Sony Pixel Power calrec Sony

VEON issues supplemental Practice Statement Letter

09/12/2022

09 Dec 2022

VEON issues supplemental Practice Statement Letter Amsterdam, Netherlands, 9 December 2022 21:15 CET: VEON Ltd. (Nasdaq: VEON, Euronext Amsterdam: VEON) ( VEON or, together with its subsidiaries, the Group ), a global digital operator that provides converged connectivity and online services, and its subsidiary VEON Holdings B.V. (the Company ) refer to the announcement dated 24 November 2022 relating to the launch of the Company's proposed scheme of arrangement (the Scheme ) in respect of the 5.95% notes due February 2023 and 7.25% notes due April 2023 issued by the Company (together, the 2023 Notes ) and the issuance of the Practice Statement Letter on the same date (the Initial Practice Statement Letter ). The Company has today issued a supplemental Practice Statement Letter in connection with the Scheme (the Supplemental Practice Statement Letter ).

Capitalised terms used but not otherwise defined herein shall have the meaning given to them in the Initial Practice Statement Letter, which is available via the Scheme Website at https://deals.is.kroll.com/veon.

As set out in the announcement of 24 November 2022, the Scheme originally proposed the following amendments to the 2023 Notes:

- an eight-month extension of the respective maturity dates of the February 2023 Notes and April 2023 Notes to October 2023 and December 2023 respectively;

- an amendment of the consent and quorum thresholds for ordinary matters and Reserved Matters (as defined in the 2023 Notes Trust Deeds) and excluding beneficial owners of the 2023 Notes who are the target of applicable sanctions laws or regulations that prohibit them from dealing with the 2023 Notes from counting in the consent and quorum thresholds; and

- payment of an amendment fee of 75bps payable on the 2023 Notes outstanding on their respective amended maturity dates (the Amendment Fee ).

Following feedback from certain of the 2023 Noteholders, the Company has today informed the Scheme Creditors, by the Supplemental Practice Statement Letter, which is also available via the Scheme Website at https://deals.is.kroll.com/veon, that it has amended the terms of the proposal set out in the Scheme. The enhancements to the terms of the proposed Scheme set out in the Supplemental Practice Statement Letter are:

- an increase in the Amendment Fee to 200bps (which will be payable on the new maturity dates of the 2023 Notes on the 2023 Notes outstanding at that time); and

- the inclusion of a put right (the Put Right ) requiring the Company to repurchase 2023 Notes in an aggregate amount of USD 600 million (or, if the principal amount of the 2023 Notes exercising the Put Right is less than USD 600 million, such lower amount), subject to:

compliance by the Company with all applicable laws and regulations, including Sanctions laws and regulations; and

VEON Ltd., together with VEON Amsterdam B.V. and the Company, having an aggregate cash balance in their accounts in excess of USD 1 billion (net of the aggregate amount drawn under the Company's multicurrency revolving facility, which as of today is USD 1,055,000,000) at 9:00 a.m. (CET) on the business day immediately preceding the later to occur of (A) 2 May 2023, and (B) the date the amendments to the 2023 Notes pursuant to the Scheme become effective (the Cash Balance Test Date ).

If the above conditions are satisfied, the Put Right will be exercisable from the first business day following the Cash Balance Test Date. The 2023 Noteholders will then have ten calendar days to exercise the Put Right by complying with procedures specified by the Company.

The Put Right will be exercisable at a purchase price of 101 per cent. of the principal amount, together with accrued and unpaid interest.

To the extent the aggregate amount of 2023 Notes with respect to which the Put Right has been validly exercised exceeds USD 600 million, the repurchase shall be made on a pro rata basis by reference to the principal amount of 2023 Notes that exercise the Put Right.

The Company will undertake pursuant to the Scheme and the amended 2023 Notes Trust Deeds not to (and not to permit any of its subsidiaries, other than VimpelCom, to) tender for any Notes until after the settlement of each validly executed Put Right.

Further detail on those amendments to the proposal set out in the Scheme is set out in the Supplemental Practice Statement Letter.

