Investor Presentation June 2016 Investor Presentation © S.A.E. 2016

Disclaimer

This presentation is for information purposes only and does not constitute an offer to sell or the solicitation of an offer to buy shares in Global Telecom Holding (the "Company"). Further, it does not constitute a recommendation by the Company or any other party to sell or buy shares in the Company or any other securities. This presentation includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "plans", "goal", "target", "aim", "may", "will", "would", "could" or "should" or, in each case, their negative or other variations or comparable terminology. All statements other than statements of historical facts included in this presentation, including, without limitation, those regarding the Company’s strategic priorities and objectives and the anticipated benefits therefrom, exploration of various funding options to refinance the shareholder loan, and prospects are forward-looking statements. By their nature, such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, financial condition, performance, liquidity, dividend policy or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future. Important factors that could cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements include, among others, the prices of the Company's products and services, the actions of competitors, the availability of credit, governmental regulation of the industry in countries in which the Company operates, the effects of political uncertainty and economic conditions in the relevant areas in the world, the impact of foreign currency rates, taxation and unforeseen litigation. Forward-looking statements should, therefore, be construed in light of such factors and undue reliance should not be placed on forward-looking statements. These forward-looking statements speak only as of the date of this presentation. The Company expressly disclaims any obligation or undertaking (except as required by applicable law or regulatory obligation including under the rules of the Egyptian Exchange and the UK Listing Rules and the Disclosure and Transparency Rules of the Financial Conduct Authority), to release publicly any updates or revisions to any forward-looking statement, whether as a result of new information, future events or otherwise.

2 Investor Presentation © Global Telecom Holding S.A.E. 2016

GTH – a leading mobile operator in attractive emerging markets

Revenue 2015 1 409 million population coverage Pakistan Bangladesh 86.4 million mobile customers (excluding Zimbabwe) 2 Population 196m 20% Mobile Penetration 77% (real Algeria 59%) 46% # of customers 38.1m Pakistan 34% USD 2.9 billion

EBITDA 2015 Algeria Population 39m Bangladesh Mobile Penetration 110% 18% # of customers 16.7m Algeria Pakistan 52% 30% USD 1.3 billion

Zimbabwe Bangladesh OpFCF 2015 Population 14m Population 160m Bangladesh # of customers 2.0m Mobile Penetration 80% 13% (signed for sale ) # of customers 31.6m

Pakistan Algeria 19% 68% USD 0.6 billion

1. Population figures are provided by CIA – The World Factbook 2. Based on consolidated mobile customers as at December 31, 2015; excluding Zimbabwe as signed for sale 3. Operating free cash flow defined as EBITDA – Capex (excluding licenses) 4. % contribution calculated excluding HQ costs and other adjustments Note: All financials exclude Zimbabwe as it’s held for sale

3 Investor Presentation © Global Telecom Holding S.A.E. 2016

1Q16 Financial highlights • Service revenue organic increase of 6% Service revenue Mobile customers YoY due to: (USD million) (million) ► Strong performance in Pakistan and Bangladesh ► Algeria revenue was stable organically 687 86.4 • EBITDA organic increase of 15% driven by: + 6% organic 1 YoY - 2% reported YoY ► Revenue growth - 0.7 million YoY ► Performance transformation • Continued strong EBITDA margin of EBITDA EBITDA margin 48% (USD million) (%) • Mobile data organic growth 87% YoY in 1Q16 • Continued customer growth, with 4.9 339 47.9 million customers added YoY, excluding the impact of unverified SIMs blocking + 15.3% organic YoY +3.2p.p. YoY + 6% reported YoY in Pakistan in 2Q 2015 of 5.6 million customers.

1 Revenue organic growth are non-GAAP financial measures that exclude the effect of foreign currency translation and certain items such as liquidations and disposals

4 Investor Presentation © Global Telecom Holding S.A.E. 2016

1Q16 Income Statement

USD millions 1Q16 1Q15 Change Total revenue 707.1 718.8 (2%) • Organic increase of 6% YoY • Organic increase of 15% YoY supported by revenue and performance EBITDA 339.1 321.1 6% transformation Depreciation and amortization (142.9) (193.3) (26%) • Lower due to FOREX and impairments of fixed assets in 2015 Gain/(loss) on sold property, equipment, (0.1) (2.1) (97%) intangibles, goodwill and scrapping Impairment loss 0.6 (6.5) n.m. • 1Q16: the impairment of the fixed assets in Bangladesh of USD 2 mln, other operating gain / (loss) (1.0) 2.4 n.m. offfset by reversal of impairment in Pakistan of USD 2.6 mln; 1Q15: impairment relates to Zimbabwe Technical services expense (8.3) (1.2) n.m. Operating Income 187.4 120.4 56% Financial expense (65.5) (105.3) (38%) • Substantially decreased due to repayment of shareholder loan to VimpelCom in 1Q15 Financial income 2.1 1.9 9%

