VimpelCom to support improved capital structure of its fully owned Italian subsidiary WIND

19 Mar 2014

VimpelCom to support improved capital structure of its fully owned Italian subsidiary WIND Amsterdam (March 19, 2014) - VimpelCom Ltd. ( VimpelCom , Company or Group ) (NASDAQ: VIP) announced today that the Company, its indirectly owned subsidiaries WIND Telecomunicazioni S.p.A ( WIND ) and Wind Acquisition Finance S.A. ( WAF ) are considering a multi-step refinancing plan to improve WIND's capital structure.

WIND and WAF are currently seeking the consent of lenders to amend WIND's Senior Facilities Agreement ( SFA ) to provide operational flexibility and facilitate the implementation of the multi-step refinancing plan. The amendments would include changes to provide sufficient headroom under the financial covenants and up to an additional EUR 800 million plus associated transaction costs, fees and expenses in debt incurrence and distribution flexibility to permit a refinancing of the pay-in-kind notes guaranteed by WIND's immediate parent, Wind Acquisition Holdings Finance ( WAHF ). The plan envisages a concurrent refinancing of WAF's junior secured notes maturing in 2017, as permitted by the SFA. Further requested amendments would, among other changes, extend the maturity profile of the SFA, whereby the consenting lenders will roll into new extended SFA tranches.

The refinancing plan also contemplates a cash injection of EUR 500 million by VimpelCom, which will be a condition to the refinancing of the WAHF notes and the effectiveness of certain other elements of the amendment request. Execution of the cash injection and the refinancing remains subject to relevant corporate approvals, including by VimpelCom's Supervisory Board.

The aim of the refinancing plan is to provide the Group with significant interest cost savings, stronger cash flow generation, a deleveraging trajectory and an extended maturity profile.

The consent request expires on April 2, 2014 at 5 pm CET.

Disclaimer

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any state or jurisdiction. Securities may not be offered or sold in the United States unless registered under the Securities Act of 1933, as amended (the Securities Act ) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

This press release contains forward-looking statements , as the phrase is defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements relate to the multi-step refinancing plan, including lender consents, potential additional debt incurrence and potential refinancing of pay-in-kind notes guaranteed by WAHF and WAF's junior secured notes, and the potential VimpelCom cash injection, as well as the potential benefits of such refinancing plan. The forward-looking statements included in this press release are based on management's best assessments of the current situation. The actual outcome may differ materially from these statements. There can be no assurance that the requisite lender consents will be obtained or that the further steps in the refinancing plan will be completed. In addition, there can be no assurance that VimpelCom will inject EUR 500 million or another amount. The amount of the injection, if any, and timing will depend on market conditions and other factors affecting the Group. Certain factors that could cause actual results to differ materially from those discussed in any forward-looking statements include the risk factors described in the Company's Form 20-F and other public filings made by the Company with the SEC, which risk factors are incorporated herein by reference. The Company disclaims any obligation to update developments of these risk factors or to announce publicly any revision to any of the forward-looking statements contained in this release, or to make corrections to reflect future events or developments.

About VimpelCom

VimpelCom is one of the world's largest integrated telecommunications services operators providing voice and data services through a range of traditional and broadband mobile and fixed technologies in Russia, Italy, Ukraine, Kazakhstan, Uzbekistan, Tajikistan, Armenia, Georgia, Kyrgyzstan, Laos, Algeria, Bangladesh, Pakistan, Burundi, Zimbabwe, Central African Republic and Canada. VimpelCom's operations around the globe cover territory with a total population of approximately 753 million people. VimpelCom provides services under the Beeline, Kyivstar, djuice, WIND , Infostrada Mobilink , Leo , banglalink , Telecel , and Djezzy brands. As of December 31, 2013 VimpelCom had 220 million mobile subscribers on a combined basis. VimpelCom is traded on the NASDAQ Global Stock Market under the symbol (VIP). For more information visit: http://www.vimpelcom.com

Contact information

Investor Relations

VimpelCom Ltd.

Gerbrand Nijman

ir@vimpelcom.com

Tel: +31 20 79 77 200 (Amsterdam)

Media and Public Relations

VimpelCom Ltd.

Bobby Leach/Artem Minaev

pr@vimpelcom.com

Tel: +31 20 79 77 200 (Amsterdam)

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LINK:	http://www.vimpelcom.com/Media-center/Press-releases/2014/VimpelCom-to...
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