AVELLUM ADVISES ON VODAFONE UKRAINE ACQUISITION AND EUROBOND FINANCINGS

AVELLUM acted as the Ukrainian legal counsel to:

• J.P. Morgan Securities Plc and Raiffeisen Bank International AG as arrangers on USD464 million bridge loan financing for Bakcell’s acquisition of Private Joint Stock Company “VF Ukraine” (“Vodafone Ukraine”) structured through the purchase from MTS’s wholly owned subsidiary Allegretto s.a.r.l of its 100% stake in Dutch subsidiary Preludium B.V., the sole shareholder of Vodafone Ukraine; and
• J.P. Morgan Securities Plc, Raiffeisen Bank International AG, Dragon Capital, and ICBC Standard Bank as joint lead managers on Vodafone Ukraine’s Eurobond offering of USD500 million 5-year 6.2% loan participation notes, proceeds of which were intended for, among others, the bridge loan prepayment.

“We are honoured to contribute to successful closing of both phases of this truly landmark transaction which could be an important signal that the attractiveness of the Ukrainian market finally overbeats the associated risks. This is demonstrated by both successful acquisition of Vodafone Ukraine and achievement by Vodafone Ukraine of the lowest U.S. dollar coupon for eurobonds of a corporate issuer from Ukraine.” commented senior partner Glib Bondar.

Bakcell is a mobile operator and the leading mobile internet provider in Azerbaijan. It is part of the NEQSOL Holding international group of companies.

Vodafone Ukraine is a leading Ukrainian mobile operator providing a wide range of services including 3G/4G data transfer, mobile voice communications, messaging, fixed Internet and mobile TV. Vodafone Ukraine serves approximately 20 million customers.

AVELLUM team was led by senior partner Glib Bondar with support from senior associates Tetiana Mykhailenko and Anastasiya Voronova, and associates Oleg Krainskyi, Anna Mykhalova, and Mariana Veremchuk. Partner Vadim Medvedev, senior associate Anton Zaderyholova, and associate Yelyzaveta Kravtsova provided support on tax matters of the transaction.