Kyivstar Group Ltd. · NASDAQ:KYIV

Kyivstar — SPAC Merger (March 2025)

33 slides from Kyivstar's SPAC merger presentation, March 2025

  1. Slide 1: Investor Presentation: The Leading Ukrainian Digital Operator

    Investor Presentation The Leading Ukrainian Digital Operator March 2025

  2. Slide 2: Disclaimer

    Disclaimer This presentation (the “Presentation”) has been prepared by Cohen Circle Acquisition Corp. I ( “Cohen,” “us” or “we”) and is provided on a confidential basis solely to the recipients that are “accredited investors” (as defined in Rule 506 of Regulation D) (any such recipient, together wit

  3. Slide 3: Disclaimer

    Disclaimer Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Accordingly, any projections, modeling or analysis may differ materially and sho

  4. Slide 4: Cohen Circle: Industry leading sponsors with an outstanding team

    Cohen Circle: Industry leading sponsors with an outstanding team Experienced team • 50+ years experience as an • 20+ years experience as an • 15+ years experience as an operator and investor operator and investor investor, operator, advisor and • Led seven prior closed SPAC lawyer • Founded asset ma

  5. Slide 5: Today's presenters

    Today’s presenters Oleksandr Komarov Boris Dolgushin CEO (since 2018) CFO (since 2019) • Served as CEO of Beeline (Kazakhstan subsidiary of VEON) • 20+ years with VEON group • Served as CEO of GroupM (large user acquisition marketing company) • Held several senior finance roles at VEON group compani

  6. Slide 6: Invest in Kyivstar – Invest in Ukraine

    Invest in Kyivstar – Invest in Ukraine Highly profitable with multiple National Champion levers for growth Leading digital operator, one of the most recognizable national brands1 2 5 Resilient financial profile with $515M Adj. EBITDA, 56% Adj. EBITDA margin and and proven leader in Ukraine’s digital

  7. Slide 7: Kyivstar at a glance

    Kyivstar at a glance Leading market positions with ambitious expansion opportunities in digital Telecom business Digital Mobile Fixed Broadband Kyivstar TV Big data & cloud Leading Ukrainian mobile communication One of Ukraine’s Ukraine's largest Growing B2B and A leading provider of high-speed inte

  8. Slide 8: Why do we win?

    Why do we win? Technological leadership and complementary product offerings reinforce Kyivstar’s market leadership 1 2 Complementary portfolio of B2B and B2C products and services Continued focus and investment in network quality KPI 2024 High value offerings to our subscribers across a variety of b

  9. Slide 9: Consistent growth in monthly ARPU

    Consistent growth in monthly ARPU1… Driven by multiplay penetration2 and superior service quality Monthly ARPU (period-avg), UAH Total multiplay users (monthly active users, eop), m Multiplay users have Voice + 4G data >100 Mb + at least one app (Helsi, Kyivstar TV, My Kyivstar) +8% Multiplay as a %

  10. Slide 10: …with substantial growth potential on the back of Ukraine's economic recovery

    …with substantial growth potential on the back of Ukraine’s economic recovery Monthly ARPU benchmarking (9m 2024) – Central and Eastern European countries vs. Kyivstar1 Ukraine’s Real GDP growth (y-o-y)2, % US$ GDP per capita, US$k2 5.5 14.8 Population, m people2 33.4 13.9 13.2 12.6 5% 5% 12.0 12.0

  11. Slide 11: Leadership in Fixed Broadband segment

    Leadership in Fixed Broadband segment Leading market share with significant consolidation potential Ukrainian fixed broadband market Kyivstar fixed broadband segment highlights (m)  The Ukrainian fixed broadband market is very fragmented, with the majority captured by smaller players 14.0% #1 Kyivs

  12. Slide 12: Leveraging our loyal subscriber base with digital products and services

    Leveraging our loyal subscriber base with digital products and services Strong growth with low customer acquisition costs 6.2m app MAU 1 0.9m apps MAU 1 2.0m mobile & fixed users 0.1m B2B end users (licenses) ~70m SMS per month 2.4m Big Data & platform AdTech sent through app + web ADWISOR platform

