Orange Polska

Stock Symbol: OPL | Exchange: Warsaw
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Orange Polska: From Communist PTT to Poland's Digital Infrastructure Champion

I. Introduction: The Unlikely Transformation

Warsaw, January 1992. In a country still reeling from decades of communist neglect, a freshly minted joint-stock company called Telekomunikacja Polska S.A. opened its doors. The challenge was almost absurd: build a modern telecommunications system on the skeleton of one of Eastern Europe's most outdated networks. Poland had inherited approximately three million fixed telephone lines to serve nearly forty million people—a penetration rate that would have embarrassed most developing nations.

Fast forward to 2025, and the story looks remarkably different. Orange Polska S.A. is Poland's largest telecommunications provider, delivering integrated fixed and mobile services, high-speed broadband via fiber-optic networks, television, ICT solutions, cybersecurity, cloud computing, and IoT applications to over 18 million mobile users and nearly 3 million fixed broadband customers. As a majority-owned subsidiary of the French multinational Orange S.A. (holding 50.67% of shares), it operates the country's most extensive telecom infrastructure and leads in fixed-mobile convergence, with 1.785 million convergent customers bundling services like the Orange Love package.

The central question of this deep dive is straightforward but profound: How did a communist-era state monopoly—notorious for five-year waits just to get a phone line—transform into a profitable, modern telecom competing head-to-head against well-funded disruptors like Play and global giants like T-Mobile?

In 2024 the company made a revenue of $3.19 billion USD, an increase over the revenue in the year 2023 that were of $3.12 billion USD. More impressively, this wasn't just top-line growth. The EBITDAaL saw a notable increase of 4.6% year-on-year, driven by strong direct margin growth from core telecom services. The net income rose to PLN 913 million, representing an 11.6% increase from the previous year.

The Orange Polska story illuminates several critical themes for business historians and investors alike: the brutal mechanics of privatizing state monopolies, the tension between foreign capital and local operations, the emergence of infrastructure as competitive moat in a commoditizing industry, and the renaissance possible when incumbents commit to genuine technological transformation.


II. Communist Era & Origins: The Infrastructure Nobody Wanted to Build

To understand Orange Polska's transformation, one must first grasp the sheer inadequacy of what came before. From the communist era Poland inherited an underdeveloped and outmoded system of telephones, with some areas (e.g., in the extreme South East) being served by manual exchanges. Picture operators literally connecting calls by hand—technology that had been obsolete in Western Europe for half a century.

The communist regime's priorities had been straightforward: heavy industry, collective agriculture, military capability. Telecommunications simply didn't matter. Why invest in infrastructure that might let citizens communicate freely, share ideas, organize? The result was a systematic underinvestment that left Poland decades behind its Western neighbors.

The market for fixed-line telephony services and infrastructure was monopolized by the state until 1990. The state monopoly was implemented by the PPTiT which was subordinated to the Ministry of Communications. The PPTiT—Polish Post, Telegraph and Telephone—was a classic communist-era bureaucracy, technically responsible for telecommunications but practically incentivized to do as little as possible.

The numbers tell the story. By the late 1980s, only about three million fixed lines served the entire nation. Getting a telephone connection could take years. Businesses waiting for lines could bribe officials or simply accept that modern communications were beyond reach. International calling was routed through antiquated switches that bottlenecked traffic and made conversations nearly impossible.

In December 2005 the last analog exchange was shut down. That single fact encapsulates the scale of the challenge: it took fifteen years after the fall of communism to eliminate hand-cranked switches from the national network.

For investors, this history matters because it explains both the enormous opportunity Poland presented to foreign capital and the inherited burdens that would shape the company for decades. Orange Polska didn't emerge from a greenfield opportunity—it inherited a patient roster of frustrated citizens, a workforce trained in Soviet-era practices, and infrastructure that needed not modernization but wholesale replacement.


III. Birth of Telekomunikacja Polska: The 1991 Spin-Off

The political transformation of 1989-1990 created the conditions for economic restructuring, but executing that restructuring required navigating treacherous waters. The Polish government faced a fundamental question: how to transform state monopolies into functioning market enterprises without triggering economic collapse or social unrest.

Telekomunikacja Polska was established in December 1991 as a joint stock company under the control of the State Treasury, following the split-up of the communist era state-owned PTT entity Polish Post, Telegraph and Telephone. On 1 January 1992, the company began operations under the name of 'TP SA'.

The separation was conceptually simple but operationally complex. This law also created Telekomunikacja Polska when it split the PTT into TPSA to handle telecommunications and Pocza Polska to provide postal services. Two entities emerged from one bureaucracy, each inheriting different pieces of the old system's assets, liabilities, and personnel.

In January 1991 the entire process began to unravel. The Polish Parliament, after a year's delay, passed the Telecommunications Law. The law as enacted differed from the one introduced by the government. Competition would be allowed only for local networks; the PTT would retain its monopoly over the more-profitable long-distance and international connections. This provision originated from a fear that if allowed to compete in those areas, private and especially foreign companies would neglect the local networks and focus their efforts only on the most remunerative portions of the system.

This compromise—allowing local competition while preserving the monopoly on lucrative long-distance and international traffic—reflected the political realities of early 1990s Poland. Reformers wanted market discipline; nationalists feared foreign exploitation; labor unions worried about job losses. The result was a hybrid structure that would take years to fully liberalize.

Through the Ministry of Communications, the government maintained ownership of 100 percent of the new company's shares—a provision to which Western businesspeople objected. TPSA was nominally a joint-stock company, but the sole shareholder was the Polish state. Real privatization would have to wait.