Scheme of Arrangement

The Scheme is subject to obtaining the necessary majority consents (being a majority in number, representing at least 75% by value, of those beneficial owners of the 2023 Notes present and voting at the Scheme meeting, either in person or by proxy). Any sanctioned beneficial owners of the 2023 Notes and sanctioned persons that may act as custodian for beneficial owners of the 2023 Notes will be excluded from participating in and voting on the Scheme.

All actions taken in connection with the Amendments shall be in full compliance with all applicable sanctions laws and regulations, including any economic or financial sanctions laws or regulations as amended from time to time, administered, enacted, or enforced by: the United States; the United Nations; the European Union or any member states thereof; the United Kingdom; Bermuda and other jurisdictions applicable to the Group (excluding the Russian Federation and the Republic of Belarus), and any necessary licenses and approvals issued by the competent sanctions authorities of the foregoing jurisdictions.

Next Steps

Further details regarding the Scheme and the Amendments are contained in the Initial Practice Statement Letter and Supplemental Practice Statement Letter, each of which are available on the Scheme Website at deals.is.kroll.com/veon.

The Group is targeting the sanctioning and effectiveness of the Scheme in late January or early February. If the Scheme becomes effectiv
LINK: https://www.veon.com/media/media-releases/2022/veon-issues-supplementa...
See more stories from vimpel

Most recent headlines

13/03/2025

FCC Chairman Carr Launches Massive Deregulation Initiative

WASHINGTON FCC Chairman Brendan Carr announced that the agency has launched a massive, new deregulatory initiative that could potentially subject virtually all ...

13/03/2025

SDVI Integrates Rally With Spectra Vail

SUNNYVALE, Calif. SDVI has announced that it has integrated its Rally media supply chain management platform with the Spectra Vail multi-cloud data management s...

13/03/2025

FCC Approves Gray's Acquisition of KXLT

ATLANTA Gray Media has announced that the Federal Communications Commission (FCC) has granted a waiver of its local ownership rules to permit Gray Media to acqu...

13/03/2025

NAB Show 2025 Exhibitor Insight: Blackmagic Design

TV Tech: What do you anticipate will be the most significant technology trends at the 2025 NAB Show?...

13/03/2025

Watch Student Naomi Soleils Folk Pop Performance on The Voice

Watch Student Naomi Soleils Folk Pop Performance on The Voice The songwriting major sang Stars by Grace Potter and the Nocturnals during the blind auditions. ...

12/03/2025

Como o Impacto Cultural e Financeiro da Indstria Musical Define Seu Sucesso em 2025

O Spotify acaba de lan ar o relat rio Loud & Clear deste ano, uma vis o transpar...

12/03/2025

Cmo el impacto cultural y financiero de la industria musical define su xito en 2025

Spotify acaba de presentar el informe Loud & Clear de este a o, una mirada trans...

12/03/2025

Nourish Mind, Body, and Soul This Ramadan With Spotify

Ramadan, a period of profound spiritual significance for Muslims worldwide, is a time for fasting, prayer, reflection, and community. Enrich your experience thi...

12/03/2025

How the Music Industry's Cultural and Financial Impact Define Its Success in 2025

Spotify has just unveiled this year's Loud & Clear report, a transparent loo...

12/03/2025

FAST now transcends back catalog content

More than 70% of FAST programming has been produced since 2010, according to new Gracenote report NEW YORK March 12, 2025 Gracenote, the content data busin...

12/03/2025

Viamedia Adopts ShowSeeker Pilot To Streamline Ad Workflows

GEONA, Nev. Independent digital and linear advertising rep firm Viamedia will adopt cloud-based ShowSeeker Pilot as its primary ad campaign and order management...

12/03/2025

Mediagenix Appoints Wael Yasin as Sales Director Central Europe

BRUSSELS Mediagenix has announced that Wael Yasin has joined the company as sales director Central Europe....

12/03/2025

Omdia: Global Online Consumer Expenditure to Hit $6.6 Trillion by 2029

LONDON A new study highlights opportunities for shoppable TV and the massive impact online consumer spending is having on the economy, with Omdia predicting tha...

