VimpelCom and Dhabi Group announce completion of Mobilink and Warid transaction
Combined entity to serve over 50 million customers as Pakistan’s leading high-speed mobile network
Amsterdam/Cairo/Islamabad (1 July 2016) – VimpelCom, Global Telecom Holding (GTH), together with Warid
Telecom Pakistan and Bank Alfalah (Dhabi Group shareholders), today announced the completion of the transaction
to merge Pakistan Mobile Communications Limited (Mobilink) and Warid Telecom (Warid), creating Pakistan’s next
generation digital telecommunications provider.
Over 50 million customers in Pakistan will benefit from high-speed mobile telecommunications and a best-in-class
digital mobile network. The combined Mobilink and Warid entity will be the leading telecommunications provider of
2G, 3G and LTE services in Pakistan, providing higher quality national voice and data coverage, faster downloads, and
a wider portfolio of products and services.
Jean-Yves Charlier, Chief Executive Officer of VimpelCom, said: “VimpelCom continues to make significant progress
against its transformation program. This market consolidation represents a further step in our strategy to strengthen
our position in the markets in which we operate. As the VimpelCom Group focuses on an ambitious digital
transformation, we are investing in revolutionizing our technology core and product portfolio. We look forward to
bringing innovative new products and services to our customers in Pakistan.”
Chairman of Dhabi Group, His Highness Sheikh Nahayan Mabarak Al Nahayan, said: "I am very happy that we have
arrived at this milestone today which marks a unique moment for the Pakistan telecom sector. It is very positive news
for Pakistan’s economy. The Dhabi Group remains committed to Pakistan and its economic progress and I would like
to thank all the relevant authorities for their support in closing this transaction. I am confident that together, the
combined businesses will continue to deliver excellence to their customers while contributing positively to the
business environment in Pakistan."
Mobilink and Warid will benefit from VimpelCom’s USD 1 billion1 investment into building one of the largest and
most ambitious IT infrastructures in the industry. The Group’s new digital systems will enable faster roll-out of new
local products and services, particularly in the areas of mobile entertainment, communications, the Internet of
Things, and mobile financial services. Through this, Pakistan’s digital development will be elevated to the next level,
further reducing the digital divide.
VimpelCom, GTH and Dhabi Group announced the agreement to combine their Pakistan telecommunication
businesses on 26 November 2015. The completion of the transaction follows regulatory approval2 from all the
relevant authorities and the subsequent exchange of shares. Mobilink has completed the acquisition of 100 percent
of Warid’s shares, and the Dhabi Group Shareholders have acquired 15 percent of the shares of Mobilink3.
1The Group-wide contract with Ericsson is for a seven-year period with an option to extend. Link to press release
2Approval, in some cases, is subject to specified remedial actions or conditions.
3Subject to potential post-completion earn out adjustments against a pre-agreed formula
With the completion of the merger transaction, Mobilink now enters the next major phase of its transformation and
Chief Executive Officer Jeffrey Hedberg will hand over the CEO role of Mobilink and Warid to Aamir Ibrahim, currently
Chief Commercial Officer and Deputy CEO of Mobilink. Aamir will drive forward and execute the Mobilink and Warid
integration, supported by a world-class transformation team from the VimpelCom Group. Mobilink’s turnaround over
the past two years has shown significant improvements in service revenue growth (from -5% to +12% year on year),
ARPU (from -11% to +15% year on year) and increased EBITDA margins (from -3 p.p. to +4 p.p year on year).
With effect from today, the Mobilink board is chaired by His Highness Sheikh Nahyan Mubarak Al Nahyan, with Jon
Eddy as Vice Chairman and consists of five other directors nominated by VimpelCom and GTH. The Warid board is
chaired by His Highness Sheikh Nahyan Mubarak Al Nahyan, with Jon Eddy as Vice Chairman and consists of three
other directors nominated by VimpelCom and GTH. On conclusion of the legal merger, the combined entity will have
a single board and management structure. As of today, Aamir Ibrahim becomes the CEO of both Mobilink and
Warid. Andrew Kemp, the current CFO of Mobilink, will also assume the Warid CFO role.
Jeffrey Hedberg, Chief Executive Officer of Mobilink, said: “Today we are delighted to bring Mobilink and Warid
together. Personally, it has been an exciting and rewarding journey and I will look back with deep pride at how our
Mobilink team has worked tirelessly through this rapid turnaround to make the company so successful. The results
speak for themselves. I have worked closely with Aamir and the team over the last two years and as I hand over the
baton, I have full confidence that Mobilink and Warid will grow from strength to strength.”
