VEON Ltd. · NASDAQ:VEON
VEON — VimpelCom — Merger or Acquisition (February 2015)
17 slides from VEON's merger presentation, Feb 2, 2015
Slide 1: Successful closing in Algeria A&I conference call
Successful closing in Algeria A&I conference call January 30, 2015 VimpelCom: Jo Lunder, Andrew Davies GTH: Vincenzo Nesci, Hassan Helmy
Slide 2: Disclaimer
Disclaimer This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts, and include statements regarding the expected benefits of the transactions described
Slide 3: A transformational value accretive transaction for GTH and VIP
A transformational value accretive transaction for GTH and VIP Total cash proceeds of USD 3.8 billion net of taxes and fines • Sale of 51% in Djezzy to Algerian National Investment Fund, FNI, for ~USD 2.6 billion, to be completed upon confirmation of proceeds • ~USD 1.8 billion dividend to be paid b
Slide 4: Attractive Algerian telecom market – Djezzy is market leader
Attractive Algerian telecom market – Djezzy is market leader Macro environment • GDP growth of ~3% • Government and industrial sectors account for over 60% of GDP Population1: 39.5 million • 37% of the population is under 20 years old GDP/capita PPP2 USD 7,500 Mobile penetration4: 96% Market shares3
Slide 5: Significant upside in terms of mobile penetration & data usage
Significant upside in terms of mobile penetration & data usage Mobile Penetration1 (%) Mobile Data Penetration2 (%) Data Usage2 (MB / User) Western Europe Western Europe Avg: 66% 1,272 Avg: 133% 55% 1,117 171% 53% 155% 51% 151% 47% 120% 96% 41% 39% 71% 66% 36% 53% 290 269 103 132 74 41 3% ALG BGD PA
Slide 6: Strategic focus
Strategic focus • Invest in high-speed 3G network, focusing on the latest technology • Continued 3G roll out and launch of data services with attractive bundles • Maintain leadership in customer experience and NPS • Emphasize Djezzy as the preferred Algerian mobile brand
Slide 7: Shareholders agreement
Shareholders agreement • VimpelCom/GTH to retain operational control over OTA • VimpelCom/GTH to continue to consolidate the results of OTA • OTA dividend policy ? Target pay-out ratio of not less than 42.5% of consolidated net income • Board composition ? OTA: 4 by GTH (incl. Chairman with casting
Slide 8: Settlement of disputes
Settlement of disputes • Payment of the Bank of Algeria fine of ~USD 1.1 billion ? Charge of USD 1.3 billion in the 2013 Financial Statements, revalued by USD 0.2 billion in the 2014 Financial Statements due to FOREX • Discontinuation of tax disputes ? Write-off of related tax receivables of USD 0.7
Slide 9: Omnium Telecom Algeria – financial overview
Omnium Telecom Algeria* – financial overview VimpelCom 3Q’14 LTM 3Q’14 OTA Unit 2012 2013 revenue of USD 20.8 billion EBITDA of USD 8.7 billion LTM Customers Mln 16.7 17.6 18.2 8% 11% Customer market share 54% 53% 49% Blended ARPU DZD/month 707 693 648 Total revenue DZD bln 143 143 138 92% 89% EBITD
Slide 10: Cash flow structure
Cash flow structure 1 Pre-closing dividend payment of USD 1.8 billion to GTH Algerian VimpelCom Ltd 2 External funding of DZD 50 billion State (Netherlands) (~USD 0.5 billion) from banking consortium 100% 3 Credit facilities of DZD 32 billion (~USD 0.4 billion) 7 USD 3.8 bn FNI 51.9% 4 Repayment of
Slide 11: Significantly enhanced capital structure
Significantly enhanced capital structure As at 30 September 2014, in USD billion Group debt maturity schedule by unit Improved leverage Italy 3Q14 Pro Forma1 3Q14 6.0 VIP VIP Russia 5.9 A&A Italy excl. Total Italy excl. Total Italy Italy HQ Gross debt 14.0 13.7 27.7 14.0 10.4 24.4 2.9 3.3 (USD bln)
Slide 12: New ownership structure after closing
New ownership structure after closing GTH public VimpelCom Ltd shareholders (Netherlands) Algerian State 51.9% 48.1% 100% GTH (Egypt) FNI (Algeria) 45.6% 51.0% OTA 3.4% Cevital (Algeria) (Algeria) 100% Holding entities Optimum Telecom Operations (Algeria)
Slide 13: Delivering successful results for all stakeholders
Delivering successful results for all stakeholders • USD 3.8 billion cash proceeds to be used to pay down gross debt • Expected Group annual interest savings of ~USD 0.3 billion • Retain operational control and ability to consolidate Djezzy • Partnership and co-operation with Algerian Government • D
Slide 14: “ SGlobal Telecom — SVimpelCom
“ SGlobal Telecom — SVimpelCom
Slide 15: VimpelCom 4Q14 and FY14 results announcement
VimpelCom 4Q14 and FY14 results announcement February 25, 2015 London Live presentation in London Webcast via vimpelcom.com
Slide 16: Further information
Further information Investor Relations VimpelCom T: +31 20 79 77 234 E: ir@vimpelcom.com Investor Relations Global Telecom Holding T: +202 2461 86 40 E: ir@gtelecom.com Visit our websites Install VimpelCom www.vimpelcom.com iPad App www.gtelecom.com
Slide 17: ” SGlobal Telecom — SVimpelCom
” SGlobal Telecom — SVimpelCom