  13. Slide 13: Financial performance overview

    Financial performance overview Kyivstar Group’s financials show resilient performance Revenue (UAH bn) Adj. EBITDA (UAH bn) Commentary • Double-digit growth in revenue (local currency), US$m1 915 919 538 515 driven by increasing multiplay penetration and pricing growth 36.9 • Strong profitability de

  14. Slide 14: Growth strategy and management priorities

    Growth strategy and management priorities Kyivstar’s medium-term growth strategy focuses on deepening mobile market leadership and expansion of digital services Telecom business Digital Leverage our loyal customer base to develop and launch, new and  Sustain mobile market leadership and large marke

  15. Slide 15: Invest in Kyivstar – Invest in Ukraine

    Invest in Kyivstar – Invest in Ukraine Kyivstar is a major social sponsor, investor and top-rated employer in Ukraine1 1 Kyivstar committed to invest US$ 1bn in Ukraine from 2023-2027 Core business Roaming and Interconnect Spectrum frequencies M&A pipeline Network development, resilience, Developmen

  16. Slide 16: The impact of the war and our response

    The impact of the war and our response Key war related factors reflected in the performance Key highlights, mitigation measures Significant subscriber migration abroad – loss of 3.1m subscribers as of Introduced Roaming Like at Home to 1.2m users to retain subscribers abroad December 2024 vs. Februa

  17. Slide 17: Highly experienced and well-motivated team in-place across all verticals

    Highly experienced and well-motivated team in-place across all verticals Total FTEs, eop Employee engagement, %3 Voluntary churn 9% 7% 7% 7% rate1, % 86% 2 4,138 3,927 3,774 80% 3,623 3,336 3,224 3,774 3,458 472 564 2 162 231 238 2021 2022 2023 2024 2020 2024 Helsi Kyivstar Tech Kyivstar    All k

  18. Slide 18: As a subsidiary of Nasdaq-listed VEON, Kyivstar has operated with strong governance

    As a subsidiary of Nasdaq-listed VEON, Kyivstar has operated with strong governance Current Kyivstar Supervisory Board Robust governance practices driven by VEON Kaan Terzioglu Mike Pompeo VEON has been U.S. listed since 1996 Chairman of Kyivstar Board Board member CEO of VEON Established compliance

  19. Slide 19: Kyivstar investment highlights

    Kyivstar investment highlights Scarcity value: Expected to be the only purely Ukrainian investment opportunity to be publicly listed in the U.S. 1 National advocate: One of the most recognizable brands and a proven long-term leader in Ukraine's vital infrastructure Strong balance sheet: significant

  20. Slide 20: Attractive valuation relative to peers

    Attractive valuation relative to peers 2024-2025 EV / EBITDA1 2024 EV/ EBITDA 9.3x8.9x 2025 EV/ EBITDA 8.6x 8.0x 7.7x 8.0x 8.1x 7.8x Median: 6.6x 7.6x 7.3x Median: 6.1x 6.8x 6.3x 6.4x 6.2x 6.4x 5.9x 5.4x 5.4x 4.7x 4.7x 5.1x 4.9x 4.8x 5.1x 4.8x 4.3x 3.6x 3.9x 3.8x ~2.8x 1 Global Europe APAC MEA Ukrai

  21. Slide 21: Transaction overview

    Transaction overview Valuation, ownership and sources & uses Pro-forma ownership at closing Pro forma valuation Sponsor 1 5 2.3% EV / 2024P Underlying Adj. EBITDA ratio 3.6x Public shareholders3 10.5% Enterprise value (post-IFRS)1,4 $m $2,026m Adj. Net debt (cash)4 $m ($236m) Total equity value $m $

