Amsterdam, Netherlands – VEON Ltd (NASDAQ: VEON, Euronext Amsterdam: VEON), a global digital operator that provides converged connectivity and online services, announces selected financial and operating results for the fourth quarter and full year ended 31 December 2022, excluding the results of the Russian operations, as they were classified as ‘held for sale’ and ‘discontinued operations’ in 4Q22:

In Q4 2022, VEON’s local currency performance accelerated sharply with total revenues of USD 940 million, -4.9% YoY in reported currency (+18.6% YoY in local currency), service revenues were USD 901 million, -4.4% YoY in reported currency (+19.2% in local currency), and EBITDA was USD 453 million, +1.2% YoY in reported currency (+30.1% YoY in local currency).

For FY 2022, VEON’s total revenues amounted to USD 3,755 million, -2.4% YoY in reported currency (+14.0% YoY local currency), service revenues were USD 3,600 million, -2.4% YoY in reported currency (+13.9% YoY in local currency), and EBITDA was USD 1,743 million, -5.3% YoY in reported currency (+12.6% YoY local currency). Full-year capex of USD 832 million was 2.9% higher than in 2021, with capex intensity up 1.1 p.p. as the company invested in 4G network expansion. Total cash and cash equivalents were USD 3.1 billion, with USD 2.5 billion held at the HQ level.

Commenting on the results, Kaan Terzioğlu said: “In the final quarter of 2022, we added further operational momentum and recorded double-digit local currency revenue growth in five of our countries, doubling the growth rate from a year ago. With our Russian operations now classified as ‘held for sale’ and ‘discontinued operations’ and not contributing to Group revenues, VEON’s topline growth in local currency for the full year 2022 was 14.0%. Furthermore, the sale of Russia will result in the significant deleveraging of the Group balance sheet. While we are smaller in size, we are now a faster growing company, serving emerging markets with strong potential demand for the services that VEON’s Digital Operator 1440 model offers.

In 2022, each of our operations achieved significant growth, both in terms of financial performance and the operational metrics that underpin our business. Our local operating companies collectively added 14 million 4G customers, bringing 4G-powered digital ‘multiplay’ users to 22% of our subscriber base while growing ARPU and customer engagement by providing more relevant connected services for our core telecom users. This strong operational performance has continued and YTD February 2023 local currency revenues are up by 15.2% YoY and local currency EBITDA up by 11.8% YoY. With continued focus on operational performance as well as financial discipline and liquidity management, including our strong liquidity position at year-end, we are well positioned to deliver growth while significantly deleveraging VEON’s balance sheet and enhancing VEON’s credit profile in 2023.”

Q4 2022 highlights

• Revenue of USD 940 million, -4.9% YoY (+18.6% YoY in local currency)
• Service revenue of USD 901 million, -4.4% YoY (+19.2% YoY in local currency)
• Data and digital revenues of USD 474 million, -7.5% YoY (+15.8% YoY in local currency)
• EBITDA of USD 453 million, +1.2% YoY (+30.1% YoY in local currency)
• Capex of USD 263 million, -5.1% YoY, with capex intensity of 22.1%
• Total cash and cash equivalents of USD 3.1 billion, +37.9% YoY, with USD 2.5 billion at Headquarters
• 157 million mobile subscribers, up 2.7% YoY
• 85 million 4G users, up 19.4% YoY, with 53.9% penetration of customer base

FY 2022 highlights

• Revenue of USD 3,755 million, -2.4% YoY (+14.0% YoY in local currency)
• Service revenue of USD 3,600 million, -2.4% YoY (+13.9% YoY in local currency)
• Data and digital revenues of USD 1,937 million, -0.7% YoY (+16.5% YoY in local currency)
• EBITDA of USD 453 million, -5.3% YoY (+12.6% YoY in local currency)
• Capex of USD 832 million, +2.9% YoY, with capex intensity of 22.1%
• Total cash and cash equivalents of USD 3.1 billion, +37.9% YoY, with USD 2.5 billion at Headquarters
• 157 million mobile subscribers, up 2.7% YoY
• 85 million 4G users, up 19.4% YoY, with 53.9% penetration of customer base

In 4Q22, VEON accelerated local currency revenue & EBITDA growth and continued to gain market share in each of its markets. The Group maintained strong liquidity, with Group cash and cash equivalents of USD 3.1 billion as of 31 December 2022.

Total Group revenues decreased by 4.9% YoY during 4Q22 in reported currency and increased by 18.6% in local currency terms, with Ukraine revenues growing 8.7% YoY in local currency and all other countries reporting double-digit local currency revenue growth for the period. Service revenues decreased by 4.4% YoY in reported currency and rose by 19.2% YoY in local currency.

