3Q22 Results and Portfolio Strategy slide image

3Q22 Results and Portfolio Strategy

SUMMARY TERM SHEETS - 2023 NOTES (1/2) Amendment to existing February 2023 and April 2023 Notes to extend maturities by 8 months with a put right VEON 5.95% Notes due Feb-23 Principal Outstanding Maturity Interest Amendment Consent Levels Amendment Fee¹ • USD 529m Current Terms No change Amended Terms 13 February 2023 • 5.95% Reserved Matters • N/A • N/A Consent threshold: 100% in aggregate principal amount of notes outstanding Quorum requirement: 100% 13 October 2023 No change No change to voting thresholds and quorum requirements Beneficial owners of the Feb-23 Notes who are the target of applicable sanctions laws or regulations that prohibit them from dealing with the 2023 Notes to be excluded from counting in the consent and quorum thresholds (such beneficial owners would be excluded from both the numerator and denominator) 200bps (represents 300bps on an annualized basis) See details on following page Put Right Principal Outstanding • USD 700m Maturity • 26 April 2023 • 7.25% • Reserved Matters Interest 7.25% Notes due Apr-23 Amendment Consent Levels¹ Consent threshold: >50% of votes cast on a poll Quorum requirement: ≥75% (or if at adjourned meeting, ≥50%) Amendment Fee • N/A Put Right N/A No changes to other terms of the 2023 Notes 1. Payable on the amended maturity dates of the 2023 Notes on the 2023 Notes outstanding at that time • No change 27 December 2023 No change No change to voting thresholds and quorum requirements Beneficial owners of the Apr-23 who are the target of applicable sanctions laws or regulations that prohibit them from dealing with the 2023 Notes to be excluded from counting in the consent and quorum thresholds (such beneficial owners would be excluded from both the numerator and denominator) 200bps (represents 300bps on an annualized basis) See details on following page 31
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