The legal merger of the two companies, which will result in one merged legal entity having the same board, and
management described above, is expected to be completed within approximately six months, subject to the
fulfilment of the required legal processes in Pakistan. Mobilink and Warid will shortly file a petition to the Islamabad
High Court in order to commence the process of legal merger.
As previously stated, the transaction is expected to create capex and opex synergies with a net present value of
approximately USD 500 million with an annual run rate of well over USD 100 million of free cash flow improvements
by year three. The combined revenue of both companies for the 12 months to March 2016 was USD 1.4 billion4.
This release contains “forward-looking statements”, as the phrase is defined in Section 27A of the U.S. Securities Act
of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Forward-looking
statements are not historical facts, and include statements relating to, among other things, anticipated benefits from
the Pakistan merger, including network improvements and synergies; and future market developments and trends.
The forward-looking statements included in this release are based on management’s best assessment of the
Company’s strategic and financial position and of future market conditions, trends and other potential developments.
Forward-looking statements involve risks and uncertainties, including, without limitation, the possibility that: the
expected benefits of the transaction may not materialize as expected or at all, due to, among other things, the parties’
inability to successfully implement integration strategies or otherwise realize the synergies anticipated; the
businesses of either or both of Mobilink or Warid may not perform as expected due to uncertainty or other market
factors; and other risks and uncertainties beyond the parties’ control may materialize. If such risks or uncertainties
materialize or such assumptions prove incorrect, actual results could differ materially from those express or implied
by such forward-looking statements or assumptions. Certain other factors that could cause actual results to differ
materially from those discussed in any forward-looking statements include the risk factors described in the
4 For further information please see presentation from 26 November 2015
Company’s Annual Report on Form 20-F for the year ended 31 December 2015 filed with the SEC and other public
filings made by the Company with the SEC. The forward-looking statements speak only as of the date hereof, and the
Company disclaims any obligation to update them or to announce publicly any revision to any of the forward-looking
statements contained in these presentations, or to make corrections to reflect future events or developments.
VimpelCom (NASDAQ: VIP) is an international communications and technology company, headquartered in
Amsterdam, and driven by a vision to unlock new opportunities for customers as they navigate the digital world.
Present in some of the world’s most dynamic markets, VimpelCom provides more than 200 million customers with
voice, fixed broadband, data and digital services. VimpelCom’s heritage as a pioneer in technology is the driving force
behind a major transformation focused on bringing the digital world to each and every customer. VimpelCom offers
services to customers in 14 markets including Russia, Italy, Algeria, Pakistan, Uzbekistan, Kazakhstan, Ukraine,
Bangladesh, Kyrgyzstan, Tajikistan, Armenia, Georgia, Laos, and Zimbabwe. VimpelCom operates under the
“Beeline”, “WIND”, “Djezzy”, “Mobilink”, “Kyivstar”, “banglalink” and “Telecel”. Follow us on Twitter @VimpelCom, visit
our blog @ blog.vimpelcom.com or website @ http://www.vimpelcom.com
About Global Telecom Holding
GTH, which is 51.9% owned by VimpelCom Limited, is a leading international telecommunications company operating
mobile networks in high growth markets in Africa and Asia, having a total population under license of approximately
401 million as of 31 March 2016. GTH operates mobile networks in Algeria (“OTA”), Pakistan (“Mobilink”), and
Bangladesh (“Banglalink”). GTH reached more than 86 million customers as of 31 March 2016. GTH is traded on the
Egyptian Exchange under the symbol (GTHE.EY), and on the London Stock Exchange, its GDRs are traded under the
symbol (GLTD:LI). For more information visit: http://www.gtelecom.com
About Dhabi Group
Dhabi Group / Dhabi Holdings manages the investments of His Highness Sheikh Nahyan Mubarak Al Nahyan and his
affiliates, which span various sectors and geographies, particularly: Telecommunication (Warid & Wateen, Pakistan),
Banking & Financial Services (Bank Alfalah, Pakistan), Real Estate, Energy (Oil & Gas / Geothermal), Healthcare and
Construction in South Asia (Pakistan), Eastern Africa (Uganda), GCC (mainly UAE) and the Caucasus/Black-Sea Region
Media and Public Relations
Tel: +31 20 79 77 200 (Amsterdam)
Tel: +31 20 79 77 200 (Amsterdam)