Meanwhile, the mobile revolution was beginning. Founded in 1991 as Telekomunikacja Polska S.A. (TPSA), the company evolved from Poland's state-controlled telecom monopoly, launching the nation's first mobile network under the Centertel brand in 1992. The Centertel venture—initially operating an analog NMT-450i network—represented TPSA's first foray into the mobile future.

The challenge of building modern infrastructure on communist-era foundations proved immense. Confronting both a lack of money and a dearth of contemporary technology, the government and TPSA reached out to foreign companies again, not to plan and operate the telecommunications system, but to supply and help finance it. As part of its broader privatization program, the government identified the dominant state manufacturers of switching and transmission equipment. It combined these into three enterprises and encouraged foreign telecom companies to submit competitive bids for them. Since these enterprises were not directly part of Poland's telecommunications system, their ownership was not subject to the requirement that they be 51 percent Polish-owned. They were subjected to a requirement that 50 percent of the content of their products be of Polish origin.

The government guaranteed that these three entities would face no other competition to serve Poland's telecom needs, but it required that they compete among themselves for business. By late 1993, under contracts with TPSA, AT&T was installing networks in five cities and laying 1,500 kilometers of fiber-optic line worth $30 million; Alcatel was installing systems in two cities, and Siemens was installing DM 72 million worth of local and international switches in the region of Silesia. The highly profitable TPSA provided about one-third of the financing. The rest of the money came from a combination of credits arranged by the three suppliers, the World Bank, the European Investment Bank, and the European Bank for Reconstruction and Development. While TPSA moved forward with its construction plans, the Ministry of Communications issued about 50 licenses to private companies allowing them to compete in local markets.

This financing structure—a mix of retained earnings, supplier credits, and multilateral lending—would become a template for infrastructure development across post-communist Europe. For investors, it demonstrated both the enormous capital requirements of telecom modernization and the creative financing structures that could make it possible.


IV. Privatization Saga: France Télécom Enters Poland (1998-2005)

The late 1990s brought the real turning point. With Poland on track for EU accession and the telecom sector opening to competition, the government finally moved to privatize TPSA. The timing, however, couldn't have been more dramatic—or treacherous.

After lengthy discussion and some delay, TPSA sold 15 percent of its shares to Polish and international investors in November of 1998. The government received about US$1 billion in exchange. In 1999, TPSA gave another 15 percent of the company to an employee stock ownership plan. It also announced that it would sell shares to a strategic partner in two stages: 25 to 35 percent would be sold almost immediately; later another portion would be sold, perhaps bringing private ownership above 50 percent. In April 1999, Parliament amended the Telecommunications Act to allow the government to reduce its interest in TPSA below 51 percent.

The company changed its ownership structure in 1998 and began trading on the Warsaw Stock Exchange in 2000.

The strategic investor search proved surprisingly limited. The government expected to receive bids from a number of international telecommunications companies. At the August 30, 1999 deadline, though, only France Telecom and SBC Communications had tendered bids. The global telecom industry was consolidating rapidly, but most major players were preoccupied with larger markets or their own domestic challenges.

In 2000, France Télécom, through its subsidiary Cogecom, partnered with Kulczyk Holding to acquire a 35% stake in Telekomunikacja Polska S.A. (TPSA), Poland's incumbent fixed-line operator, from the State Treasury for 18.62 billion Polish zlotys (approximately €4.64 billion at prevailing exchange rates). The deal, finalized in August 2000, valued TPSA at roughly 53.2 billion zlotys and represented one of the largest privatizations in post-communist Eastern Europe, providing the company with foreign capital to upgrade its aging infrastructure amid Poland's EU accession process. France Télécom took a 25% direct stake (350 million shares) at 38 zlotys per share, while Kulczyk Holding acquired 10%, marking France Télécom's strategic entry into Central Europe's telecom market. By September 2001, the consortium exercised an option to purchase an additional 12.5% stake (175 million shares) from the Treasury for approximately €988 million.

The involvement of Jan Kulczyk—one of Poland's most influential businessmen—proved essential to the deal's structure. Kulczyk's local connections and political relationships helped navigate the complexities of Polish privatization while providing France Télécom with a trusted local partner. The consortium structure (France Télécom with majority share, Kulczyk as junior partner) reflected a pattern that would repeat across Eastern European privatizations.

The timing, from France Télécom's perspective, was both opportune and disastrous. The French giant was in the midst of aggressive European expansion, but the costs were mounting. France Télécom had taken on massive debt to finance acquisitions across Europe—including the €40 billion purchase of Orange UK in 2000—and was about to confront one of the worst telecom busts in history.

France Telecom and Kulczyk Holding purchase an additional 12.5 percent of TPSA and an option to bring their ownership to a majority of shares; and TPSA announces restructuring, beginning with a 20 percent reduction of its workforce.

The workforce reduction signaled the painful reality of post-privatization efficiency drives. TPSA had inherited communist-era staffing levels designed for bureaucratic self-perpetuation rather than market competition. France Télécom, despite its own bloated cost structure, pushed for headcount reductions that would become a recurring theme throughout the 2000s.

Full privatisation of the company was completed in May 2010. The complete exit of the Polish state from TPSA took nearly two decades from the initial spin-off—a timeline that reflects both the political sensitivity of telecom privatization and the complexity of transitioning from monopoly to competition.

