Investor Presentation 1Q 2014 www.rostelecom.ru Disclaimer By attending any meeting where this presentation is made, or by reading any part of this presentation, you acknowledge and agree to be bound by the following: § This presentation has been prepared by OJSC Rostelecom (the “Company”). This presentation is strictly confidential to the recipient, may not be distributed to the press or any other person, and may not be reproduced in any form, in whole or in part. § The Company has included its own estimates, assessments, adjustments and judgments in preparing certain market information herein, which have not been verified by an independent third party. Market information included herein is, therefore, unless otherwise attributed exclusively to a third party source, to a certain degree subjective. While the Company believes that its own estimates, assessments, adjustments and judgments are reasonable and that the market information prepared by the Company appropriately reflects the industry and the markets in which it operates, there is no assurance that the Company’s own estimates, assessments, adjustments and judgments are the most appropriate for making determinations relating to market information. § Neither the Company nor any of its affiliates, advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss howsoever arising from any use of this presentation or its contents or otherwise arising in connection with this presentation. § This presentation is confidential and does not constitute or form part of, and should not be construed as, an offer to sell or issue or the solicitation of an offer to buy or acquire securities of the Company or any of its subsidiaries in any jurisdiction or an inducement to enter into investment activity in any jurisdiction. Neither this presentation nor any part thereof, nor the fact of its distribution, shall form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. § This presentation is not intended for publication or circulation in the United States. This presentation does not constitute and should not be construed as an offer to sell or the solicitation of an offer to buy securities in the United States or to any U.S. person (as defined in Regulation S under the US Securities Act of 1933 (the “Securities Act”)). No securities of the Company have been, nor will be, registered under the Securities Act or the securities laws of any state of the United States, and unless so registered may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This presentation does not constitute a public offering or an advertisement of securities in the Russian Federation and does not constitute an offer or a proposal to make offers or to acquire any securities in the Russian Federation. § In any member state of the European Economic Area, this Presentation is made to and directed only at persons who are qualified investors within the meaning of article 2(1)(e) of the Prospectus Directive (2003/71/EC) (“Qualified Investors”). In addition, in the United Kingdom, this Presentation is made to and directed at: (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (ii) high net worth individuals, and other persons to whom it may lawfully be communicated, falling within article 49(2)(A) to (D) of the Order (such persons together with Qualified Investors, being “Relevant Persons”). In these jurisdictions, persons who are not Relevant Persons must not rely on or act upon the information contained in this presentation or any of its contents. Any investment or investment activity to which this Presentation relates is only available to Relevant Persons and will be engaged in only with Relevant Persons. The recipients of the information contained herein should not base any behavior that would amount to market abuse for the purposes of the Financial Services and Markets Act 2000 (“FSMA”) and the Code of Market Conduct made pursuant to the FSMA on the information in this Presentation or any information provided or discussed in connection with it. § This presentation is not directed at, or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction. Persons into whose possession this presentation comes should inform themselves about, and observe, any such restrictions. 