TeliaSonera supports MegaFon s acquisition of Scartel and Yota

TeliaSonera supports MegaFon's acquisition of Scartel and Yota

8 August 2013

MegaFon today announced its intention to acquire Scartel and Yota from its majority owner Garsdale at an equity value of USD 1.18 billion. TeliaSonera believes that this acquisition is value enhancing for MegaFon's shareholders as it will strengthen MegaFon's mobile data leadership in Russia and bring significant cost synergies. TeliaSonera intends to vote in favor of the proposed acquisition at the forthcoming extraordinary general meeting of MegaFon's shareholders on September 12, 2013.

Scartel and Yota own a nationwide 4G/LTE spectrum consisting of 2x30 MHz in the 2.5-2.6 GHz frequency band. It also owns a 4G/LTE network covering approximately 27 percent of the Russian population and provides 4G services to more than 600,000 subscribers. Scartel and Yota are today controlled by Garsdale which also owns the majority of MegaFon (50 percent plus 100 shares). Garsdale is ultimately controlled by Mr. Alisher Usmanov. Under Russian law, the proposed transaction constitutes an interested party transaction and must be approved by a simple majority of the disinterested shareholders at a general meeting of MegaFon. TeliaSonera owns 25.2 percent of the shares in MegaFon.

TeliaSonera has done a thorough review, analyzing the merits and potential risks of this transaction during the past few months. The fact that the seller is also MegaFon's largest shareholder has made it even more important to look at it from the perspective of all shareholders. TeliaSonera has concluded that an acquisition of Scartel and Yota would be strategically attractive and value enhancing for MegaFon. We therefore intend to vote in favor of the transaction at the extraordinary general meeting in September, says Per-Arne Blomquist, President and CEO of TeliaSonera.

In connection with the proposed acquisition, Deutsche Bank has acted as financial advisor to TeliaSonera and provided a fairness opinion to the board of directors of TeliaSonera. White & Case has acted as legal counsel to TeliaSonera.

TeliaSonera AB discloses the information provided herein pursuant to the Swedish Securities Markets Act and/or the Swedish Financial Instrument Trading Act. The information was submitted for publication at 8.05 a.m CET on August 8, 2013.

For more information, please contact the TeliaSonera press office +46 771 77 58 30, +cerff@gryvnfbaren.pbz, visit our Newsroom or follow us on Twitter @TLSN_Media.

Forward-Looking Statements

Statements made in the press release relating to future status or circumstances, including future performance and other trend projections are forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of TeliaSonera.

TeliaSonera provides network access and telecommunication services in the Nordic and Baltic countries, the emerging markets of Eurasia, including Russia and Turkey, and in Spain. TeliaSonera helps people and companies communicate in an easy, efficient and environmentally friendly way. Our ambition is to be number one or two in all our markets, providing the best customer experience, high quality networks and cost efficient operations. TeliaSonera is also the leading European wholesale provider with a wholly-owned international carrier network. In 2012, net sales amounted to SEK 105 billion, EBITDA to SEK 36.1 billion and earnings per share to SEK 4.59. The TeliaSonera share is listed on NASDAQ OMX Stockholm and NASDAQ OMX Helsinki. Read more at www.teliasonera.com.

LINK:	http://www.teliasonera.com/en/newsroom/press-releases/2013/8/teliasone...
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