The France Télécom-Kulczyk partnership eventually dissolved. In 2005, France Télécom bought out Kulczyk's stake, becoming the dominant shareholder with effective control. This consolidation simplified governance but also exposed TPSA more fully to the vicissitudes of France Télécom's own financial situation.

For investors, the privatization saga offers several lessons. First, telecom privatizations in transition economies proceed slowly, requiring patient capital and tolerance for political risk. Second, strategic investor premiums can be substantial—France Télécom paid well above public market prices for control. Third, local partners can facilitate deals but may become dispensable once the transaction is complete.


V. The Mobile Revolution: From Idea to Orange (1998-2005)

While the fixed-line drama unfolded, a parallel transformation was reshaping Poland's mobile landscape. In 1998, TPSA's Centertel subsidiary launched Idea—Poland's third GSM network, operating on both the 900 and 1800-MHz bands from inception.

The mobile market proved far more dynamic than fixed-line. New entrants could build networks from scratch, unencumbered by legacy infrastructure or workforce. Competition intensified rapidly as Plus (Polkomtel) and Era (now T-Mobile) battled for subscribers.

On the mobile front, France Télécom facilitated TPSA's expansion through its subsidiary PTK Centertel (operating the Idea network), acquiring a controlling interest in Centertel in early 2005 before integrating it fully under TPSA later that year for PLN 4.9 billion (approximately €1.2 billion), which streamlined operations and boosted synergies between fixed and mobile segments.

The September 2005 rebranding marked a crucial moment. The company evolved from Poland's state-controlled telecom monopoly, launching the nation's first mobile network under the Centertel brand in 1992 before rebranding to Orange in 2005 following France Télécom's acquisition of a controlling stake.

The Orange brand itself came with history. France Télécom had acquired Orange UK from Mannesmann in 2000 at the height of the telecom bubble. The brand had proven remarkably resilient, becoming one of Europe's most recognized telecom names. Extending it to Poland made strategic sense—and the company didn't do things halfway.

The rebrand was accompanied by one of the most ambitious marketing events in Polish telecom history: a free concert by Sting in Warsaw attended by 150,000 Orange customers. The message was clear: this wasn't just a name change but a complete reimagining of what a Polish telecom company could be.

This move supported the launch of 3G UMTS services in June 2006, positioning TPSA as a leader in mobile data amid growing demand. The investments yielded substantial growth, with PTK Centertel's mobile subscriber base—over 6 million by late 2004—surpassing 10 million by the end of 2005 following the rebranding to Orange and integration efforts.

The rapid subscriber growth demonstrated that Poland's mobile market was far from saturated. Rising incomes, declining handset prices, and increasingly compelling service packages drove adoption across demographics. Orange's ability to offer both fixed and mobile services—a rare combination at the time—provided early hints of the convergence strategy that would later define the company.


VI. Troubled Waters: Regulatory Battles & Market Challenges (2007-2013)

The mid-2000s brought Orange Polska face-to-face with the dark side of incumbent status. Having benefited from monopoly power for decades, the company now faced regulatory crackdowns, litigation, and increasingly aggressive competition.

On 21 December 2007, TP SA was fined PLN 75 million (approximately EUR 20.7 million) by the Office for Competition and Consumer Protection for discriminating against its competitors on the internet services market. The fine reflected allegations that TPSA had used its control of local loop infrastructure to disadvantage competing ISPs—a familiar pattern for incumbent telecoms worldwide.

The regulatory pressure intensified as Poland approached EU membership requirements for telecommunications liberalization. Open access rules, mandated price reductions, and margin compression became facts of life for the former monopolist.

Even more dramatic was the international arbitration that exposed decades-old disputes. In 2011, TP SA had a $430 million claim filed against them by GN Store Nord (GN), which owns 75% of DPTG, in the second phase of an arbitration trial. Bloomberg reported that, "DPTG won a 2.2 billion-krone award in September at an arbitration tribunal in Vienna. The tribunal said the company had improperly calculated what it owed DPTG for a fiber-optic transmission system the venture installed in 1991. 'TP SA' owed payments based on data traffic over the network. The companies disagreed over how to measure the traffic and spent nine years in arbitration. The September award covered traffic from 1994 to 2004, and the new claim refers to 2004 to 2009."

The arbitration exposed the complexity of joint venture arrangements from the early 1990s, when Western companies provided infrastructure in exchange for ongoing revenue shares. Disputes over measurement methodologies and data traffic calculations lingered for nearly two decades, demonstrating how transition-era deals could create long-tail liabilities.

Meanwhile, a new competitive threat was emerging. Play (P4) entered the market in 2007 as Poland's fourth mobile operator, backed by private equity and determined to disrupt the established order. Owned by Iliad, P4 is the operator of the Play mobile network in Poland. Launched in 2007, Play provides mobile telephony, messaging, data, and video services to individual customers and businesses.

Play's entry changed competitive dynamics fundamentally. The newcomer invested aggressively in network infrastructure while pricing aggressively to win subscribers. ARPU (average revenue per user) came under pressure across the industry as price competition intensified.

For Orange Polska, the challenge was existential. The company derived substantial revenues from legacy services in structural decline (fixed voice, traditional broadband), faced regulatory constraints on its incumbent advantages, and now confronted a well-funded competitor unencumbered by legacy costs or regulatory obligations.

The period from 2007 to 2013 represented Orange Polska's nadir—a company losing market share, facing litigation, and struggling to define a coherent strategy for the mobile-first future. For long-term investors, it raised fundamental questions about whether incumbent telecoms could ever successfully transition to competitive markets.