Foreign Exchange Gain / (Loss) 6.7 (27.1) n.m. • Improved mainly due to unrealized FOREX gain on tax provision Profit / (Loss) Before Tax 130.7 (10.1) n.m Income Tax (43.2) (44.6) (3%) Profit for the Period 87.5 (54.7) n.m. Non controlling Interest 39.4 15.1 161% • Minority interest increased due to higher net income in Algeria Net income / (loss) attributable to equity 48.1 (69.8) n.m. holders of the Parent

Earning per share 0.01 (0.01) n.m.

5 Investor Presentation © Global Telecom Holding S.A.E. 2016

Debt by entity

As at 31 March 2016 Net debt / Gross debt / Weighted average underlying 1 LTM EBITDA underlying 1 LTM EBITDA Interest rate 1.4x 1.9x 9.9% - 0.1x QoQ stable QoQ - 0.1x YoY - 0.4x YoY

Outstanding debt (USD million) Type of debt Entity Loans Bonds Other Total GTH Holding 1,166 - - 1,166 Pakistan 299 66 4 369 58 300 5 363 Algeria 507 - - 507 Total at principal amount 2,030 366 9 2,405 Interest accrued & arrangement fees 74 4 - 78 Total gross debt 2,104 370 9 2,483

1 Underlying EBITDA excludes PT costs in 1q16 and sim verification costs in 1q15

6 Investor Presentation © Global Telecom Holding S.A.E. 2016

USD 1.2 billion GTH bonds issued successfully in April 2016

Key terms

Amount issued: USD 1.2 billion in two tranches Issuer GTH Finance B.V. (wholly owned subsidiary of Global Telecom Holding S.A.E.) Guarantor VimpelCom Holdings B.V. (Guarantee fee: 3.0%) Refinancing of the Shareholder loan from VimpelCom Amsterdam BV to GTH (outstanding amount at announcement: ~USD 1.2 Use of Proceeds billion) Ratings Moody’s B1; S&P B+; Fitch BB+ Maturity/Coupon USD 700 million (7 years - 2023)/ 7.25% - USD 500 million (4 years - 2020)/ 6.25%

Simplified group structure at announcement Metrics of success

VimpelCom Ltd. • Offer oversubscribed more than 6.5x (~USD 8 billion) VimpelCom Amsterdam • More than 650 international investors B.V. Shareholder loan 3 • Average coupon at 6.8%. Guarantee fee for VimpelCom Holdings of 3% VimpelCom Holdings (Guarantor) WIND group B.V. • The largest private corporate Emerging Markets focussed USD bond Proceeds loans issued so far in 2016

PJSC 1 Global Telecom Holding • PJSC GTH Finance B.V. (Issuer) Settled on 26 April, 2016 VimpelCommunications S.A.E. 2

1 PJSC VimpelCom is the Russian entity with operations in , , , Armenia, , , , Laos 2 Holding company with operations in Algeria, Pakistan, Bangladesh 3 Shareholder loan equal to ~USD 1.2 billion at the announcement

7 Investor Presentation © Global Telecom Holding S.A.E. 2016 Debt by entity, pro-forma for GTH bond issuance

As at 31 March 2016, pro-forma Net debt / Gross debt / Weighted average underlying 1 LTM EBITDA underlying 1 LTM EBITDA Interest rate 1.4x 1.9x 8.6%

-1.3 p.p.