In 4Q22, Group EBITDA increased by 1.2% YoY in reported currency terms (+30.1% in local currency), with Group EBITDA margin of 48.2% (+2.9 p.p. YoY). Energy costs increased across the Group +c.30% YoY negatively impacting Group EBITDA margin. We remain focused on implementing planned cost-efficiency measures across the Group and on applying inflationary pricing across our operations. Project Optimum delivered c.USD 95 million of savings in 2022 with cost intensity improving by 2.5 p.p. YoY in local currency.

The Group’s YoY revenues and EBITDA performance was impacted by several extraordinary non-recurring items in 4Q22 and in 4Q21, as noted in the Country Performance section. Excluding these one-off items, Group total revenue increased by 15.4% YoY, service revenue increased by 15.8% YoY and EBITDA increased by 7.4% YoY in local currency.

In 4Q22, we reported subscriber base growth of 2.7% YoY. The Group continued to focus on overall customer experience, seeing improving Net Promoter Score (“NPS”) across most of the countries. This supported a 19.4% YoY increase in 4G users, which reached 84.6 million, with 13.8 million users added during the year. As of 31 December 2022, 4G subscribers accounted for 53.9% of our total subscriber base, up 7.5 p.p. from a year earlier supporting the execution of VEON’s Digital Operator strategy.

Each of our operations have increased their ARPU levels YoY as they delivered a broader range of services to their customers, achieving greater wallet shares while also implementing inflationary pricing.

Our operating companies continued to execute VEON’s Digital Operator strategy (“DO1440”), aiming to deliver digital experiences for every minute of the day powered by high-quality mobile internet connectivity. On the back of our growing 4G penetration and with increasing usage of our digital services, we have expanded our multiplay customer base by 40.3% YoY, with 28.4 million multiplay customers at the end of December. While representing just 22% of the user base, multiplay customers were the source of 38.6% of VEON’s B2C revenues. Multiplay customer ARPU is 3.6 times higher, and churn is 0.4 times lower than for single play voice-only customers.

Media streaming services Toffee in Bangladesh and Tamasha in Pakistan were among key drivers of growth in multiplay, as well as our overall digital offering. Toffee in Bangladesh reached 21.2 million monthly active users (“MAUs”) in December 2022, a 3.3-fold YoY increase, with 5.2 million average daily users (5.0 times higher YoY). Tamasha in Pakistan reached 4.3 million MAUs, a 3.5-fold YoY increase.

Our digital financial services business in Pakistan, JazzCash, increased its monthly active users by 8.0% YoY, reaching 16.4 million MAUs and increasing its 12-month total transaction volume by 31.3% YoY.

In 4Q22, Group capex was USD 263 million, driven by investment in 4G networks in Ukraine, Bangladesh and Uzbekistan, in line with our growth strategy. At 22.1%, capex intensity increased marginally by 1.1 p.p. YoY, primarily due to adverse FX rate movements. We closed the fourth quarter with total cash of USD 3.1 billion, including USD 2.5 billion at the HQ level. Our operations remain largely self-funding.

In Ukraine, the team continued to work to keep the country connected, with around 90% of our radio network operational at the end of the quarter. However, over the course of the quarter, damage to Ukrainian power infrastructure impacted network availability at times. Kyivstar’s revenues were up 8.7% YoY in local currency (-20.7% YoY in reported currency); the Ukrainian hryvnia’s forex performance negatively impacted reported currency growth rates. Kyivstar’s 4G customer base grew 8.2% YoY, and our customers consumed more data, with data usage rising 26.3% YoY. EBITDA decreased by 7.3% YoY in local currency (-32.4% YoY in reported currency) in 4Q22. EBITDA performance was impacted by the change in revenue mix impacting margins, operational cost pressures including energy costs, indexation of frequency fees, as well as by charitable donations and the staff care program, as Kyivstar continues to support its employees and the community.

Pakistan revenues rose 24.3% YoY in local currency (-2.6% YoY in reported currency), driven by strong growth in data revenue, despite the negative impact of the increase in withholding tax from 10% to 15% on 16 January 2022, and the further reduction in mobile termination rates from PKR 0.70 last year to PKR 0.40 from 01 July 2022. The weakness in the Pakistani rupee negatively impacted financial performance in reported currency. Jazz grew its subscriber base (+1.5% YoY), 4G users (+17.9% YoY) and ARPU (+22.0% YoY) in 4Q22. EBITDA in Pakistan rose by 86.9% YoY in local currency (+46.9% YoY in reported currency). Revenue and EBITDA performance in 4Q22 was positively impacted by the reversal of a provision following a favorable decision from the Islamabad High Court on pending litigation, increasing recorded revenues by PKR 6.6 billion (c.USD 30 million) and EBITDA by PKR 20.2 billion (c.USD 91 million). Higher energy prices in Pakistan negatively impacted EBITDA margin by c.4 p.p.

