VEON Gets Unanimous Support from Noteholders Voting in Consent Solicitation to Facilitate Indirect Listing of Kyivstar on Nasdaq

30 Jan 2025

VEON Gets Unanimous Support from Noteholders Voting in Consent Solicitation to Facilitate Indirect Listing of Kyivstar on Nasdaq Dubai and Amsterdam, 30 January 2025 - VEON Ltd. (Nasdaq: VEON), a global digital operator ( VEON or the Group ), today announces the successful completion of a bond consent solicitation process (the Consent Solicitation ) undertaken by VEON Holdings B.V. (the Issuer), with unanimous support from voting noteholders to substitute a new VEON subsidiary for the Issuer and to make certain other amendments to the terms and conditions of the Issuer's U.S.$1,013,683,000 3.375 per cent. Senior Unsecured Notes due 25 November 2027 (ISIN: Reg S: XS2824764521/ Rule 144A: XS2824766146) (the Notes).

Completion of the Consent Solicitation is an important milestone for VEON following the announcement the signing of a letter of intent ( LOI ) with Cohen Circle to enter into a business combination aimed at listing Kyivstar on the Nasdaq in the United States.

Earlier today, a meeting of the holders of the Notes was held in connection with the Consent Solicitation. With holders of 95.83% in principal amount of the Notes represented at the meeting, the extraordinary resolution in connection with the Consent Solicitation was passed with 100% of the total votes cast in favor.

Successful completion of the consent solicitation is a further sign of investor support for VEON's decision to pursue the potential indirect listing of Kyivstar on the Nasdaq. We are deeply grateful for the unanimous backing of participating bondholders as we work diligently towards the successful completion of this process, said Kaan Terzioglu, VEON Group CEO.

For the full announcement about the results of the noteholders' meeting, please visit the VEON website: https://www.veon.com/investors/credit-investors

Advisors

Jefferies GMBH and ICBC Standard Bank Plc acted as Structuring and Solicitation Agents in connection with the Consent Solicitation. Kroll Issuer Services Limited acted as Tabulation Agent in connection with the Consent Solicitation.

About VEON

VEON is a digital operator that provides converged connectivity and digital services to nearly 160 million customers. Operating across six countries that are home to more than 7% of the world's population, VEON is transforming lives through technology-driven services that empower individuals and drive economic growth. VEON is listed on NASDAQ. For more information visit: www.veon.com

Disclaimer

This release contains forward-looking statements , as the phrase is defined in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Forward-looking statements are not historical facts, and include statements relating to, among other things, VEON's corporate strategy. Forward-looking statements are inherently subject to risks and uncertainties, many of which VEON cannot predict with accuracy and some of which VEON might not even anticipate. The forward-looking statements contained in this release speak only as of the date of this release. VEON does not undertake to publicly update, except as required by U.S. federal securities laws, any forward-looking statement to reflect events or circumstances after such dates or to reflect the occurrence of unanticipated events.

Contact Information

VEON

Hande Asik

Group Director of Communications

pr@veon.com

LINK:	https://www.veon.com/newsroom/press-releases/veon-gets-unanimous-suppo...
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