Outstanding debt (USD million) Type of debt Entity Loans Bonds Other Total GTH Holding - 1,202 - 1,202 Pakistan 299 67 4 370 Banglalink 58 300 5 363 Algeria 508 - - 508 Total at principal amount 865 1,569 9 2,442 Interest accrued & arrangement fees 37 4 - 41 Total gross debt 902 1,573 9 2,483

1 Underlying EBITDA excludes PT costs in 1q16 and sim verification costs in 1q15

8 Investor Presentation © Global Telecom Holding S.A.E. 2016 Enhanced maturity profile

As at 31 March 2016, pro-forma for GTH bond issuance

GTH (pro-forma) Mobilink 1,427 Banglalink GTH

700 471 512 318 227 203 4

2016 2017 2018 2019 2020 2021 2022 2023

9 Investor Presentation © Global Telecom Holding S.A.E. 2016 Significant upside in terms of mobile penetration & data usage

Mobile Penetration 1 (%) Mobile Data Penetration 2 (%) Data Usage 2 (MB / User)

Western Europe Western Europe Western Europe Avg: 131% Avg: 77% Avg: 2,501 MB/User 416

116%

46% 341 43%

82%

64%

134 17%

Pakistan Bangladesh Algeria Algeria Bangladesh Pakistan Bangladesh Pakistan Algeria

Notes 1. Mobile penetration is for the market based on SIM cards number as of 31 December 2015 . Sources: Analysys Mason Research, Pakistan Telecommunications Authority, Bangladesh Telecommunications Authority (2014) 2. Based on Company estimates, where mobile data penetration–data subscribers (3 months) divided by active total subscribers (3 months) as of 31 December 2015 and Data Usage calculate on active subscribers in the last 3 months as of 31 December 2015

10 Investor Presentation © Global Telecom Holding S.A.E. 2016 Leading mobile operator with diversified footprint in attractive emerging markets

Algeria Pakistan Bangladesh

Market share 1 Market share 2 Market share 2

4.2% 8.7% Mobilink 6.9% 27.0% 29.1% Djezzy 19.3% Banglalink 43.0% 21.6% 41.8% Ooredoo Ufone Robi ATM Zong Airtel 15.5% 30.0% 27.4% Warid 25.4% Other

• Djezzy is the market leader in Algeria with • Mobilink holds the number 1 market • Banglalink holds the number two market the best customer experience position in Pakistan position since 2007 • Transformation program is ongoing; • Combination with Warid to further • Strong lead in NPS due to strengthened however, the market remains challenging strengthen market position and create network and attractive data offers with aggressive price competition. best in class network

1 Market share as provided by regulator

11 Investor Presentation © Global Telecom Holding S.A.E. 2015

GTH focuses on the following six strategic priorities

6 1 Structural New revenue improvements streams: • • Algeria turnaround Data growth • • Optimize capital structure B2B focus Expected sustainable Digital World class increase in leadership: operations cash flow of • MFS 2 5 • NPS leadership 1 • Big Data • USD 250 million Best in class team • OTT partnerships per annum by year 3 Portfolio Performance rationalization transformation and consolidation • Transformation of cost base • Asset-light network model • Increased Capex efficiency 4 • Disposal of non-core assets • WC reduction 3

¹ Is part of the VimpelCom Group target of USD 750 million

12 Investor Presentation © Global Telecom Holding S.A.E. 2016

Algeria: transformation program ongoing

DZD BILLION, UNLESS STATED OTHERWISE Mobile service revenue Mobile customers • (million) Stable service revenue YoY, positively -0.2% YoY -2.5% YoY affected by: ► Favorable change in interconnect rates (+18% YoY) ► Data revenue increase (+135% YoY) 29.8 31.2 29.7 17.1 16.7 • The market remains challenging; focus of transformation is commercial recovery 1Q15 4Q15 1Q16 1Q15 1Q16 • Customer base decrease due to lower sales as a result of aggressive price competition EBITDA and CAPEX excl. licenses and • EBITDA margin robust at 56.8% due to EBITDA margin LTM CAPEX/revenue ► Favorable change in interconnect rates +8.5% YoY -31.7% YoY ► Impact of performance transformation program

15.7 17.3 17.1 • Extension of 3G network in new regions; 4.2 2.9 now available in 34 regions and awarding of 23.2% 52.3% 54.3% 56.8% 14.2% 4G/LTE license is expected in 2Q16 with commercial launch expected in 3Q16 1Q15 4Q15 1Q16 1Q15 1Q16

