Vimpelcom Amsterdam B.V. Announces Early Tender Results and Clearing Prices for Its Fourth Priority Notes

16 Mar 2015

Vimpelcom Amsterdam B.V. Announces Early Tender Results and Clearing Prices for Its Fourth Priority Notes Amsterdam, Netherlands, 16 March 2015. On 2 March 2015, VimpelCom Amsterdam B.V. (the Company ) announced its offer to purchase up to U.S.$2,100,000,000 (subject to the terms and conditions set out in the offer to purchase dated 2 March 2015 (the Offer to Purchase ), the Maximum Tender Amount ) of its outstanding (i) U.S.$500,000,000 6.493% Loan Participation Notes due 2016 issued by, but without recourse to, VIP Finance Ireland Limited (the Series 1 Notes ), (ii) U.S.$600,000,000 8.25% Loan Participation Notes due 2016 issued by, but without recourse to, UBS (Luxembourg) S.A. (the Series 2 Notes ), (iii) U.S.$1,000,000,000 9.125% Loan Participation Notes due 2018 issued by, but without recourse to, VIP Finance Ireland Limited (the Series 3 Notes and together with the Series 1 Notes and the Series 2 Notes, the First Priority Notes ), (iv) U.S.$1,000,000,000 7.748% Loan Participation Notes due 2021 issued by, but without recourse to, VIP Finance Ireland Limited (the Series 4 Notes and the Second Priority Notes ), (v) U.S.$500,000,000 6.2546% Guaranteed Notes due 2017 issued by VimpelCom Holdings B.V. (the Series 5 Notes ), (vi) U.S.$1,500,000,000 7.5043% Guaranteed Notes due 2022 issued by VimpelCom Holdings B.V. (the Series 6 Notes and together with the Series 5 Notes, the Third Priority Notes ), (vii) U.S.$600,000,000 5.20% Notes due 2019 issued by VimpelCom Holdings B.V. (the Series 7 Notes ) and (viii) U.S.$1,000,000,000 5.95% Notes due 2023 issued by VimpelCom Holdings B.V. (the Series 8 Notes and together with the Series 7 Notes, the Fourth Priority Notes ) (the Offer ). The First Priority Notes, Second Priority Notes, Third Priority Notes and Fourth Priority Notes are collectively referred to herein as the Notes . Validly tendered Notes will be accepted in the order of the priority acceptance levels as set out in the table below, except that the aggregate principal amount of Notes that will be accepted for purchase will not exceed the Maximum Tender Amount.

Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Offer to Purchase.

Further to the announcement of the Offer on 2 March 2015, the Company hereby informs Noteholders that, as at the Early Tender Time (being 9.00 pm London time (5.00 p.m. New York time) on 13 March 2015), the aggregate principal amount of each Series of Notes validly tendered (and received by the Tender Agent at or prior to the Early Tender Time) is set out in the eighth column of the table below under the heading Aggregate Principal Amount Validly Tendered at the Early Tender Time , representing approximately U.S.$1.8 billion of principal amount of the Notes. The Clearing Prices in respect of each of the Series 7 Notes and the Series 8 Notes was determined by reference to the relevant Bid Prices received, in accordance with the procedure set out in the Offer to Purchase and is set out in the seventh column of the table below that relates to the Fourth Priority Notes under the heading Total Consideration (Clearing Price) . Validly tendered Notes are irrevocable after the Early Tender Time with any future valid tenders of Notes to be considered irrevocable after that time.

First Priority Notes(1)

ISINs

CUSIP

Title of Security

Maturity Date

Priority Acceptance Level

Principal Amount Outstanding(2)

Consideration payable(3)

Aggregate Principal Amount Validly Tendered at the Early Tender Time

US918242AC23 (Rule 144A) / XS0587030957 (Reg S) 918242AC2 U.S.$ 500,000,000 6.493% Loan Participation Notes issued by VIP Finance Ireland Limited (the Series 1 Notes) 2016 1 U.S.$500,000,000 U.S.$1,028.75 U.S.$234,978,000

US90263MAE49 (Rule 144A) / XS0253861834 (Reg S) 90263MAE4 U.S.$600,000,000 8.25% Loan Participation Notes issued by UBS (Luxembourg) S.A. (the Series 2 Notes) 2016 1 U.S.$600,000,000 U.S.$1,047.50 U.S.$334,219,000

US918242AB40 (Rule 144A)/ XS0361041808 (Reg S) 918242 AB4 U.S.$1,000,000,000 9.125% Loan Participation Notes issued by VIP Finance Limited (the Series 3 Notes) 2018 1 U.S.$1,000,000,000 U.S.$1,050.00 U.S.$499,151,000

Second Priority Notes(1)

ISINs

CUSIP

Title of Security

Maturity Date

Priority Acceptance Level

Principal Amount Outstanding(2)

Total Consideration(3)

Aggregate Principal Amount Validly Tendered at the Early Tender Time

US918242AD06 (Rule 144A)/ XS0587031096 (Reg S) 918242AD0 U.S.$1,000,000,000 7.748% Loan Participation Notes issued by VIP Finance Ireland Limited (the Series 4 Notes) 2021 2 U.S.$1,000,000,000 U.S.$960.00 U.S.$349,230,000

Third Priority Notes(1)

ISINs

CUSIP

Title of Security

Maturity Date

Priority Acceptance Level

Principal Amount Outstanding(2)

Total Consideration(3)

Aggregate Principal Amount Validly Tendered at the Early Tender Time

US92718WAA71 (Rule 144A)/ XS0643176448 (Reg S) 92718W AA7 U.S.$500,000,000 6.2546% Guaranteed Notes issued by VimpelCom Holdings B.V. (the Series 5 Notes) 2017 3 U.S.$500,000,000 U.S.$997.50 U.S.$151,157,000

US92718WAB54 (Rule 144A) / XS0643183220 (Reg S 92718W AB5 U.S.$1,500,000,000 7.5043% Guaranteed Notes issued by VimpelCom Holdings B.V. (the Series 6 Notes) 2022 3 U.S.$1,500,000,000 U.S.$937.50 U.S.$190,627,000

(copy 1) Fourth Priority Notes(1)

ISINs

CUSIP

Title of Security

Maturity Date

Priority Acceptance Level

Principal Amount Outstanding(2)

Total Consideration(3)

Aggregate Principal Amount Validly Tendered at the Early Tender Time

US92718WAD11 (Rule 144A)/ XS0889401054 (Reg S) 92718W AD1 U.S.$600,000,000 5.20% Notes issued by VimpelCom Holdings B.V. (the Series 7 Notes) 2019 4 U.S.$600,000,000 U.S.$907.50 U.S.$28,935,000

US92718WAE93 (Rule 144A)/ XS0889401724 (Reg S) 92718W AE9 U.S.$1,000,000,000 5.95% Notes issued by VimpelCom Holdings B.V. (th

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