12/03/2025

Comcast Technology Solutions Upgrades to Interra Systems BATON Version 9

CUPERTINO, Calif. Interra Systems has announced that Comcast Technology Solutions has integrated recent updates to BATON Version 9 into its operations....

12/03/2025

Nevion announces new 400G addition to its eMerge SDN media fabric offering

Nevion announces new 400G addition to its eMerge SDN media fabric offering Brie Clayton March 12, 2025 0 Comments High-capacity switch enhances existi...

12/03/2025

DaVinci Resolve Studio Delivers Cinematic Sound for Adam Bol

DaVinci Resolve Studio Delivers Cinematic Sound for Adam Bol Brie Clayton March 12, 2025 0 Comments Feature film relies on DaVinci Resolve Studio for ...

12/03/2025

SVT Leverages Ateliere Live to Pioneer 100% Software-Defined Production at Rally Sweden 2025

SVT Leverages Ateliere Live to Pioneer 100% Software-Defined Production at Rally...

12/03/2025

Berklee Awards Fenway Neighborhood Improvement Grant to Four Organizations

Berklee Awards Fenway Neighborhood Improvement Grant to Four Organizations A total of $17,000 will be distributed among the Boston-based nonprofits. By Madd...

12/03/2025

Offering a broad umbrella for IP standards

TVBEuropes Jenny Priestley sits down with new SMPTE president Richard Welsh to discuss his aims for the organisation going forward, its efforts to attract a you...

12/03/2025

Warner Bros Belgium takes a new approach to its post production workflows

The new process has significantly enhanced operational efficiencies, with automation freeing up creators to concentrate on higher value tasks By Matthew Corrig...

12/03/2025

Another VFX company suspends operations

Jellyfish Pictures, which has offices in London and Sheffield, said it has been battling hard in the face of strong headwinds over the last 12 months By Jenny ...

12/03/2025

Bitcentral to Showcase AI-Powered Innovations for Smarter...

Visit Booth #W2213 to Experience the Latest in AI-Driven Content Discovery and Workflow Automation Bitcentral, a leader in media workflow solutions, is set to ...

12/03/2025

Jeff Lilly Named WGN-TV Director Of Technology

CHICAGO Jeff Lilly has been named WGN-TV director of technology effective March 17, 2025, according to Ric Harris, WGN-TV vice president and general manager....

12/03/2025

Survey: Consumers Want More Shoppable TV Experiences

MOUNTAIN VIEW, Calif. A new study from LG Ad Solutions indicates that consumers want more features that would allow them to shop for products on the connected T...

12/03/2025

IP Showcase To Focus On IP, Broadcast Tech Convergence at 2025 NAB Show

BOTHELL, Wash. The Alliance for IP Media Solutions (AIMS), Advanced Media Workflow Association (AMWA) and the Video Services Forum (VSF) will once again present...

12/03/2025

Comcast Boosts Internet Speeds for More Than 20 Million Customers

PHILADELPHIA Comcast announced that it has upgraded Xfinity Internet speeds for more than 20 million customers for no additional cost....

12/03/2025

Create with Maxon: Cinema 4D Fundamentals Workshop - March 12-14

Create with Maxon: Cinema 4D Fundamentals Workshop - March 12-14 Brie Clayton March 11, 2025 0 Comments Makin' Waffles with Elly Wade During Marc...

12/03/2025

Ross Video Strengthens Cloud Leadership with Appointment of Aaron Tunnell

Ottawa, Canada - March 12, 2025 - Ross Video is pleased to announce the appointment of Aaron Tunnell as Business Development Director, Cloud Solutions, reinforc...

12/03/2025

VEON to release 4Q 2024 trading update on 20 March 2025

12 Mar 2025 VEON to release 4Q 2024 trading update on 20 March 2025 Dubai, 12 March 2025 - VEON Ltd. (NASDAQ: VEON), a global digital operator, today confirms ...

12/03/2025

Getting Set for the Winter Olympics: Inside SVT's Ongoing Software-Based Production Evolution

Getting set for the Winter Olympics: Inside SVT's ongoing software-based pro...

