 25

TEMS A GLOBAL PRESENCE[ OVERVIEW OF TEMS ]

TEMS – A GLOBAL PRESENCE

Skellefteå (165)

Ki t (67)

Sales: 1 Elstead (36)

Kista (67)

Lake Forest CA (48)

Solothurn (77)Reston VA (61)

TEMS l ti d

Lake Forest CA (48)

Cyberjaya (18)

TEMS locations and number of employees incl. contractors

Ascom MTS locations andnumber or employees

TEMS presence

May 28, 2009, © Ascom 26

TEMS presence

Ascom MTS presence

MOBILE NETWORK TESTING MARKET OVERVIEWMOBILE NETWORK TESTING - MARKET OVERVIEW

May 28, 2009, © Ascom 27

MOBILE NETWORK TESTING ADDRESSABLE MARKET[ MARKET OVERVIEW ]

MOBILE NETWORK TESTING – ADDRESSABLE MARKET

What is being tested?

Mobile network signal and network protocols (‘air interface’) Mobile network services and applications

When tested? Network build

Network

operat

New servic

e deplo

Optimizatio

n and

Enables mobile network operators to:

ion yment

expansion

Why test?

p increase capital and operational efficiency measure performance against competitors cost-effectively manage growth in network trafficy g g efficiently deploy new value-added services optimize the user experience of mobile services

May 28, 2009, © Ascom 28

MOBILE NETWORK TESTING KEY SEGMENTS[ MARKET OVERVIEW ]

MOBILE NETWORK TESTING – KEY SEGMENTS

Testing of services and applications over the networkStationary Testing

Measurement of network during operation (signal strength, capacity, call quality, user experiences)

Testing

Air Interface Benchmarking

Fault diagnosis and identification of measures to improve performance and radio coverage

Benchmarking

Air Interface Optimization

Software tools for analyzing data from network elements

Optimization

Post-processing

Optimizing cell-site locations and configurations

processing

Network Planning

May 28, 2009, © Ascom 29

Planning

HIGHLY COMPLEMENTARY MARKET POSITIONS[ MARKET OVERVIEW ]

HIGHLY COMPLEMENTARY MARKET POSITIONS

Stationary TestingTesting

Air Interface BenchmarkingBenchmarking

Air Interface OptimizationOptimization

Post-processingprocessing

Network Planning

May 28, 2009, © Ascom 30

Planning

MARKET ATTRACTIONS AND DRIVERS[ MARKET OVERVIEW ]

MARKET ATTRACTIONS AND DRIVERS

E pos re to all phases of the mobile net ork lifec cle deplo ment e pansion maintenance Exposure to all phases of the mobile network lifecycle – deployment, expansion, maintenance and optimization

Enables operators to reduce both capital and operating expenditures through efficient networkEnables operators to reduce both capital and operating expenditures through efficient network planning, maximizing capacity of existing networks and automation of otherwise resource-intensive tasks

Combination offers greater resilience to economic downturns as operators choose to optimize capacity on existing networks rather than invest in new ones

Facilitates operators in ser ice differentiation and red cing ch rn b meas ring and optimi ing Facilitates operators in service differentiation and reducing churn by measuring and optimizing user experience and effective deployment of new services

Combination ideally positioned to benefit from next wave of growth driven by migration from 3G Combination ideally positioned to benefit from next wave of growth driven by migration from 3G to 4G (LTE)

May 28, 2009, © Ascom 31

MOBILE TEST EQUIPMENT MARKET[ MARKET OVERVIEW ]

MOBILE TEST EQUIPMENT MARKET

Market anticipated to grow at 4 2% CAGR

1,750

Market forecasts (USDm)¹ Market anticipated to grow at 4.2% CAGR

between 2009 and 2015 TEMS has historically grown at 8.4% CAGR

between 2005 to 2008 vs. 7.2% market

1,500

2009-2015 CAGR: 4.2% between 2005 to 2008 vs. 7.2% market

Market growth driven by: Proliferation of mobile

broadband access

1,000

1,250broadband access

Growth in voice traffic in emerging markets

Adoption of new network technologies

750

Adoption of new network technologies such as LTE

Growing focus of mobile carriers on service quality

500

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

N t

Ascom expects above market CAGR of 5%, particularly driven by software focus and optimization capabilities