13 Investor Presentation © Global Telecom Holding S.A.E. 2016 Pakistan: double digit growth in revenue and EBITDA

PKR BILLION, UNLESS STATED OTHERWISE Mobile service revenue Mobile customers • Double digit revenue growth supported by all (million) +12.5% YoY -0.2% YoY revenue streams, gaining market share • Strong data revenue increase of 80% YoY, due to successful data monetization initiatives and 3G 38.2 38.1 expansion: 24.0 25.3 27.0 ► Data users increase 24% YoY ► Data ARPU increase 50% YoY with stable usage 1Q15 4Q15 1Q16 1Q15 1Q16 • MFS revenue represents 3% of service revenue, 55% YoY EBITDA and CAPEX excl. licenses and • EBITDA margin > 40% for four consecutive EBITDA margin LTM CAPEX/revenue quarters +25% YoY +19% YoY (underlying 1) -50.6% YoY • CAPEX decreased due to the 3G rapid rollout in 10.9 12.2 9.7 2.6 2015, today 3G network covers 33% of the population 1.3 31.9% 38.5% 40.5% 42.6% 21.6%

1Q15 4Q15 1Q16 1Q15 1Q16

1 1Q15 EBITDA negatively impacted by PKR 0.8 billion related to SIM verification costs 1Q16 EBITDA negatively impacted by PKR 0.3 billion related to performance transformation costs

14 Investor Presentation © Global Telecom Holding S.A.E. 2016 Bangladesh: continued strong performance

BDT BILLION, UNLESS STATED OTHERWISE Mobile service revenue Mobile customers (million) • Maintained growth momentum in the face of +6.4% YoY -0.7% YoY intense competition • Ongoing SIM verification process in the market: banglalink has verified 72% of its 31.8 31.6 11.3 11.8 12.0 customers • Sustainable growth in data revenue at 60% YoY • 1Q15 4Q15 1Q16 1Q15 1Q16 Growth in EBITDA due to increased revenue which led to higher business margin • EBITDA and CAPEX excl. licenses and Expanding 3G network: 34% of the population EBITDA margin LTM CAPEX/revenue covered +18.7% YoY +26.2% YoY (underlying 1) +44.1% YoY 5.5 1.3 4.6 4.0 0.9 40.6% 45.3% 33.1% 28.4% 22.7%

1Q15 4Q15 1Q16 1Q15 1Q16

1 1Q16 EBITDA negatively impacted by a one-off of BDT 0.3 billion related to performance transformation costs

15 Strengthening our leadership position in Pakistan Investor Presentation © Global Telecom Holding S.A.E. 2016

Disclaimer

This presentation contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts, and include statements regarding among other things, the expected timing of completion of the transaction, the expected final ownership stake that the Dhabi Group shareholders would acquire at completion; the expected benefits of the transaction, including synergies and network improvements; the expected level of network improvements and investments (including in 4G/LTE), and the expected timing of dividends. Any statement in this presentation that expresses or implies VimpelCom’s or GTH’s intentions, beliefs, expectations or predictions (and the assumptions underlying them) is a forward-looking statement. Forward-looking statements involve inherent risks, uncertainties and assumptions, including, without limitation, the possibility that: the conditions to completion will not be satisfied or waived or that the requisite regulatory approvals will not be obtained or will be obtained on terms not acceptable to the parties to the transaction; 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 prior to or following completion of the transaction 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 expressed or implied by such forward-looking statements and assumptions. Certain other risks that could cause actual results to differ materially from those discussed in any forward-looking statements include the risk factors described in VimpelCom’s Annual Report on Form 20-F for the year ended December 31, 2014, and other public filings made by the VimpelCom with the U.S. Securities and Exchange Commission. The forward-looking statements contained in this presentation are made as of the date hereof, and VimpelCom and GTH expressly disclaim any obligation to update or correct any forward-looking statements made herein due to the occurrence of events after the issuance of this presentation.

17 Investor Presentation © Global Telecom Holding S.A.E. 2016 In-market consolidation in Pakistan – executing on strategy

6 1 Structural New revenue improvements streams

World class operations Delivering on 5 strategy 2 Digital leadership

Portfolio rationalization Performance and consolidation transformation 4 3

18 Investor Presentation © Global Telecom Holding S.A.E. 2016 Mobilink and Warid to merge, strengthening leadership position in Pakistan

Strengthening leadership position in Pakistan Investment and innovation • Largest combined footprint and customer base of 45 million • Enlarged and improved mobile network with over 80% population coverage (2G) • Largest network, with best quality and leading in high-speed data with almost 5,000 3G and 4G/LTE sites • Accelerated roll-out of 3G and 4G/LTE services Digital & MFS leader: Providing Warid customers with • Delivering innovative, best-in-class mobile financial services to • Mobilink MFS products consumer, SME and corporate customers • A superior customer experience through best-in-class service quality and focus on digital innovation