12/03/2025

Seamless SMPTE 2110: A Discussion on Making the Move to IP Less Painful

Seamless SMPTE 2110: A Discussion on Making the Move to IP Less Painful Leaders from Netflix, Monumental Sports & Entertainment, LinkedI, and Megapixel address ...

12/03/2025

Opening Doors of Perception: Meta's Ajit Ninan on Rethinking AR/MR Perceptual Displays

Opening Doors of Perception: Meta's Ajit Ninan on Rethinking AR/MR Perceptua...

12/03/2025

Sky Sports Unveils Exciting Plans for 2025 Formula 1 Coverage

With the 2025 Formula 1 season set to begin in Melbourne on March 16, Sky Sports is gearing up to deliver its most comprehensive F1 coverage yet. Following a th...

12/03/2025

Unicanal and Trece TV revolutionize Digital TV in Paraguay with Rohde & Schwarz transmission solutions

Unicanal and Trece TV revolutionize Digital TV in Paraguay with Rohde & Schwarz ...

12/03/2025

Honoring Service, Celebrating Sport: Rohde & Schwarz UK Sponsors NavyFit Rugby Double-Header

Honoring Service, Celebrating Sport: Rohde & Schwarz UK Sponsors NavyFit Rugby D...

12/03/2025

FOR-A America Introduces Top of the Line HANABI Series Switcher at NAB 2025 Exhibition

New HVS-Q12 Represents a Quantum Leap in Switcher Design...

12/03/2025

Telespazio and ABS Expand Partnership to Deliver Tailored C-Band Connectivity Solutions for the Brazilian Market

Telespazio and ABS Expand Partnership to Deliver Tailored C-Band Connectivity So...

12/03/2025

Congratulations to all our clients who have achieved TAG certification through our independent validation

ABC conducts independent audits across the TAG programs. In the March 2025 TAG s...

12/03/2025

Moonlight: Thales Alenia Space to develop the space segment of the navigation system orbiting around the Moon

Facebook Twitter LinkedIn Moonlight: ESA program to create a satellite con...

12/03/2025

Thales among the world's top 100 most innovative companies for the 12th year, according to Clarivate

Facebook Twitter LinkedIn In 2025, Thales ranks among the top 0.01% of the...

12/03/2025

CCPC sponsored TV series The Complaints Bureau returns to RT One

Consumer show back following hugely successful first series 10 March 2025 Following a hugely successful first series, The Complaints Bureau returns to RT ...

11/03/2025

Give Me the Backstory: Get to Know Amel Guellaty, the Writer-Director of Where the Wind Comes From

By Lucy Spicer One of the most exciting things about the Sundance Film Festival...

11/03/2025

Salsa's Rhythmic Revival: A New Generation Discovers the Genre's Timeless Appeal

Salsa is making a comeback, captivating new listeners with its infectious energy...

11/03/2025

Canada's Own Rupi Kaur Curates the Latest Edition of Local Spot, Revealing the Songs and Artists That Shaped Her

For many people, music can serve as a reflection of their roots and upbringing. ...

11/03/2025

ST Engineering iDirect's Public Safety Solution Wins MSUA Satellite Mobile Innovation Award 2025

The solution delivers reliable, scalable and secure connectivity for critical pu...

11/03/2025

Weigel Broadcasting Taps Harmonic for Cloud-Based Playout-to-Delivery

SAN JOSE, Calif. Harmonic has announced that Weigel Broadcasting has deployed Harmonics VOS Media Software, which offers playout-to-delivery capabilities, inclu...

11/03/2025

Wheatstone To Unveil Linux Audio Driver At 2025 NAB Show

NEW BERN, N.C. Wheatstone will introduce a Linux audio driver for its WheatNet IP audio network during the 2025 NAB Show, April 5-9, at the Las Vegas Convention...

11/03/2025

Study: Women's Sports Are a Big Win for Advertisers

NEW YORK A new study finds that as TV viewership for women's sports surged by 131% in 2024, the programming also saw a 56% year-over-year increase in ad im...

11/03/2025

Al Sharqiya prepares for Ultra HD with FOR-A

Powerful switcher for news studio FOR-A, a cutting-edge video broadcast technology company backed by more than 50 years experience, has installed its HVS-1200 ...