May 28, 2009, © Ascom 32

Note:1 Hard- and software mobile test equipment market for installation and maintenance application

Source: Frost & Sullivan (March 2009)

ASCOM THREE CLEARLY FOCUSED DIVISIONS[ WAY FORWARD ]

Wireless Solutions

ASCOM – THREE CLEARLY-FOCUSED DIVISIONS

Security Communication1 Network Testing2,3Wireless Solutions Secu ty Co u cat o Network TestingKey numbers (2008 pro-forma)4

Sales (CHFm) 308 134 251

Hospitals elderly care Mobile network operators

EBIT (CHFm)margin (%)

Employees (no.)

Mission critical Defense public safety and

36 64.4403

3815.2640

11.71,168

Hospitals, elderly care, industry, hotels, retail sector, secure establishments (e.g. prisons)

Mobile workplace equipment

Mobile network operators, service providers, infrastructure vendors, governmental agencies

Mission critical communication –targeted end markets

Defense, public safety and infrastructure operators (rail, road, others)

Mobile workplace equipment

No. 2 in European enterprise DECT

Leading in Benchmarking and Optimization

Market position Leading position in domestic markets (CH/AT/FI) for

it i ti Leading in paging and

professional messaging No. 2 in Stationary Testing

Notes:

security communication

May 28, 2009, © Ascom 34

1 Excluding TNS, S&S and MTS 2 Including TNS, S&S, MTS and Comarco WTS (Comarco WTS not consolidated for 2008 in Ascom Group); CHF/USD=1.18913 Before integration costs and amortisation of intangible assets acquired4 Unaudited pro-forma numbers except for Wireless Solutions

INTEGRATING TEMS[ WAY FORWARD ]

INTEGRATING TEMS

2009 2010ASCOM GROUP

ASCOM GROUPGROUP

Security

GROUP

Wireless SecurityWirelessSecurity Solutions Network Testing Wireless

SolutionsSecurity

CommunicationWireless Solutions

MTS

May 28, 2009, © Ascom 35

EXPECTED SYNERGIES AND INTEGRATION COSTS[ WAY FORWARD ]

EXPECTED SYNERGIES AND INTEGRATION COSTS

Expected synergies Ability to provide full suite of stationary test, benchmarking, optimization and post-processing tools globally (“one-stop shopping”)

Leverage installed base comprising almost every major mobile network Leverage installed base comprising almost every major mobile network operator

Cost synergies (e.g. supply chain)

Estimated total of CHF20m for 2009/2010Associated integration costs

May 28, 2009, © Ascom 36

ATTRACTIVE FINANCING OF THE TRANSACTION SECURED[ FINANCING THE TRANSACTION ]

ATTRACTIVE FINANCING OF THE TRANSACTION SECURED

Ascom cash CHF70m

Credit facility CHF120m senior amortising term loan facility

Ascom cash CHF70m

Credit facility g y

Attractive spread over LIBOR

Maturity: 31 December 2012

Lending banks Consortium of 8 Swiss banks led by UBS and Credit Suisseg

May 28, 2009, © Ascom 38

FINANCING OF THE TRANSACTION[ FINANCING THE TRANSACTION ]

200

FINANCING OF THE TRANSACTION

70150

200

190100

150Key financial data (CHFm, 2008 pro-forma)1

Total cash 113

120

190

50

100Total debt 120

Net debt 7

0

50Total debt/EBITDA(x) 1.4

Net debt/EBITDA (x) 0.1

Sources UsesCredit facilityAscom Cash

Purchase price

May 28, 2009, © Ascom 39

Notes:1 Pro-forma unaudited numbers

[ ASCOM GROUP ]

