Kyivstar Group Ltd. · NASDAQ:KYIV
Kyivstar — SPAC Merger (August 2025)
37 slides from Kyivstar's SPAC merger presentation, Aug 15, 2025
Slide 1: Investor Presentation: The Leading Ukrainian Digital Operator
Investor Presentation The Leading Ukrainian Digital Operator August 2025
Slide 2: Disclaimer
Disclaimer 2 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
Slide 3: Disclaimer
Disclaimer 3 This presentation includes trademarks, tradenames and service marks, certain of which belong to us and others that are the property of other organizations . Solely for convenience, trademarks, tradenames and service marks referred to in this presentation appear without the ®, TM and SM
Slide 4: Cohen Circle: Industry leading sponsors with an outstanding team
4 Cohen Circle: Industry leading sponsors with an outstanding team N o te s : 1. Reflects Adjusted EBITDA of 2024 minus Adjusted EBITDA of H1’24 plus Adjusted EBITDA of H1’25 2. Return on units based on acquisition consideration paid by First Data of $15.00 per share of CCN common stock and $3.99 pe
Slide 5: Today's presenters
5 Today’s presenters • Served as CEO of GroupM (large user acquisition marketing company) • Forbes #1 CEO in Ukraine (2020) Oleksandr Komarov CEO (since 2018) • Served as CEO of Beeline (Kazakhstan subsidiary of VEON) • 20+ years with VEON group • Held several senior finance roles at VEON group comp
Slide 6: Invest in Kyivstar – Invest in Ukraine
6 Invest in Kyivstar – Invest in Ukraine Scarcity value Expected to be the only pure play Ukrainian investment opportunity to be publicly listed in the U.S. 5 Leading digital operator, one of the most recognizable national brands 1 and proven leader in Ukraine’s digital infrastructure National Champ
Slide 7: Kyivstar at a glance
Kyivstar at a glance Leading market positions with ambitious expansion opportunities in digital 7 Telecom business Digital Leading Ukrainian mobile communication provider, offering voice, data and IoT 1 solutions Leading Ukrainian mobile communication provider, offering voice, data and IoT 1 solutio
Slide 8: Why do we win?
Why do we win? Technological leadership and complementary product offerings reinforce Kyivstar’s market leadership 2024 : Agreement with Starlink to introduce ground - breaking direct - to - cell satellite connectivity in Ukraine Continued focus and investment in network quality KPI June 2025 Kyivst
Slide 9: Consistent growth in monthly ARPU
75 85 95 107 121 107 143 2020 2021 2022 2023 2024 H1'24 H1'25 2.1 3.1 3.5 4.1 6.1 5.3 6.5 2020 2021 2022 2023 2024 H1'24 H1'25 Consistent growth in monthly ARPU 1 … Driven by multiplay penetration 2 and superior service quality 9 Multiplay as a % of total users 2 Monthly ARPU (period - avg), UAH Sou
Slide 10: Substantial ARPU growth potential on Ukraine's economic recovery
3.4% 5.3% 2.9% 2.0% 4.5% 4.8% 2021 2022 2023 2024 2025F 2026F 2027F 14.8 13.9 13.0 12.7 12.0 12.0 11.0 10.9 10.6 10.1 8.8 6.0 3.2 3.0 3.4 Slovenia Hungary Croatia Latvia Ukraine Axis Title Estonia Czechia Slovakia Serbia Bulgaria Lithuania Poland Romania Moldova Axis Title Source: GSMA, IMF N o te s
Slide 11: Leadership in Fixed Broadband segment
14.0% 5.2% 4.5% 76.3% #1 Kyivstar #2 Ukrtelecom #3 Volia Other providers 11 Source: State Statistics Committee, NCEC official reports N o te s : 1. After acquisition of Volia by Lifecell 2. The four previously largest players acquired comprise of Data Group, Volia, Vega, and Freenet 3. As of Q1 2025
Slide 12: Leveraging our loyal subscriber base with digital products and services
12 Leveraging our loyal subscriber base with digital products and services Strong growth with low customer acquisition costs Big Data & AdTech platform 2.0 m Kyivstar TV registered users 5.4 m app MAU 1,3 0.1 m B2B end users (licenses) 3 1 m partner apps MAU 1,3 Real - time kinematic 2 , Cybersecuri
Slide 13: Digital service offerings increase ARPU and customer stickiness