In Kazakhstan, revenues increased 20.0% YoY in local currency (+10.2% YoY in reported currency), another quarter of strong growth supported by further expansion of our mobile customer base (+6.8% YoY), higher data usage (+19.2% YoY) and inflationary pricing of tariffs. This was the seventh consecutive quarter of local-currency revenue YoY growth above 20%, while Beeline Kazakhstan reached 68.3% 4G penetration in the customer base (+4.7 p.p. YoY). EBITDA rose by 7.0% YoY in local currency terms (-1.6% YoY in reported currency).

In Bangladesh, Banglalink’s revenues increased 16.9% YoY in local currency (-2.5% YoY in reported currency). This was the third quarter of double-digit local currency revenue growth. Banglalink’s execution of its Digital Operator strategy, 4G focus and nation-wide expansion continue to deliver results, with the rising number of data and, in particular, 4G users, driving growth in data consumption. Banglalink reported balanced expansion of its subscriber base (+7.1% YoY) and ARPU (+5.0% YoY) in 4Q22. EBITDA decreased 9.7% YoY in local currency (-24.7% YoY in reported currency) impacted by the higher network related costs and minimum tax on gross revenue paid in 4Q22.

In Uzbekistan, revenues increased 30.3% YoY in local currency (+25.3% YoY in reported currency), a sixth consecutive quarter of double-digit revenue growth and a fourth consecutive quarter of revenue growth above 20%. This was driven by a 28.4% YoY expansion in the 4G subscriber base and a solid increase in data revenues, which were 38.9% higher YoY. EBITDA rose 14.4% YoY in local currency (+10.0% YoY in reported currency).

As VEON Group strengthens its position for accelerating growth, our 2023 local currency guidance for both revenue and EBITDA is growth of 10%-14%. VEON’s 2023 outlook for the Group’s capex intensity is in the range of 18%-20% (See Disclaimer on pages 25-26 below for a discussion of factors that could cause actual results to differ from expectations).