2 www.rostelecom.ru Content 1 Rostelecom overview 2 Corporate and financial highlights 3 Rostelecom strategy update 4 Creating T2-RTK Holding - national mobile player 5 Appendix 3 www.rostelecom.ru 1. Rostelecom overview 4 www.rostelecom.ru Rostelecom Today § Rostelecom networks and services cover all Federal districts of Russia, including Moscow § Strong market positions in most of the telecom segments Leading Universal operator § 69%1 market share in fixed voice § 41%1 market share in fixed Broadband § 62%1 market share in IPTV ~ 500,000 km of national backbone and unique “last mile” infrastructure with Unique infrastructure almost 34 mln households passed 26,01 mln fixed – line subs, 10.81 mln broadband subs, 7.61 mln pay-TV subs Strong subscriber base and 14.81 mln mobile voice subs Revenue1q2014 : RUR 80.4 bln Net Income1q2014 : RUR 6.9 bln Positive Financial Results OIBDA1q2014 : RUR 26.5 bln Cash CAPEX1q2014 : RUR 10.0 bln OIBDA margin1q2014: 33.0% Net debt/OIBDA31.03.2014: x1.7 § Currently traded on Moscow Exchange § Rostelecom is included in MSCI Russia Index. Current weight in MSCI Russia Blue chip is 0.93%2 § Investment rating “BBB-” from Fitch Rating (confirmed in August 2013), credit rating “BB+” from S&P rating agency (confirmed in March 2014) 1 – as of end of 1Q2014 2 – as at May 23, 2014 5 www.rostelecom.ru New Executive Management Team Members Sergey Maria Kalugin • President - CEO • Vice-President, Strategy and Investor Florentieva Relations • Joined the Company in March, 2013 • Joined the Company in May, 2013 • 12 years experience in Telecom & Media • 7 years experience in Telecom & Media • Previously CEO of National • Previously Deputy CEO of National Telecommunications Telecommunications Andrey • Senior Vice-President, Innovations Cheglakov • Joined the Company in April, 2013 Kai-Uwe • Vice-President - CFO Mehlhorn • Over 10 years experience in Technology • Joined the Company in May, 2013 • Previously worked as Deputy Director • Over 21 years of TMT experience, 11 years • Over 21 years of TMT experience, 11 years General at Federal Goznak at CFO position • Previously CFO of Megafon and Tele2. Dmitriy • Vice-President, IT Sadkov Larisa • Joined the Company in June, 2013 Tkachuk • Senior Vice-President - Commercial Director • Over 13 years of experience in IT • Joined the Company in April, 2013 • Previously served as Director of Management Consulting Department at IBS • Over 10 years of Telecom & Media and at McKinsey & Company experience Alexander • Previously Commercial Director at Megafon • Senior Vice-President, Network Tseitlin Maintenance Mikhail • Vice President of Legal Affairs Irzhevsky • Joined the Company in May, 2013 • Joined the Company in October, 2013 • Over 30 years of Telecom experience • Over 20 years of consulting in international • Previously CEO at Mostelecom law firms • Previously Partner at Freshfields Bruckhaus Deringer LLP 6 www.rostelecom.ru Rostelecom business mix Fixed-line business Revenue, RUB bn Fixed-line RGUs(1), mln 291 28.2 287 26.5 Rostelecom (consolidated) 11 Revenue and OIBDA, RUB bn 280 9.7 10.6 6.9 7.5 332 326 11 2012 2013 2012 2013 One-off Revenue from project Telephony B2C+B2B “Election” 36.2% Broadband B2C+B2B 321 34.8% Pay TV 120 113 Mobile business Revenue, RUB bn Mobile subs, mln 2012 2013 13.6 14.8 Revenue OIBDA % OIBDA margin One-off Revenue from project “Election” 41 39 2012 2013 2012 2013 Note: (1) Revenue generating units 7 www.rostelecom.ru (2) Revenue breakdown based on IFRS consolidated accounts excluding intercompanies 2. Corporate and financial highlights 8 www.rostelecom.ru Key Recent Corporate Events and Results for 1Q2014 HIGHLIGHTS Strategic and business news Corporate news • On Feb 6, 2014 Rostelecom signed a framework agreement with • On March 31, 2014, Rostelecom’s Board of Directors approved Tele2 Russia that will lead to the integration of their mobile the long-term incentive (option) plan for its management. assets. • On April 2, 2014, the EGM approved the appointment of the new • Rostelecom successfully acted as Sochi 2014 Olympic and Board of Directors and amendments to the Company’s Charter Paralympic Games general partner. aimed at extending the authorities of Board members in managing subsidiaries and affiliates. • On March 28, 2014 Rostelecom completed the first stage of the deal to establish a JV with Tele2 Russia. • The Board of Directors set June 30, 2014 as the date for the 2013 Annual General Meeting of Shareholders (the “AGM”). • Standard & Poor’s Rating Services has confirmed Rostelecom’s ‘BB+’ Corporate Credit Rating with a Stable Outlook. • The Board of Directors has recommended that the AGM approves a 2013 dividend payment on ordinary and preferred • On April 24, 2014 Rostelecom signed a RUB 600 mln state shares of RUB 8,824 million, or 25% of RAS net profit for 2013 contract with the Federal Education and Science Supervision (or 37% of IFRS net profit). Agency for organizing video surveillance across Russia during the Unified State Exams in 2014. Product development • On May 13, 2014 Rostelecom signed a RUB 163 bln 10-year state contract with the Federal Communications Agency • IPTV: new bundles and offerings (Rossvyaz) on providing universal communications services.