VII. The Great Rebranding: Becoming Orange Polska (2012-2014)

The corporate transformation accelerated in 2012 with a comprehensive rebranding that signaled commitment to integration and modernization. On 16 April 2012, Telekomunikacja Polska was renamed as Orange Polska, in line with France Télécom's international telecommunications branding.

The name change was more than cosmetic. In January 2014, the Warsaw Stock Exchange ticker changed from TPS to OPL, completing the visual separation from the TPSA legacy. More importantly, the rebrand accompanied corporate simplification that streamlined operations.

The integration of mobile and fixed operations under a single brand reflected emerging market realities. Customers increasingly expected unified service packages, integrated billing, and seamless cross-platform experiences. Maintaining separate brands for Centertel/Orange mobile and TP SA fixed services had become an obstacle to convergent offerings.

A key initiative was the introduction of broadband DSL under the Neostrada brand in late 2001, enabling high-speed internet access and rapidly expanding TPSA's data offerings in a market previously dominated by dial-up connections. The Neostrada brand, which had built strong recognition in the broadband market, was folded into the unified Orange offering.

The corporate simplification also addressed operational inefficiencies. Multiple legal entities, redundant management structures, and fragmented back-office functions had accumulated during years of piecemeal reorganization. The 2012-2014 restructuring aimed to create a leaner, more responsive organization capable of competing with nimbler rivals.

For France Télécom (which itself rebranded to Orange S.A. in 2013), the Polish transformation aligned with broader group strategy. The parent company was pivoting from geographic expansion to operational excellence, focusing on fewer markets with deeper integration and stronger profitability.


VIII. The Competitive Onslaught: Play, T-Mobile & the Fight for Survival

By the mid-2010s, Poland had evolved into one of Europe's most competitive telecom markets. Four major mobile operators competed fiercely, and the fixed broadband market featured numerous regional players alongside the national giants.

The Poland Telecom Market is characterized by a fair level of fragmentation, where multiple players dominate the scene, including both global and local companies. The mix of conglomerates and specialized companies contributes to an interesting dynamic in this sector. As market participants compete to enhance service offerings and improve customer satisfaction, they maintain a diverse range of products and solutions. This fragmentation allows various companies the opportunity to carve out niches, focusing on distinct customer segments or service types.

Play's ascent proved particularly dramatic. As of November 20, 2020, Iliad owns 96.66% of Play. On August 31, 2023, UPC Poland merged with Play after Iliad acquired the company from Liberty Global to become a full-service telecommunications provider.

The Play-UPC combination reflected a broader industry trend toward fixed-mobile convergence. Liberty Global plc has today announced it has reached a definitive agreement to sell 100% of its operations in Poland to iliad S.A.'s Polish mobile subsidiary Play. At June 30, 2021, our networks in Poland passed 3.7 million homes and served 1.5 million customers who subscribed to 1.3 million broadband, 1.4 million video, and over 600,000 telephony services. Liberty Global has agreed to sell UPC Poland for a total enterprise value of PLN 7.0 billion ($1.8 billion).

The transaction transformed Play from a pure-play mobile disruptor into a comprehensive telecom provider—directly challenging Orange Polska's convergent positioning.

Opensignal ranked T-Mobile first in download speed, Orange top in coverage, and Plus first in availability, illustrating differentiated network strengths that shape marketing narratives. The competitive landscape featured genuine differentiation, with each operator building distinct positioning around network attributes, pricing, or service quality.

For Orange Polska, the competitive intensification demanded a strategic response. Simply defending legacy positions was untenable; the company needed to define clear competitive advantages and invest to sustain them.


IX. The Fiber Renaissance: Światłowód & the Infrastructure Bet (2015-Present)

Orange Polska's strategic response centered on a massive bet: fiber infrastructure. While competitors focused on mobile or pursued asset-light models, Orange committed to building the largest fiber network in Poland—and then found creative ways to finance the expansion.

The FTTH (fiber-to-the-home) initiative began modestly in 2015 with pilot programs in Warsaw and Lublin. Customer acquisition initially proved slow, but the company persisted, building capability and refining its approach. The investment thesis was straightforward: fiber provided a sustainable competitive advantage that mobile networks and legacy technologies couldn't match.

Orange Polska invests approximately PLN 1.82 billion (€420 million) annually in effective capital expenditures (eCAPEX) as of 2024—a 17% year-over-year increase—with around 50% allocated to fixed fiber enhancements and maintenance to ensure long-term resilience and expansion toward 12 million connectable households by 2028.

The real innovation came in financing structure. In April 2021, Orange Polska announced a partnership that would transform its fiber economics. Orange Polska says it has created a 50/50 joint venture with pension fund manager APG Group to help fund its fiber to the home (FTTH) deployment aspirations in Poland. The joint venture, called Światłowód Inwestycjesp z.o.o., aims to have an FTTH footprint that passes 2.4 million households over the next five years, from a base of approximately 700,000 focused mainly on "low and mid competition areas." The agreement values the joint venture at 605 million euros ($720.2 million). APG will contribute 303 million euros ($360.7 million), 65% of which will be delivered on the agreement's closing, expected this August. The remaining funds will be contributed between 2022 and 2026 as the FTTH deployments progress.

Światłowód Inwestycje will solely be a wholesale operator, meaning that Orange Polska and other third party operators will be able to access its network in order to offer retail services to their clients. Orange Polska and APG – acting on behalf of its Dutch pension fund clients – have signed an agreement to create a joint venture that will operate a fibre network reaching around 2.4 million households in Poland by 2025, mainly in the areas which lack infrastructure today. The joint venture will operate under the name Światłowód Inwestycje, 'Optical Fibre Investments'.