  22. Slide 22: Appendix

    ws an ee KYIVSTAR Appendix

  23. Slide 23: Combined income statement

    Combined income statement For the year ended December 31 (In millions of U.S. dollars) 2024P 2023 Service revenues 915 911 Other revenues 4 4 Total operating revenues 919 915 Other operating income 1 1 Service costs (100) (94) Selling, general and administrative expenses (305) (284) Depreciation (11

  24. Slide 24: Combined statement of financial position (1/2)

    Combined statement of financial position (1/2) as of December 31 (In millions of U.S. dollars) 2024P 2023 Assets Non-current assets Property and equipment 624 597 Intangible assets 297 272 Loan receivable from VEON Amsterdam - 343 Investments and derivatives 115 - Other assets 80 67 Total non-curren

  25. Slide 25: Combined statement of financial position (2/2)

    Combined statement of financial position (2/2) as of December 31 (In millions of U.S. dollars) 2024P 2023 Net investment and liabilities Net investment Net investment attributable to equity owners of the parent 1,222 887 Total net investment 1,222 887 Non-current liabilities Debt and derivatives 225

  26. Slide 26: Combined statement of cash flows (1/2)

    Combined statement of cash flows (1/2) For the year ended December 31 (In millions of U.S. dollars) 2024P 2023 Operating activities Profit before tax 347 346 Non-cash adjustments to reconcile profit before tax to net cash flows Depreciation, amortization and impairment loss 168 177 (Loss) / gain on

  27. Slide 27: Combined statement of cash flows (2/2)

    Combined statement of cash flows (2/2) For the year ended December 31 (In millions of U.S. dollars) 2024P 2023 Investing activities Purchase of property, plant and equipment (162) (96) Purchase of intangible assets (86) (47) Payments on deposits (13) (52) (Outflows) / Inflows on loans granted (2) 13

  28. Slide 28: Reconciliation of non-IFRS / non-GAAP financial metrics (1/2)

    Reconciliation of non-IFRS / non-GAAP financial metrics (1/2) Profit to Adjusted EBITDA reconciliation 2024P 2023 Profit for the period 283 281 Income taxes 64 65 Profit before tax 347 346 Depreciation 118 127 Amortization 45 49 Impairment reversal 3 1 (Loss) / gain on disposal of non-current assets

  29. Slide 29: Reconciliation of non-IFRS / non-GAAP financial metrics (2/2)

    Reconciliation of non-IFRS / non-GAAP financial metrics (2/2) Adjusted EBITDA margin reconciliation 2024P 2023 Total operating revenues 919 915 Profit for the period 283 281 Profit margin 31% 31% Adjusted EBITDA 515 538 Adjusted EBITDA margin 56% 59% CAPEX excl. licenses and ROU1 reconciliation 2024

  30. Slide 30: Additional financial information

    Additional financial information Debt 2024P 2023 Bonds 5851 597 Interest accrued on Bonds 61 5 Loans received from subsidiaries of the Parent - 4 Lease liabilities 294 281 Total Debt at amortized cost 885 887 Cash and cash equivalents 2024P 2023 Cash and cash equivalents, as presented in the 674 425

  31. Slide 31: Risks related to the business and industry of Kyivstar (1/3)

    Risks related to the business and industry of Kyivstar (1/3) Risks Related to the War in Ukraine • Our network infrastructure, equipment, systems and other assets are subject to disruption, damage and failure as a result of the war. • We have experienced, and may continue to experience, disruptions

  32. Slide 32: Risks related to the business and industry of Kyivstar (2/3)

    Risks related to the business and industry of Kyivstar (2/3) Risks Related to our Operations • The international economic environment, inflationary pressures, geopolitical developments and unexpected global events could cause our business to decline. • We have experienced and are continually exposed

  33. Slide 33: Risks related to the business and industry of Kyivstar (3/3)

    Risks related to the business and industry of Kyivstar (3/3) Risks Related to Regulatory and Legal Matters • The telecommunications industry is a highly regulated industry, and we are subject to an extensive variety of laws and operate in an uncertain judicial and regulatory environment, which may r

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