Results of Scheme Convening Hearing
December 21 2022 - 01:45PM
VEON Holdings B.V.
Proposed Scheme of Arrangement of VEON
Results of Scheme Convening
Amsterdam, Netherlands, 21 December 2022
19:45 CET: VEON Ltd. (NASDAQ, Euronext Amsterdam: VEON), a
global digital operator that provides converged connectivity and
online services, and its subsidiary, VEON Holdings B.V. (the
“Company”), inform that, further to the
announcement issued on 16 December 2022 regarding the Scheme
Convening Hearing on 20 December 2022, the Court has today made an
order (the “Convening Order”) convening a single
meeting of the Scheme Creditors of the 2023 Notes issued by the
Company for the purpose of considering and, if thought fit,
approving the Scheme in respect of the 2023 Notes (the
Further to the Convening Order, the Company has
revised the terms of the Scheme to remove the Amendments in respect
of the consent thresholds and quorum requirements under the 2023
Notes (as set out in paragraph 6.3(b) of the Practice Statement
Letter dated 24 November 2022).
The Company has also today made available the
Explanatory Statement, issued in connection with the Scheme in
respect of the 2023 Notes, the Voting and Proxy Form and the Notice
of Scheme Meeting, through the Scheme Website at
The Scheme Meeting will be held at 10.00 a.m.
(London time) on 24 January 2023 (or such later time or date as the
Company may decide and notify to Scheme Creditors) upon the Company
being satisfied that it has obtained all necessary Authorisations
for the Scheme Meeting to be held (including the OFAC Licence on
terms that would authorise the Company to proceed with the Scheme
Meeting). The Scheme Meeting will allow the Scheme Creditors to
vote on the Scheme proposed by the Company in respect of its 2023
Notes, provided they are not precluded from doing so by law or
regulation. To participate and vote at the Scheme Meeting, Scheme
Creditors (or their DTC Participant on their behalf, as applicable)
must have submitted validly completed Voting and Proxy Forms to
Kroll Issuer Services Limited (as the Company’s information agent)
by the Voting Instruction Deadline (currently anticipated to be
5:00 p.m. (London time) on 19 January 2023).
Further information regarding the Scheme Meeting
and submission of Voting and Proxy Forms will be provided by the
Notice of Scheme Meeting and the Voting and Proxy Forms.
Capitalised terms used but not defined in this
announcement have the meaning given to them in the Explanatory
Hard copies of the Explanatory Statement can be
requested by Scheme Creditors from Kroll Issuer Services Limited
(as the Company’s information agent) by email to
VEON is a global digital operator that currently
provides converged connectivity and online services to over 200
million customers in seven dynamic markets. We are transforming
people’s lives, empowering individuals, creating opportunities for
greater digital inclusion and driving economic growth across
countries that are home to more than 8% of the world’s population.
Headquartered in Amsterdam, VEON is listed on NASDAQ and
For more information visit: https://www.veon.com.
This release is for informational purposes only
and shall not constitute a prospectus or an offer to sell or the
solicitation of an offer to buy securities in the United States or
any other jurisdiction, nor shall there be any offer of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under applicable
This press release is not a prospectus for the
purposes of Regulation (EU) 2017/1129.
This communication or information contained
herein is not an offer, or an invitation to make offers, to sell,
exchange or otherwise transfer securities in the Russian Federation
to or for the benefit of any Russian person or entity and does not
constitute an advertisement or offering of securities in the
Russian Federation within the meaning of Russian securities
Elements of this press release contain or may
contain “inside information” as defined under the Market Abuse
Regulation (EU) No. 596/2014.
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, VEON’s intent to convene, and the
anticipated date of, the Scheme Meeting. Forward looking statements
are inherently subject to risks and uncertainties, many of which
VEON cannot predict with accuracy and some of which VEON might not
even anticipate. The forward-looking statements contained in this
release speak only as of the date of this release. VEON disclaims
any obligation to update them or to announce publicly any revision
to any of the forward-looking statements contained in this release,
or to make corrections to reflect future events or
Any steps taken in respect of the Scheme and in
connection with the Amendments must be in compliance with all
applicable sanctions laws and regulations, including the sanctions
laws and regulations administered by the European Union, the United
Kingdom and the United States, and including securing any necessary
licences and approvals from competent sanctions authorities.
VEONGroup Director Investor RelationsNik
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