The aim is to pass 2.4 million homes in areas of Poland that have limited fixed broadband infrastructure: The telco giant's local operation, Orange Polska, is contributing existing fibre network rollout assets covering 700,000 households to the joint venture, which will then aim to build out an access network covering the other 1.7 million targeted properties by 2025. The partners estimate the capex needed for the rollout plan is PLN3 billion (€662 million): Orange Polska will be a major supplier of network rollout services and expertise to FibreCo at fixed cost levels. The joint venture will operate as an open access company, selling wholesale broadband access services to Orange Polska and other retail ISPs. Orange believes this is the most efficient way to expand its fibre broadband footprint outside urban areas, allowing Orange Polska to "monetise its fibre investments both in retail and wholesale operations."

The Światłowód structure accomplished several objectives simultaneously. It brought external capital into a capital-intensive business without diluting Orange Polska shareholders. It created wholesale revenue streams that complemented retail operations. And it addressed digital exclusion in underserved areas—aligning commercial objectives with social policy priorities.

A credit agreement of PLN 3.7 billion was signed with a consortium of banks by Światłowód Inwestycje, the joint venture of Orange Polska and the Dutch APG Group.

The infrastructure bet has paid off. By 2024, Orange Polska's fiber network had reached approximately 8.9 million households, or roughly 56% of all households in Poland. The company now offers speeds up to 8 Gbps in select markets—performance that copper-based alternatives simply cannot match.

Orange Poland (Polska) introduced new ultra-fast internet speeds up to 8 Gbps this month. The new top-speed fixed broadband offering is available for over 830,000 households in Warsaw and Krakow on its fiber optic network upgraded to XGS-PON, with plans to offer the 8 Gbps service in subsequent cities, according to Orange Poland.

For investors, the fiber strategy illustrates how incumbents can leverage scale advantages (existing duct infrastructure, experienced workforce, customer relationships) to build sustainable competitive positions in next-generation networks. The joint venture structure specifically shows how creative financial engineering can accelerate capital-intensive deployment without straining the balance sheet.


X. The .Grow Strategy: Modern Transformation (2021-2024)

The strategic framework that guided Orange Polska through its transformation crystallized in the .Grow strategy, announced in 2021 and successfully completed in 2024. In 2024, we successfully completed the implementation of our four-year .Grow strategy. We achieved its operating and financial ambitions despite particularly significant challenges resulting from a difficult macroeconomic environment, which we had not anticipated when this strategy was launched.

The convergence strategy proved central to .Grow's success. We have already bet on convergence in 2017 introducing Orange Love as our flagship offer for Polish households. The Orange Love offer is a predefined set of fixed and mobile services, bundled together and sold at an attractive fixed price. The basic package can be extended with extra fees for additional SIM cards, higher fibre-broadband speed and additional TV content. On top of that we offer a wide range of smartphones at attractive prices. Importantly, Orange Love is available on any broadband technology (fibre and copper), and also on LTE positioned as home broadband. This allows us to market this offer all over the country, which is very efficient. By the end of 2022, Orange Love had attracted more than 1.6 million customers.

The convergent customer base continued growing, reaching 1.7 million by end of 2023 and 1.785 million by 2024. These customers generate higher ARPU, demonstrate lower churn, and provide stronger lifetime value than single-service subscribers.

This shift of the source of EBITDAaL development, from cost cutting to commercial development was a crucial part of the .Grow strategy, as it ensures that the EBITDAaL development stems from a solid customer demand and is therefore sustainable.

Furthermore, by keeping capital expenditures at a steady level we intended to increase cash flow generation and improve return on capital employed (ROCE). EBITDAaL growth rate over these four years was close to the top-end of the target, while eCapex was close to the bottom-end of the target.

The dividend resumption marked a crucial milestone. Orange Polska to increase its dividend by 10% with management recommending to pay PLN 0.53 per share in 2025 from 2024 profits, in line with .Grow dividend policy, taking into account Company's financial results and projections. This proposal constitutes a 10% increase versus PLN 0.48 per share dividend paid in 2024 and is the third consecutive increase of the dividend after it was reinstated in 2022. The dividend has more than doubled over this period.

As of today, dividend yield (TTM) is 5.74%. Looking back over the past 3 years, this growth rate has been 14.83%. Furthermore, examining the past 5 years, Orange Polska S.A. has maintained an average Dividends Per Share Growth Rate of 16.22%.

The leadership transition in 2023 brought fresh perspective while maintaining strategic continuity. Ms. Liudmila Climoc has been the Chief Executive Officer and President of the company since 2023. Previously, she served as the Chief Executive Officer of Orange Romania. Prior to this, she served as the Chief Executive Officer Orange Moldova in 2008. Earlier, she served in several managerial positions including as the Chief Sales Officer at Voxtel (currently Orange Moldova).

Commenting on the move, Mari-Noëlle Jégo-Laveissière, Vice President of the Orange Group responsible for Europe (outside France), said: "During the seven years of her presidency, Liudmila and her team in Romania have carried out many innovative projects, such as the launch of 5G services, showing creativity, enthusiasm and unflagging energy. More importantly, Ludmila led the transformation of Orange Romania from a mobile operator to a convergent operator. She is a highly competent leader and I am convinced that she is able to ensure sustainable growth and continue Julien's mission in Poland".