Clear corporate governance Value creation • VIP/GTH, through PMCL Mobilink, acquires 100% of the shares of Warid • USD 115 million annual run-rate cost synergies, 90% expected by third Telecom in exchange for the Dhabi Group shareholders receiving year post-closing; in excess of USD 500 million NPV cost synergies approximately 15% of the shares of PMCL Mobilink expected, net of integration costs • Substantive shareholder agreement to govern relationship between • Distributions projected within the first two years post-closing parties • Leverage: Mobilink 1.8x Net debt/EBITDA at signing MergeCo management team led by Jeffrey Hedberg (CEO of Mobilink) • • Pro forma revenue and EBITDA margin of USD 1.4 billion and above 40% and Andrew Kemp (CFO of Mobilink) respectively • Board consisting of 7 directors (6 nominated by VIP/GTH, 1 by the Dhabi Group shareholders) • 4-year lock-in period, after which VIP/GTH has a right to acquire 100%

19 Investor Presentation © Global Telecom Holding S.A.E. 2016

Transaction rationale

A leading operator in Pakistan telecom market

+ -

Superior Best-in-class New revenue Cost customer mobile network opportunities synergies experience

20 Investor Presentation © Global Telecom Holding S.A.E. 2016

A leading operator in the Pakistan telecoms market

A leading mobile operator Mobilink holds the number 1 market position (Mobile customer market share 1) (Market share 1 based on customers)

29% 38% 27% Market 27% position 19% 19% 16% 16% 9%

Mobilink + Telenor Zong Ufone 2011 2012 2013 2014 3Q15 Warid Mobilink Telenor Ufone Zong Warid

Largest tower portfolio Wide high-speed data networks # of towers # of high-speed stations

c.5k 1.0k c.9-10k 3.6k 1.0k 4G/LTE Network c.8k Scale 3.6k 3G

Mobilink Warid pro forma 2 3G 4G/LTE Data networks (Mobilink) (Warid) (combined)

Notes: 1 As of September 2015 2 after decommissioning

21 Investor Presentation © Global Telecom Holding S.A.E. 2016

Superior customer experience

• Best coverage of over 80% population by 2G • High quality of customer services • Simple and transparent pricing • Enhanced service delivery through digital platform • To become #1 in NPS ranking, leveraging from the current solid position: ► Mobilink #2 ► Warid #1

22 Investor Presentation © Global Telecom Holding S.A.E. 2016

New revenue opportunities

+

Digital & MFS leader: Owning and winning in the High Value and the • Mobilink the fastest growing MFS player in B2B segments : the market ► Mobilink MFS revenue 2.7% of total • Leading position in high-value and postpaid customers ► 2.5 million Mobilink MFS customers • Providing Warid customers with • Serve corporates with full enterprise access to our full range of MFS services solution and M2M including Mobicash • Expanded MFS portfolio including: ► Money transfer ► Bill and loan payments ► Mobicash ATM Card ► Corporate solutions, etc.

23 Investor Presentation © Global Telecom Holding S.A.E. 2016

Best-in-class mobile network

• Our plan is to enhance network capacity and quality of service • Targeted network investments in quality and coverage • Network consolidation through migration of customers and integration of network elements • Decommissioning of overlapping sites within two years of closing • Accelerated expansion of 4G/LTE services

24 Investor Presentation © Global Telecom Holding S.A.E. 2016 Identified cost synergies - total run-rate of USD 115 mln 1

- Market facing • Integrated customer service & customer • Efficient channel and distribution model operations Synergies run rate (USD million)

115

• Site decommissioning Capex c. 25% Network & IT • Common IT platforms

OPEX c. 75% • Scale impact SG&A • Optimized organizational structure

More than USD 500 million NPV from synergies 1, 90% expected by third year post-closing EPS accretive from the third year post-closing 2

1 After tax, NPV from synergies after integration costs 2 Assumes legal merger completed

25 Investor Presentation © Global Telecom Holding S.A.E. 2016

Enhanced profitability and cash generation

An operator with USD 1.4bn revenue EBITDA margin of 42% (USD mln, LTM Sept 2015) (USD mln, LTM Sept 2015 and % margin) 357 1,366 7pp 42% 35% 1,009 Revenue 569 and EBITDA 483