ASCOM P&L

CHFm 2008 2007Net revenue 509.2 490.5Gross profit 208.9 177.1Gross margin 41.0% 36.1%Marketing and distribution costs (102.7) (104.4)Research and development costs (32.9) (33.7)Administration costs (31.5) (38.9)Total functional costs (167.1) (177.0)Operating results 41.8 0.1Non operating result 2.2 (16.2)EBIT 44.0 (16.1)Net financial result (3.1) 2.3Income taxes (8.2) (6.8)Profit/(loss) from continuing operations 32.7 (20.6)Loss from discontinued operations (24.5) (27.5)

May 28, 2009, © Ascom 4141

GROUP PROFIT 8.2 (48.1)

[ ASCOM GROUP ]

NET REVENUE

2007

in CHFmOrganic growth

Acquisition FOREX

translation

2008in CHFm

Δ 08/07

Wireless Solutions 301.3 7.6% - (5.3)% 308.3 2.3%

Security Solutions 189 9 1 4% 5 6% (0 7)% 201 9 6 3%Security Solutions 189.9 1.4% 5.6% (0.7)% 201.9 6.3%

Ascom Group 490.5 5.2% 2.2% (3.6)% 509.2 3.8%

May 28, 2009, © Ascom 4242

[ ASCOM GROUP ]

A G Wi l S l ti S it S l ti

EBIT – SUBSTANTIAL IMPROVEMENT

in CHF million

44 050

Ascom Groupin CHF million

36.040.0

Wireless Solutions Security Solutionsin CHF millionin CHF millionin CHF million

44.0

20

30

40

50

17.0

10 0

20.0

30.0

in CHF million

9.710

(16 1)20

-10

0

10

FY 2007 FY 20080.0

10.0

FY 2007 FY 2008

-10

-5

0

5

FY 2007 FY 2008

(16.1)-20

(28.8)-30

-25

-20

-15

EBIT marginFY 2008: 8.6% FY 2007: negative

EBIT marginFY 2008: 11.7% FY 2007: 5.6%

EBIT marginFY 2008: 4.8%FY 2007: negative

May 28, 2009, © Ascom 4343

g % g

[ ASCOM GROUP ]

CONDENSED BALANCE SHEET

31 Dec 2008 31 Dec 2007

Assets CHFm % CHFm %

Intangible assets 31.1 7 17.0 3Intangible assets 31.1 7 17.0 3

Other non-current assets 44.9 10 53.0 10

Non-current assets 76.0 17 70.0 13

Cash and cash equivalents 182.6 40 223.0 44

Other current assets 192.6 43 219.1 43

T t l A t 451 2 512 1Total Assets 451.2 512.1

Equity 148.7 33 162.5 32

Long term liabilities 35 0 8 49 3 10Long term liabilities 35.0 8 49.3 10

Short term liabilities 267.5 59 300.3 58

Total Liabilities and Shareholders equity 451.2 512.1

May 28, 2009, © Ascom 4444

[ ASCOM GROUP ]

EQUITY

in CHF million

162.5 8.2180

(17.3) (4.7)

148.7

120

140160

6080

100120

0

2040

60

031 Dec 2007 Group profit Currency translation

adjust.Other items 31 Dec 2008

May 28, 2009, © Ascom 45

[ LOOKING FORWARD ]

HOW TO COPE WITH THE CHALLENGING ENVIRONMENT?

A d t thi d f A ’ ti iti l t d t li l Around two thirds of Ascom’s activities are related to non-cyclical business areas

Group’s structures and processes have largely been streamlinedGroup s structures and processes have largely been streamlined thanks to the early implementation of VITESSE investment program and the divestment projects

Ascom is prepared based on contingency plans for further restructuring,if needed

Ascom has a solid balance sheet

May 28, 2009, © Ascom 46

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