Climoc's experience transforming Orange Romania from a mobile-only operator to a convergent provider proved directly relevant to continuing Orange Polska's evolution. The CEO swap (with her predecessor Julien Ducarroz moving to Orange Romania) exemplified Orange Group's approach to leadership development through cross-country assignments.


XI. 5G Era & Future Positioning (2023-Present)

Poland's 5G rollout has accelerated following the October 2023 spectrum auction, and Orange Polska has emerged as a key beneficiary. In October 2023, the Office of Electronic Communication (UrzÄ…d Komunikacji Elektronicznej) (UKE) announced the results of an auction for four frequency reservations in the 3.6 GHz band (C-Band). The four competing operators were each allocated a 100 MHz band in the 3400-3800 MHz frequency range.

In December 2024, Orange touted its success rolling out 5G throughout the year, with more than 3,000 base stations covering around 37% of Poland's population. This progress is reflected in Orange's improved 5G Coverage Experience score — up nearly two points year on year.

T-Mobile and Orange surpass Play and Plus in speed and select Quality of Experience (QoE) measures. Differences in how quickly and extensively Polish operators have deployed their mid-band spectrum assets have led to a diverging market profile since Q1 2024, with T-Mobile and Orange significantly extending their speed lead over their rivals. Between Q1 2024 and Q1 2025, median 5G download speeds rose by as much as 72% on Play (to 122.64 Mbps), 86% on T-Mobile (to 201.76 Mbps), and 90% on Orange (to 222.10 Mbps)—while declining by over 10% on Plus (to 116.76 Mbps).

The recently completed 700 MHz auction further strengthened Orange Polska's spectrum position. The Polish national telecommunications regulator (UKE) recently held an auction for blocks in the 700MHz and 800MHz bands. T-Mobile secured licences in both bands, while Play and Orange each obtained two 700MHz blocks, and Plus acquired one. This low-band spectrum — highly valued for its long-range and deep-indoor propagation characteristics — will play a critical role in extending high-quality mobile connectivity across rural areas and strengthening nationwide 5G availability.

The 3G sunset proceeds alongside 5G deployment. In parallel, Orange Polska is transitioning away from older technologies, planning to phase out its 3G network by the end of 2025 and its 2G network by December 2030 to reallocate spectrum for 4G and 5G enhancements.

Polish operators have also accelerated the modernisation of their legacy networks. Play began its 3G shutdown in April 2025, following T-Mobile, which completed its shutdown in 2023. Orange has been phasing out 3G since 2023 and plans to finish by the end of 2025. Sunsetting 3G frees up valuable spectrum in the 900MHz and 2100MHz bands, which operators can refarm to boost 4G and 5G capacity.

Looking ahead, Orange Polska's new "Lead the Future" strategy for 2025-2028 builds on .Grow's foundation. Orange Polska's new Lead the Future plan to take value creation to next level. Orange Polska, the leading telecommunications provider in Poland, is today announcing Lead the Future, an ambitious new strategic plan designed to address the rapidly evolving demands of a digital and technology-driven future and take the Company's value creation to the next level. Lead the Future follows the successful completion of the .Grow plan that put Orange Polska on a profitable, sustainable, commercially-driven path of growth. With this plan, Orange Polska will reinforce its market leadership built on trust, unmatched connectivity and integrated digital solutions. Lead the Future will maintain Orange Polska's profitable growth trajectory and raise its efficiency to generate significantly increased cash flow and deliver sustainable value creation for shareholders.

The company considers PLN 0.53 per share cash dividend as a floor for the 2025 to 2028 period. Further increases to dividends will be considered on a yearly basis taking into account projections of underlying financial results and overall soundness of the balance sheet. Listed telco Orange Polska expects low to mid range single digit EBIDTAaL growth in its 2025-2028 strategy, assumes dividend of PLN 0.53 (EUR 0.13) per share as a base level. Orange Polska counts on at least PLN 1.2 billion (EUR 286.6 mln) organic cash flow in 2028. "We are focused more than ever on cash generation and have included it in our guidance – an ambitious new commitment to deliver at least PLN 1.2 billion organic cash flow in 2028. Sustainable cash generation is the basis of shareholder value creation," said Orange Polska's CFO Jacek Kunicki.


XII. Playbook: Business & Investing Lessons

Orange Polska's transformation offers several lessons for business strategists and investors evaluating telecom incumbents:

The Incumbent's Dilemma Resolved: Orange Polska demonstrates that former monopolists can successfully transition to competitive markets—but not without pain. The company endured a decade of declining revenues, regulatory battles, and competitive pressure before finding sustainable footing. Patient capital and committed management proved essential.

Infrastructure as Strategic Moat: While competitors pursued asset-light strategies or focused exclusively on mobile, Orange Polska bet on fiber ownership. This capital-intensive approach now provides durable competitive advantages: network quality, wholesale revenue streams, and customer stickiness that mobile-only operators cannot easily replicate.

Operators leverage bundled mobile, broadband, pay-TV, and cloud storage to lock in customers. T-Mobile states that more than half its contract base now takes mixed services, pushing Q1 2025 revenue to PLN 1.8 billion, 4% higher year-on-year. Orange's 2025-2028 plan forecasts a 12–15% rise in convergent accounts as fibre coverage reaches 12 million households. Integrated bills raise switching costs, protect margins in a price-competitive environment, and place carriers at the centre of household digital ecosystems.

JV Structures for Capital Efficiency: The Światłowód Inwestycje partnership with APG illustrates how telecoms can access infrastructure capital without balance sheet strain. Pension funds and infrastructure investors increasingly seek stable, long-duration assets that telecom networks provide. Creative deal structures can unlock value for both parties.