Mobilink Warid pro forma MergeCo pro forma 1

Mobilink Warid Run-rate synergies

Operating Cash Flows Net Debt position (USD mln, LTM Sept 2015) (USD mln, Sept 2015) 290 Mobilink 380 OpCF 2 175 Warid 470 and Debt pro forma 850

3 MergeCo pro forma Limited impact on VIP Group leverage (+0.1x) acceptable impact on GTH Group leverage (+0.3x)

Notes: 1 Including run-rate Opex synergies only 2 Defined as EBITDA – Capex (excl. licenses) 3 Including run-rate Opex and Capex synergies

26 Investor Presentation © Global Telecom Holding S.A.E. 2016

Key transaction terms

• VIP/GTH, though PMCL Mobilink, acquires 100% of the shares of Warid Telecom in exchange for the Dhabi Group shareholders receiving approximately 15% of the shares of PMCL Mobilink • No cash contributions expected from VimpelCom/GTH or the Dhabi Group shareholders • Conditional on fulfilment of various conditions; no break up fees Key terms • VimpelCom/GTH will consolidate MergeCo • Distribution policy will be at the discretion of VimpelCom/GTH; distributions expected within the first two years post- closing • If the MergeCo’s tower assets are sold within four years post closing, the Dhabi Group shareholders will get an additional stake based on a pre-agreed formula

• The Board of MergeCo will be composed of 7 directors of which 6 will be nominated by VimpelCom/GTH; resolutions of the Board shall in general be decided by majority, except for certain limited reserved matters Governance • MergeCo is managed by: ► Jeffrey Hedberg – Mobilink CEO ► Andrew Kemp – Mobilink CFO

• 4-year lock-in period, after which VimpelCom/GTH secured possibility to acquire 100%: Termination ► The Dhabi Group shareholders can put shares of MergeCo to VimpelCom/GTH at fair market value and Exit ► VimpelCom/GTH can call shares of MergeCo at fair market value

• Expected closing of the share acquisition within next 6 months, subject to receiving required approvals Key dates • The transaction is subject to approvals of Competition Commission of Pakistan, the Pakistan Authority, the and approvals State Bank of Pakistan and the Securities and Exchange Commission of Pakistan

27 Investor Presentation © Global Telecom Holding S.A.E. 2016

Transaction structure

Step 1 – share acquisition Step 2 – legal merger

VimpelCom VimpelCom

51.9% 51.9%

GTH GTH

~85% ~85%

PMCL ~15% Dhabi Group PMCL ~15% Dhabi Group Mobilink shareholders Mobilink shareholders

100%

Warid Telecom

Closing 6 months after announcement Merger 6 months after closing

28 Investor Presentation © Global Telecom Holding S.A.E. 2016

Summary

In-market optimization

Algeria transaction Italy JV Pakistan transaction

September October January March August November 2014 2014 2015 2015 2015 2015

WIND Canada disposal Telecel Globe Limited CAR and Zimbabwe disposal Burundi disposal Italy tower sale

Portfolio rationalization

Pakistan transaction: yet another step in strategy execution

29 Appendix Investor Presentation © Global Telecom Holding S.A.E. 2016

GTH accounting implications – Mobilink and Warid transaction

Upon closing of the share acquisition • The acquisition of Warid will be accounted for as a business combination under IFRS • The fair value of Warid’s assets and liabilities will be taken over into the GTH consolidated balance sheet as of the date of closing • The difference between the fair valued net asset of Warid taken up in the GTH consolidated balance sheet and the fair value of consideration paid for Warid (including contingent consideration) will result in goodwill

► Goodwill is not amortized but an annual impairment test is performed

► Contingent consideration (i.e. tower earn-out) will be recorded as a liability at fair value on the closing date with any subsequent value changes recorded directly in the consolidated income statement • The put option granted to the seller will be accounted for as a liability on the GTH consolidated balance sheet at the net present value of the future expected cash outflow to buy out the minority shares in Mobilink

31 Investor Presentation © Global Telecom Holding S.A.E. 2016

Contacts

For your inquiries, please contact:

Ola Tayel Investor Relations Manager E: [email protected] T: +202 2461 5120 F: +202 2461 5055/54 W: www.gtelecom.com

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