Enables cross - selling to Kyivstar’s existing 24m telecom customers • Adding Uklon and other non - telco apps to our digital portfolio enhances telco offers and we expect will drive upsell • Asset - light platform enables geographical scaling of digital offerings to adjacent markets • Ecosystem sca
Slide 14: Uklon's acquisition strengthens Kyivstar's digital strategy
14 Uklon’s acquisition strengthens Kyivstar’s digital strategy Kyivstar acquired 97% of Ukraine’s leading ride - hailing and delivery platform for $155m • Cross - selling opportunities expected to enhance multiplay penetration within Kyivstar’s customer base • Margin expansion arising from low custo
Slide 15: Financial performance overview
19.7 20.7 24.4 2023 2024 H1'25 LTM 33.5 36.9 42.9 2023 2024 H1'25 LTM 15 Financial performance overview Kyivstar Group’s financials show resilient performance Refer to p.32 - 33 for reconciliation of H1’25 LTM values 2. Translated to US$ at period - avg UAH/US$ NBU FX rates: 36.59 (2023), 40.16 (202
Slide 16: Q2 / H1 2025 trading update
3.6 5.8 5.5 6.9 Q1'24 Q2'25 106.6 143.2 H1'25 7.1 9.4 10.6 11.8 Q1'24 Q1'25 Q2'24 Q2'25 5.3 6.5 H1'24 H1'25 H1'24 • H1’25 financial performance on the back of continuing war reflects Kyivstar’s superior positioning and is largely driven by 27% growth (y - o - y) in ARPU which includes the impact of
Slide 17: Strong First Quarter of Uklon Contribution
MAU 1,2 3.5m +40.0% (vs. June 2024) Rides Booked 4 83m +19.6% (vs. 1H 2024) Deliveries Completed 4 2.2m +35.0% (vs. 1H 2024) 17 x Leading domestic ride - hailing platform in Ukraine x Scaling operations and footprint in Uzbekistan TOTAL REVENUE 903m UAH EBITDA 385m UAH Strong First Quarter of Uklon
Slide 18: Growth strategy and management priorities
Growth strategy and management priorities 18 Kyivstar’s medium - term growth strategy focuses on deepening mobile market leadership and expansion of digital services Telecom business Digital Serve as a key player in restoring and developing digital ecosystem in Ukraine ᴣ Target significant organic g
Slide 19: Invest in Kyivstar – Invest in Ukraine
19 Invest in Kyivstar – Invest in Ukraine Kyivstar is a major social sponsor, investor and top - rated employer in Ukraine 1 Kyivstar and VEON joint intention to invest US$ 1bn in Ukraine from 2023 - 2027 1 Roaming and Interconnect Development of roaming and international interconnect businesses gen
Slide 20: The impact of the war and our response
20 The impact of the war and our response Key war related factors reflected in the performance Key highlights, mitigation measures N o te s : 1. Translated to US$ at period - avg UAH/US$ NBU FX rates: 40.16 (2024) 2. Actual GDP growth for 2023 and 2024 3. State Statistics Service Of Ukraine, Nationa
Slide 21: Highly experienced and well-motivated team in place
13 3,774 3,463 3,225 3,325 3,246 3,774 3,636 3,939 4,124 2021 12 471 231 2023 157 2022 VEON Holdings B.V. Helsi 8 561 230 2024 Kyivstar Tech Uklon Kyivstar Highly experienced and well - motivated team in - place across all verticals 21 Total FTEs, eop Employee engagement, % 2 Source: Kyivstar, Surve
Slide 22: Strong governance as a subsidiary of Nasdaq-listed VEON
As a subsidiary of Nasdaq - listed VEON, Kyivstar has operated with strong governance 22 Current Kyivstar Supervisory Board Robust governance practices driven by VEON Kaan Terzioglu Dmytro Shymkiv Chairman of Kyivstar Board CEO of VEON Board member Office of the President of Ukraine Former Deputy Ch
Slide 23: Kyivstar investment highlights
Kyivstar investment highlights World class team: Proven leaders with a track record of resilience through war and robust governance Robust financial profile: We believe we are poised for growth with Ukrainian recovery and digital services expansion Strong balance sheet: significant financial and str
Slide 24: Attractive valuation relative to peers