Corporate Parentage Dynamics: As a publicly-traded subsidiary of Orange S.A., Orange Polska navigates complex governance dynamics. The parent company provides brand strength, technical resources, and strategic guidance but also imposes constraints. Minority shareholders must assess whether parent-subsidiary alignment serves their interests.

Brand Transformation: Shedding the "old telecom" image required sustained investment in customer experience, network quality, and marketing. The transition from TPSA to Orange Polska wasn't merely cosmetic—it reflected genuine operational transformation that customers could perceive in service quality.


XIII. Porter's Five Forces Analysis

Threat of New Entrants: MODERATE-LOW

Building a national telecom network requires billions in capital expenditure, regulatory approvals, and years of deployment. National Broadband Plan 2025 targets universal 100 Mbps downlink, shrinking Poland's fibre gap, which in 2024 stood at 47% household coverage against the EU average of 56%. Spectrum scarcity creates natural barriers—frequencies required for mobile operations are finite and allocated through government auctions that favor established players with deep pockets.

However, MVNOs (mobile virtual network operators) can enter with lower capital requirements by leasing network capacity from infrastructure owners. The Polish market hosts more than two dozen MVNOs, though most hold marginal market share. For Orange Polska, MVNO competition erodes pricing power but generates wholesale revenue.

Bargaining Power of Suppliers: LOW-MODERATE

Equipment suppliers (Nokia, Ericsson, and increasingly domestic players) have limited pricing power because multiple vendors compete for contracts. Orange Group's scale provides purchasing advantages across subsidiaries. IT services have commoditized as cloud providers multiply.

However, certain specialized equipment (5G radio units, fiber-optic transmission systems) involves fewer suppliers and longer lead times, creating localized bargaining power. The ongoing scrutiny of Chinese vendors (Huawei, ZTE) for security reasons further concentrates supply among European and American alternatives.

Bargaining Power of Buyers: HIGH

Consumers have four strong MNO choices plus numerous MVNOs and fixed broadband alternatives. Switching costs on mobile have declined with number portability regulations and aggressive promotional pricing from competitors. Contract lengths have shortened, reducing lock-in.

However, convergent bundles significantly increase stickiness. Orange Love customers who bundle fixed broadband, mobile, and TV face meaningful hassle costs to switch providers. The convergence strategy specifically aims to reduce buyer power through integrated service delivery.

Threat of Substitutes: MODERATE-HIGH

OTT services (WhatsApp, Zoom, Google Voice) have substantially eroded traditional voice and messaging revenue. WiFi calling reduces mobile voice dependency. Fixed wireless and satellite broadband (Starlink) provide alternatives to fiber and DSL, particularly in rural areas.

However, OTT services ultimately ride on telecom infrastructure—they substitute for specific services but increase demand for underlying connectivity. Orange Polska's strategic pivot toward "connectivity" rather than "telephony" reflects this reality.

Competitive Rivalry: HIGH

The mobile services market in Poland is witnessing intense competition. Operators like Orange Polska, T-Mobile Polska, and Play are aggressively enhancing their network capabilities and service offerings to capture a larger market share.

Price competition remains intense, though the market shows signs of rationalizing toward value-based competition. The convergence trend creates differentiation opportunities but also raises competitive stakes as all major players pursue similar strategies.


XIV. Hamilton's 7 Powers Analysis

Scale Economies: STRONG

Orange Polska is a leading provider of telecommunication and ICT services in Poland, operating in all segments of the Polish telecoms market. The Group owns the largest telecom infrastructure in Poland, providing a broad portfolio of products and services for individual, business and wholesale customers on fixed and mobile networks. We are the biggest fixed-mobile convergent operator in Poland based on FTTH technology.

Operating the largest telecom infrastructure in Poland provides meaningful cost advantages. Fixed costs (network maintenance, spectrum licenses, IT systems) spread across the largest customer base. The scale advantage compounds as the company adds incremental subscribers at marginal cost.

Network Effects: MODERATE

Telecom networks exhibit limited direct network effects—calling an Orange customer isn't cheaper or better than calling a competitor's customer. However, indirect effects emerge through infrastructure partnerships. Orange's wholesale fiber network creates dependencies that strengthen with scale. The Światłowód model specifically leverages network effects by selling access to competitors.

Counter-Positioning: WEAK

Competitors have successfully replicated Orange Polska's convergent strategy. Play's acquisition of UPC created a full-service operator. T-Mobile accesses fiber through infrastructure partnerships. The convergence playbook is now industry-standard rather than proprietary.

Switching Costs: MODERATE-STRONG

Convergent bundles create meaningful switching costs. Customers bundling mobile, broadband, TV, and potentially smart home services face substantial hassle to migrate. The integrated billing, combined service management, and hardware dependencies (set-top boxes, routers) all increase friction.

It is a good customer loyalty tool. Convergent customers tend to churn a lot less than non-convergent customers. It allows us to upsell more services, winning a higher share of household media and telecom budgets.

Branding: MODERATE

The Orange brand carries recognition and positive associations with network quality and service reliability. However, brand differentiation in commodity telecom services has limits. Price-sensitive customers will switch regardless of brand preference.

Cornered Resource: MODERATE

Orange Polska's fiber network, spectrum holdings, and nationwide physical infrastructure represent difficult-to-replicate assets. The Światłowód partnership specifically ties up rural deployment opportunities. However, these resources can be circumvented (wireless alternatives) or replicated (competitor fiber builds) over time.

