VEON Ltd. · NASDAQ:VEON
VEON — Merger or Acquisition (June 2019)
9 slides from VEON's merger presentation, Jun 26, 2019
Slide 1: Global Telecom Holding (GTH) Restructuring
G l o b a l Te l e c o m H o l d i n g ( G T H ) R e s t r u c t u r i n g A ms t e r d a m, 2 6 J u n e 2 0 1 9
Slide 2: Disclaimer
Disclaimer This presentation has been prepared by VEON Ltd. (“VEON”), is in summary form and does not purport to be complete. This presentation is not an offer to buy or sell, nor a solicitation of an offer to sell or buy, securities in any jurisdiction. Forward-looking statements This presentation
Slide 3: GTH restructuring that benefits all stakeholders
GTH restructuring that benefits all stakeholders The agreement enables VEON to move forward with the Mandatory Tender Offer and subsequent restructuring of GTH within the VEON Group GTH and the Egyptian Tax Authority have signed a tax settlement agreement for a total amount of USD 136 million, with
Slide 4: GTH's MTO is an attractive exit for minority shareholders
GTH’s MTO is an attractive exit for minority shareholders 39.6% premium EGP 5.08 to GTH average three-month share price prior to the MTO filing (08Nov’18 - 07Feb’19) Offer Price 44.3% premium to GTH average six-month share price prior to the MTO filing (08Aug’18 - 07Feb’19) • The offer price of EGP
Slide 5: Prospective structure after full completion
Prospective structure after full completion Current structure1 New structure1 VEON VEON 57.7% GTH 100% 85.0%2 45.6%3 100.0% 100.0% 100.0%4 Pakistan Pakistan Algeria Algeria Bangladesh 100% 85.0%2 45.6%3 100.0% 100.0% (“Mobilink (“Jazz”) (“Djezzy”) (“Med Cable”) (“Banglalink”) GTH Bank”) Pakistan Pak
Slide 6: Delivering successful outcomes for all stakeholders
Delivering successful outcomes for all stakeholders ü Fully resolves a long-standing tax issue with the Egyptian authorities ü Offers an attractive exit for GTH minority shareholders via the MTO ü Proposes a definite plan for GTH delisting and asset transfers, simplifying VEON Group’s structure in t
Slide 7: Appendix
APPENDIX
Slide 8: Financial implications for VEON
Financial implications for VEON Expected Impact On: Event Income Statement Cash Flow Balance Sheet Tax Settlement Tax payments: Tax expense, above provision: Increase in the net debt position upon USD 53.7 million in Q2 2019 USD 61 million tax payment USD 136 million USD 82.3 million by the end of 2
Slide 9: Contact information
Contact information VEON Contact Information Investor Relations Media and Public Relations Nik Kershaw Kieran Toohey ir@veon.com pr@veon.com Questions regarding the Mandatory Tender Offer should be directed to Harkins Kovler, LLC, the information agent for the tender offer: Harkins Kovler, LLC Telep