Attractive valuation relative to peers 24 2024 - 2025 EV / EBITDA 1 Sources: FactSet (as of 28 July 2025) calendarised to Dec YE, Equity analyst research notes Notes: Europe peers include BT, Deutsche Telekom, KPN, Orange, OTE, Proximus, Swisscom, Telecom Italia, Telefonica, Telenor, Telia, Elisa, T
Slide 25: Pro forma valuation and transaction overview
Pro forma valuation Transaction overview Valuation, ownership and sources & uses 25 Pro - forma ownership at closing 1 N o te s : 1. Includes ~4.0 million sponsor promote shares that vest at closing, 0.7 million private placement shares, 0.7 million shares which vest if stock price exceeds $15 withi
Slide 26: Appendix
=~ - aN ee KYIVSTAR Appendix
Slide 27: Combined income statement
Combined income statement 27 For years ended December 31 (2023, 2024) and three and six - month periods ended June 30 (2024 and 2025) 2023 2024 Q2’24 Q2’25 H1’24 H1’25 (In millions of U.S. dollars) 1 911 915 234 282 419 536 Service revenues 4 4 1 2 2 3 Other revenues 915 919 235 284 421 539 Total op
Slide 28: Combined statement of financial position (1/2)
Combined statement of financial position (1/2) 28 December 31, 2023 December 31, 2024 March 31, 2025 June 30, 2025 (In millions of U.S. dollars) 1 Assets Non - current assets 597 624 703 746 Property and equipment 257 283 283 351 Intangibles, excl. goodwill 15 14 14 118 Goodwill 343 - - - Loan recei
Slide 29: Combined statement of financial position (2/2)
Combined statement of financial position (2/2) 29 December 31, 2023 December 31, 2024 March 31, 2025 June 30, 2025 (In millions of U.S. dollars) 1 Net investment and liabilities Net investment 887 1,080 1,141 1,221 Net investment attributable to equity owners of the parent 887 1,080 1,141 1,221 Tota
Slide 30: Combined statement of cash flows (1/2)
30 Combined statement of cash flows (1/2) For the periods ended December 31 (2023, 2024) and March 31 (2024 and 2025) 2023 2024 Q1’24 Q1’25 H1’24 H1’25 (In millions of U.S. dollars) 1 Operating activities 346 347 45 58 134 161 Profit before tax Non - cash adjustments to reconcile profit before tax t
Slide 31: Combined statement of cash flows (2/2)
Combined statement of cash flows (2/2) 31 For years ended December 31 (2023, 2024) and three and six - month periods ended 31 March and June 30, respectively (2024 and 2025) 2023 2024 Q1’24 Q1’25 H1’24 H1’25 (In millions of U.S. dollars) 1 Investing activities (96) (162) (28) (35) (67) (73) Purchase
Slide 32: Reconciliation of non-IFRS / non-GAAP financial metrics (1/2)
Reconciliation of non - IFRS / non - GAAP financial metrics (1/2) 32 2023 2024 Q2’24 Q2’25 H1’24 H1’25 H1’25 LTM 2 Profit to Adjusted EBITDA reconciliation 1 281 283 72 82 108 126 301 Profit for the period 65 64 17 21 26 35 73 Income taxes 346 347 89 103 134 161 374 Profit before tax 127 118 28 35 5
Slide 33: Reconciliation of non-IFRS / non-GAAP financial metrics (2/2)
Reconciliation of non - IFRS / non - GAAP financial metrics (2/2) 33 N o te s : 1. Financials for interim periods, incl. H1’25, H1’24, Q2’25, Q2’24, were not audited, while combined financial statements for 2024 and 2023 represent audited accounts 2. Calculated as measures for 2024 minus correspondi
Slide 34: Additional financial information
Additional financial information 34 N o te s : 1. Financials for interim periods, incl. June 30, 2025, March 31, 2025, were not audited, while combined financial statements for December 31, 2024 and December 31, 2023 represent audited accounts 2. 2025 Notes at VEON Holdings and accrued interest on 2
Slide 35: Risks related to the business and industry of Kyivstar (1/3)
Risks related to the business and industry of Kyivstar (1/3) 35 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 t
Slide 36: Risks related to the business and industry of Kyivstar (2/3)
Risks related to the business and industry of Kyivstar (2/3) 36 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
Slide 37: Risks related to the business and industry of Kyivstar (3/3)
Risks related to the business and industry of Kyivstar (3/3) 37 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