Process Power: MODERATE

Decades of operational experience, customer service capability, and technical expertise provide advantages that competitors cannot quickly match. Orange Polska's COPC certification and consistently improving NPS scores reflect process excellence. However, process advantages erode as competitors invest in similar capabilities.


XV. Key Metrics for Ongoing Monitoring

For investors tracking Orange Polska's performance, three KPIs merit particular attention:

1. Convergent Customer Base Growth: The number of customers bundling mobile + fixed services directly measures Orange Polska's strategic execution. Target: mid-single-digit annual growth, reaching toward 2 million convergent households by 2028. Higher convergent penetration drives ARPU, reduces churn, and strengthens competitive positioning.

2. Fiber Households Passed (and Take-Up Rate): Infrastructure deployment remains the foundation of Orange Polska's competitive advantage. Track both the number of households with fiber access available and the take-up rate (percentage actually subscribing). Target: 12 million households passed by 2028, with take-up rates exceeding 30%.

3. Core Telecom Services Revenue Growth: Management has emphasized that sustainable profitability depends on growing the core telecom business (mobile voice and data, fixed broadband) rather than cost-cutting or equipment sales. Orange Polska reported revenue of PLN 3,158 million in Q2 2025, up 1.1% year-over-year, driven by a robust 6.8% growth in core telecom services. This strong performance in the company's main business line helped offset an 8% decline in equipment sales, which management attributed to longer handset replacement cycles by customers. Target: mid-single-digit annual growth in core telecom services.


XVI. Bull Case & Bear Case

Bull Case: Infrastructure Leadership Compounds

Orange Polska's fiber network represents a structural competitive advantage that deepens over time. As fiber coverage expands toward 12 million households, the company captures the lion's share of high-value convergent customers. 5G deployment on premium spectrum complements fiber with mobile quality leadership. The Światłowód structure provides wholesale revenue diversification while the retail business benefits from superior infrastructure.

In the annual ranking of average 5G download speeds for 2024, Orange achieved the highest result with an average speed of 271.32 Mb/s. The operator held first place in five consecutive monthly rankings and reached its peak download speed of 378.6 Mb/s in December.

Management's commitment to shareholder returns (dividend floor of PLN 0.53, potential for increases) provides tangible value creation. The Lead the Future strategy's focus on cash generation (PLN 1.2 billion target by 2028) supports sustainable dividend growth. At current valuations, the dividend yield exceeds 5%—attractive for a company with improving fundamentals.

The Polish economy continues growing, supporting rising household connectivity budgets. EU subsidies for digital infrastructure provide additional tailwinds for fiber deployment in underserved areas.

Bear Case: Competitive Pressures Intensify

The Play-UPC combination creates a formidable convergent competitor with substantial fiber and cable assets. T-Mobile's aggressive 5G deployment and network partnerships threaten Orange Polska's quality leadership. Price competition could intensify as all four operators pursue convergent strategies with similar value propositions.

Market Saturation: The mobile market is reaching saturation, which could limit future growth opportunities.

Poland's mobile market approaches saturation, limiting organic growth potential. Fixed voice continues declining. Equipment sales face headwinds from longer handset replacement cycles.

Parent company dynamics create uncertainty. Orange S.A.'s strategic priorities may not always align with minority shareholder interests at Orange Polska. The parent's ~50.67% stake provides control but limited liquidity for the public float.

Regulatory risks persist. Poland's telecom regulator could impose additional open-access requirements or price constraints. Spectrum renewal costs and auction competition could strain capital resources.


XVII. Conclusion: The Infrastructure Champion

Orange Polska's journey from communist-era monopoly to modern digital infrastructure champion illustrates the possible—if difficult—path for incumbent transformation. The company that once embodied everything wrong with state telecoms now leads Poland in fiber coverage, convergent customers, and 5G quality.

The transformation required decades of investment, multiple ownership transitions, painful restructuring, and sustained strategic focus. Patient capital—whether from the Polish state, France Télécom, or current public shareholders—proved essential. So did management teams willing to make substantial bets on infrastructure when competitors chose easier paths.

Today, Orange Polska occupies an enviable strategic position. Its fiber network reaches more Polish households than any competitor. Its convergent customer base generates premium economics. Its 5G deployment leverages quality spectrum efficiently. Its capital structure supports both investment and shareholder returns.

Convergent strategies have become a key focus for all major market players, a model that Orange Polska embraced several years ago. I believe that telecom sector will continue to prioritize value, with competition centered around infrastructure quality, service excellence, and customer experience. This is especially important taking into account the fact that telecom service prices in Poland are highly competitive compared to other European countries, making Poland a benchmark for offering high-quality services at reasonable prices despite ongoing cost inflation.

The challenges ahead are real. Competition has intensified. Market growth has moderated. Regulatory and technological disruption remains ever-present. But Orange Polska faces these challenges from a position of strength—the largest infrastructure base, the deepest convergent customer relationships, and a management team with proven execution capability.

For investors, Orange Polska offers a differentiated opportunity: exposure to Poland's digital economy through a company with structural competitive advantages, attractive dividend yield, and reasonable growth prospects. The story isn't one of explosive growth but of steady value creation through operational excellence and infrastructure leadership.

From manual telephone exchanges to 8 Gbps fiber—Orange Polska has traveled further than most telecoms could imagine. The next chapter, written in fiber strands and 5G signals, promises to be equally transformative.

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Last updated: 2025-11-27

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