Investor Presentation June 2016 Investor Presentation © Global Telecom Holding 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 telecommunications 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 Banglalink 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 Kyivstar 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 Russia, Kazakhstan, Uzbekistan, Armenia, Tajikistan, Georgia, Kyrgyzstan, 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) Djezzy 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.