VimpelCom gets early tenders for $1.26 billion of three note series

By Susanna Moon

Chicago, June 13 – VEON Ltd. said holders had tendered $1,257,431,000 of three series of notes issued by wholly owned subsidiary VimpelCom Holdings BV as of 5 p.m. ET on June 12, the early tender date.

As announced May 30, the company is tendering for its $2,429,742,000 of notes until 11:59 p.m. ET on June 26.

The breakdown for the early tenders is as follows, according to a company update on Tuesday, with the purchase price for each $1,000 principal amount notes:

• $332,881,000 of the $499,149,000 outstanding ($1 billion issued) 9 1/8% loan participation notes due April 30, 2018 issued by VIP Finance Ireland Ltd. with an early price of $1,070 and a final price of $1,040;

• $273,865,000 of the $650.57 million outstanding ($1 billion issued) 7.748% loan participation notes due Feb. 2, 2021 issued by VIP Finance Ireland with an early price of $1,151.25 and a final price of $1,121.25; and

• $650,685,000 of the $1,280,023,000 outstanding ($1.5 billion issued) 7.5043% guaranteed notes due March 1, 2022 issued by VimpelCom Holdings BV with an early price of $1,156.25 and a final price of $1,126.25.

The early price is for notes tendered by the early deadline of 5 p.m. ET on June 12, and the final price is for notes tendered afterward.

Holders also will receive accrued interest.

Settlement will occur on June 19 for early tendered notes and on June 29 for any remaining tenders.

Tendered notes may not be withdrawn after the early deadline.

Separately, the company plans to price new senior notes, with the tender contingent on issue of the new notes.

Barclays Bank plc (800 438-3242, 212 528-7581, +44 20 3134 8515 or veon.tender@barclays.com), Credit Suisse Securities (Europe) Ltd. (800 820-1653, 212 538-2147, +44 20 7883 8763, +44 20 7888 9350 or liability.management@credit-suisse.com) and Merrill Lynch International (888 292-0070, 980 388-3646, +44 20 7996 5240 or DG.LM_EMEA@baml.com) are the dealer managers. Lucid Issuer Services Ltd. (+44 20 7704 0880 or veon@lucid-is.com) is the tender agent.

The company said that when allocating the new notes, it may “look favorably” on investors who tender their notes in the offer but that it could not assure that holders who tender will be given an allocation of new notes.

Holders must be qualified institutional buyers under Rule 144A or non-U.S. persons under Regulation S.

VimpelCom is a telecommunications and digital services provider based in Amsterdam. Its predecessor was Moscow-based OJSC VimpelCom.

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