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VEON Holdings B.V. - Consent Solicitation 2024 (XS/US) - Results

VEON HOLDINGS B.V. announces results of noteholders’ meetings in respect of its outstanding Notes

07 MAY 2024


Full announcement including disclaimers and offer restrictions available via Luxse


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"Results of Meetings of the April 2025 Notes, the September 2025 Notes and the 2027 Notes


NOTICE IS HEREBY GIVEN to:


(a) the holders of the April 2025 Notes that (i) at the Meeting of the holders of the April 2025 Notes, the necessary quorum was achieved, the Extraordinary Resolution was passed and the Eligibility Condition was satisfied; and (ii) the Resolution Inter-conditionality has been waived and accordingly the Proposals will be implemented on the Settlement Date. The Issuer will announce the Settlement Date as soon as reasonably practicable. As the Issuer currently expects the Settlement Date to occur later than 13 May 2024, the Early Exchange Date in respect of the relevant Exchange Eligible Notes will be announced by the Issuer in due course (and will be announced no later than 2 Business Days prior to the date on which the Early Exchange Date will fall);


(b) the holders of the 2027 Notes that (i) at the Meeting of the holders of the 2027 Notes, the necessary quorum was achieved, the Extraordinary Resolution was passed and the Eligibility Condition was satisfied; and (ii) the Resolution Inter-conditionality has been waived and accordingly the Proposals will be implemented on the Settlement Date. The Issuer will announce the Settlement Date as soon as reasonably practicable. As the Issuer currently expects the Settlement Date to occur later than 13 May 2024, the Early Exchange Date in respect of the relevant Exchange Eligible Notes will be announced by the Issuer in due course (and will be announced no later than 2 Business Days prior to the date on which the Early Exchange Date will fall); and


(c) the holders of the September 2025 Notes that at the Meeting of the holders of the September 2025 Notes, the necessary quorum was achieved but the Extraordinary Resolution was not passed and the Proposals will not be implemented; and


Early Exchange Eligible Notes


All Eligible Noteholders who have submitted valid Consent Instructions pursuant to the relevant Consent Solicitation (whether, in favour of, or against, the relevant Extraordinary Resolution) (in respect of each such Series, the Early Exchange Eligible Notes) will on the Early Exchange Date, receive in exchange for their Notes of the relevant Series and conditional on the cancellation of such Notes (including in the case of any Early Exchange Eligible Notes that are DTC Notes, the delivery of such DTC Notes to the Issuer or the Principal Paying Agent, as applicable, for cancellation), an equal aggregate principal amount of applicable New Notes (as defined in the Consent Solicitation Memorandum) of the relevant Series (the Early Exchange Settlement).


Adjournment of the Meetings in respect of the June 2025 Notes and the 2026 Notes


NOTICE IS HEREBY GIVEN to the holders of the June 2025 Notes and the 2026 Notes that the quorum required for the Meetings of the holders of each of the June 2025 Notes and the 2026 Notes was not obtained, and accordingly such Meetings have been adjourned. "


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"The Issuer will not extend the Voting Deadline for the Consent Solicitation in respect of the June 2025 Notes.


The Voting Deadline for the Consent Solicitation in respect of the 2026 Notes is extended to 4.00 p.m. (London time) on 16 May 2024, and (for the purposes of such Consent Solicitation) references in the Consent Solicitation Memorandum to the Voting Deadline must be read accordingly. The Expiration Time in respect of each Consent Solicitation shall be extended to 12.00 p.m. (London time) on 22 May 2024."


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VEON HOLDINGS B.V. announces Consent Solicitations in respect of certain Notes

18 APRIL 2024


Full announcement including disclaimers and offer restrictions available via Luxse


18 April 2024. VEON Holdings B.V. (the Issuer) announced today invitations to Eligible Noteholders (as defined below) of each series of Notes described in the table below (together the Notes, and each series of Notes a Series) to consent to certain proposals, as described under “Proposals” below (each such invitation a Consent Solicitation and collectively the Consent Solicitations).

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Details of the Notes



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