Key recent developments

• Veon appoints Joop Brakenhoff as Group Chief Financial Officer. On 15 March 2023, VEON announced the appointment of Joop Brakenhoff as Group Chief Financial Officer (CFO), effective from 1 May 2023. Joop will replace Serkan Okandan whose three-year contract as Group CFO is set to expire at the end of April 2023. Serkan will continue to serve VEON as a special advisor to the Group CEO and CFO.
• VEON to accelerate Digital Operator roll-out with appointment of Group DO1440 Officer. On 9 March 2023, VEON announced the appointment of a dedicated Group DO1440 Officer, Lasha Tabidze, to support its operating companies in executing its digital operator model. Lasha Tabidze has a strong track record in delivering digital products and digital transformation. His previous roles include CEO of Beeline Georgia, which was sold by VEON in 2022. In his Group DO1440 Officer role, Mr. Tabidze will report to VEON Group CEO Kaan Terzioglu.
• VEON’s Digital Operator 1440 recognized as “The Best Service for Connected Consumers” at GLOMO Awards. On 1 March 2023, VEON announced that it had received GSMA’s Global Mobile Award for “Best Mobile Operator Service for Connected Consumers” with its Digital Operator 1440 model – DO1440. VEON Group CEO Kaan Terzioglu received the award on behalf of the Group’s digital operators, who have implemented the DO1440 model in their markets over the past 2 years, aiming to deliver valuable digital experiences for their customers 1440 minutes of a day.
• VEON enters into agreement to sell its Russian operations and obtains Russian regulatory approval¹. On 24 November 2022, VEON announced that following a competitive process, it has entered into an agreement to sell its Russian operations to certain senior members of the management team of PJSC VimpelCom, led by Beeline Russia’s current CEO Aleksander Torbakhov. The transaction is subject to customary closing conditions, including receipt of requisite regulatory approvals and licenses from relevant government authorities. The target completion date for the transaction is on or before 1 June 2023, with options on both sides for extensions in case any required regulatory license has not yet been received. As part of the transaction, ownership of VEON’s Kazakhstan operations has been transferred from PJSC VimpelCom to VEON headquarters on 7 December 2022. This ensures that VEON will continue to control its Kazakhstan operations, with VEON Holdings B.V. taking direct ownership of the Group’s 75% stake in Kar-Tel, which operates under the Beeline brand in the country.
• On 7 February 2023, the Sub-Commission of the Government Commission for Control over Foreign Investments in the Russian Federation issued its approval of the proposed sale of VEON’s Russian operations to certain senior members of the management of PJSC VimpelCom, led by its current CEO Alexander Torbakhov, subject to certain conditions. It is anticipated that the remaining closing conditions will be satisfied and that, as previously communicated, the transaction will complete on or before 1 June 2023.
• Scheme of arrangement to extend 2023 notes maturities. On 30 January 2023, VEON announced that the Scheme Sanction Hearing had taken place, at which the Court made an order sanctioning the Scheme in respect of the Company’s 2023 Notes (the “Order”). On 31 January 2023, VEON confirmed that the Order had been delivered to the Registrar of Companies and become effective. The amendments to the 2023 Notes will become effective upon receipt of relevant licenses, at which time the maturity dates of the February 2023 and April 2023 notes will be amended to October and December 2023, respectively. Pursuant to the amendments, the respective maturity dates of the February 2023 Notes and April 2023 Notes will be extended to October 2023 and December 2023 respectively, noteholders will be entitled to payment of an amendment fee of 200bps payable on the 2023 Notes outstanding on their respective amended maturity dates and a put right will be opened requiring the Company to repurchase 2023 Notes held by 2023 Noteholders exercising the Put Right, exercisable at a purchase price of 102 per cent of the principal amount, together with accrued and unpaid interest. The Put Right should only be open to international investors.
• VEON management increased ownership. On 21 February 2023, VEON announced the completion of a further share transfer to Group Executive Committee (“GEC”) member, Group Chief Internal Audit & Compliance Officer, Joop Brakenhoff. A total of 104,047 shares vested as part of VEON’s Deferred Share Plan. Of those, 52,543 shares were transferred to Mr. Brakenhoff, with the remaining 51,504 withheld to cover local withholding tax. This award followed the completion of share transfers to the Group CEO and Group CFO announced on 11 July 2022 and the completion of share transfers to GEC members announced on 18 July 2022 as part of the Group’s incentive program announced in February 2022.
• VEON announced ratio change under its American Depositary Receipt (“ADR”) program. On 6 February 2023, VEON announced that its Board of Directors approved a change of ratio in the Company’s ADR program, comprising a change in the ratio of American Depositary Shares (the “ADSs”) to VEON common shares (the “Shares”) from one (1) ADS representing one (1) Share, to one (1) ADS representing twenty-five (25) Shares (the “Ratio Change”). On 6 March 2023, VEON announced postponement to effectiveness of ratio change under its ADR program as The Depository Trust & Clearing Corporation (“DTCC”) was not prepared to make the new CUSIP with new ratio available on Monday, 6 March 2023 as scheduled. On 7 March 2023, VEON confirmed revised timing for effectiveness of ratio change under its ADR program. The effective date of the Ratio Change was 8 March 2023.
• US Treasury expanded General License to include both VEON Ltd. and VEON Holdings. On 18 January 2023, VEON announced that the U.S. Department of the Treasury, Office of Foreign Assets Control (OFAC) has replaced the General License 54 originally issued on 18 November 2022 with General License 54A to now include both VEON Ltd. and VEON Holdings B.V. (VEON Holdings). This general license applies to all debt and equity securities of VEON Ltd. or VEON Holdings that were issued before 6 June 2022, and confirms that the authorization applies not only to the purchase and receipt of debt and equity securities, but also to transactions ordinarily incident and necessary to facilitating, clearing and settling of such transactions. This General License ensures that all market participants can trade the relevant securities with confidence that such trading is consistent with E.O. 14071, which targeted “new investment” in Russia.
• VEON appoints PWC as the Dutch statutory financial statement auditors. On 11 January 2023, VEON announced the appointment of PricewaterhouseCoopers Accountants N.V. as the Dutch statutory financial statement auditors for the year ended 31 December 2022. As noted in the “Notice to Readers: Impact of The Conflict”, the Company notes that due to the military conflict in Ukraine and its consequences, it is unlikely that the 2022 Dutch financial statements can be filed within the statutory deadline of 30 April 2023.

¹ The sale of VEON’s Russian operations is subject to customary closing conditions, including receipt of requisite regulatory approvals and licenses from relevant government authorities. There can be no assurance that the requisite approvals will be received or that such sale will complete.