Hi, good morning, and good afternoon, ladies and gentlemen. I'm Nik Kershaw. It's my pleasure to welcome all of you to the 2023 annual general meeting of shareholders of VEON Ltd. Thank you for joining us. I would like to remind you to pay due attention to our disclaimer, as published on our website. As per our notice of meetings circulated to shareholders on or around the 22nd of May, 2023, the purpose of this meeting is limited to a full presentation of the financial statements of the company, change the size of the group board, amendments to certain bylaws, and electing directors. Today, the annual general meeting is hosted by our chairman, Gunnar Holt. We're also joined by our CEO, Kaan Terzioglu. Let us now begin with an introduction from our chairman. Over to you, Gunnar. Thank you, Nick, good morning, good afternoon to all of you. It's my pleasure to welcome all of you to the 2023 annual general meeting, our shareholders of VEON Ltd.. As you know, after this AGM, I will be stepping down from my position as a member of, and chair of the VEON Board. I would like to thank my fellow board members and the management team for their commitment and unwavering support during my eight years serving on the VEON Board. During this period, we have seen the company successfully navigate through a number of challenges, and make substantial improvements to its corporate governance. The group's 2022 results are excellent evidence of the successful turnaround we have achieved in each of our markets, as we continue to streamline our portfolio. Over the last year, our share price has increased by around 70%. Please refer to the AGM section of your website for easy access to, first, VEON's 2022 governance report, and other AGM-related materials, including some year-to-dates. I would like to share some brief comments with you about the past year. The operational results for 2022 were achieved towards the backdrop of extreme challenges for the VEON group, particularly for our colleagues in Ukraine. Despite this environment, the individual countries performed very well, and I believe that our operating model to empower each local operations, have proven to be the right one. Each of our countries today is successfully running its business and deploying its own digital operator model. This means they are in a better position to build the unique opportunities in each of those markets. We are now in the final phase of the sale of our Russian operations, and I'm confident that VEON will continue to build on its achievements in the years ahead, through operational excellence, and also continued restructuring of the group. I am proud of what has been achieved over the last year. Turning to today's AGM teams. The proposed company director list, which is presented at this session, is composed of seven candidates. This will allow for a lean, efficient, and quick decision-making in the context of a smaller company following a disposal over Russia. Six directors currently serving on the board have been recommended. In addition, Kaan Terzioglu, the current CEO, has also been included in the recommended slate for appointment to the board. These seven candidates have a highly diverse range of skills and experiences. Four of them have been determined by the board to be independent, in line with rigorous company procedures. The new board will, according to the bylaws, elect a new chair following this AGM. The current board is also recommending two changes to the company's bylaws. First, that the board shall consist of not less than five directors and not more than nine directors. Secondly, that the board, from time to time, shall delegate certain of its powers to committees consisting of members of the board, including a committee or committees with responsibility for audit, board nomination, and compensation, and also such other committees as the board deem necessary or appropriate. The independent status of four candidates is also recognized by leading proxy advisor, Glass Lewis. On the slide in front of you can see the details of the proxy recommendation. In addition, we maintain a consistent record of high participation from shareholders amidst these challenging times. The recommendations from ISS were different than those of Glass Lewis, and we have engaged them on this matter in regard to director independence. Moving to the procedural points, we have established now that there are at least two shareholders present, either in person or by proxy, representing more than 50% of the total issued voting shares of the company. We therefore can conclude that we have established a quorum. I would now like to pass the floor over to Kaan, who will run through a summary of VEON's group performance in 2022, and outline more recent progress with some year up-to-date figures. Thank you, Kaan. Thank you, Gunnar. Good morning, good afternoon, everyone, thank you for attending our annual general meeting. Let me directly start with the financial performance for 2022. With Russian operations classified as asset held for sale and discontinued, VEON Group is today more compact in size in absolute terms, with a healthier balance sheet and a significantly higher growth. For the full year 2022, excluding Russia, local currency service revenues were up 13.9%, local currency EBITDA was up 12.6%. Due to the currency devaluation in both Pakistan and Ukraine, reported revenues were down 2.4% in U.S. dollar terms, reported EBITDA in U.S. dollar terms was down 5% year-on-year. Group capital expenditures were $823 million, up 2.9% year-on-year, with continued investment in 4G, most notably in Ukraine, Bangladesh and Uzbekistan. CapEx intensity stood at 22.1%, with a marginal increase of 1.1 percentage points. The reported EBITDA and stable CapEx compared to the prior year, resulted in $746 million unlevered free cash flow, whereas equity free cash flow for the year was $142 million. Higher 4G penetration, higher relevance for our digital operator offerings in line with our DO1440 strategy, fair pricing for the true value we deliver, and good cost management enabled us to deliver this growth despite geopolitical and macroeconomic headwinds. We maintained a healthy cash position throughout the year, despite the challenges. We closed the year with a total cash of $3 billion, including two point half billion dollars at HQ level, all held in international tier one, U.S. and European banks. Our local country operations remain largely self-funded. Let me continue with an overview of our priorities in the past year, which was unprecedented in terms of challenges for our company. Early in 2022, we have made some commitments, and I'm glad to report each one of them has been met. Protecting our people and supporting employees was our number one priority in 2022, and continues to remain an important focus for the group. Connectivity is a fundamental humanitarian need, and we are providers of an essential service. We operated with this awareness in 2022. This will continue to be part of our priorities as our operations move forward, demonstrated by our recent investment commitment in Ukraine. Throughout 2022, protecting the good standing of our company, maintaining appropriate liquidity and capital structures, sustainability of the group. I'm happy to say that we have successfully delivered on this. We promised to continue to drive the growth with 4G and digital operator focus. Have ended the year delivering on this promise. In 2022, maintaining a disciplined approach to our portfolio was a must. We concentrated in larger markets conducive to digital operator value generation. Successfully divested our operations in Algeria and Georgia. In 2022, we upstreamed approximately $1.7 billion to the group with the Russian tower transaction, Algeria, and Georgia, which allowed us to successfully weather liquidity challenges. Looking into our year-to-date revenue performance in 2023. The strong foundation we established since 2021 has allowed us to accelerate growth even in the face of challenges. We have delivered five consecutive quarters of double-digit local currency revenue growth since the beginning of 2022. The momentum is even stronger in April-May this year, with a quarter-to-date, year-over-year growth in the revenues of 19%, and in EBITDA, 19.6%. Throughout this period, Kyivstar has continued to grow despite all odds, serving the people of Ukraine, and for the April-May period, it has returned to double-digit growth. Testament to the commitment of our team in Ukraine, and essentiality of the services that we provide to keep Ukraine connected. Excluding Ukraine, the group has moved steadily from 8.2% growth in Q4 2021, to reach 20.2% growth May quarter-to-date. VEON's digital operators, 1,440, is the heart of our growth strategy. The successful execution of our digital operator strategy across our countries is leading to market share gains in each one of our operations. We have developed a broad range of digital products and services across our markets as part of this strategy. This capability is allowing us to implement inflationary pricing across our operations. We see financial services, entertainment, healthcare, and education as our key adjacent markets, where we aspire to be number one or number two in all the countries where we exist. At the end of May 2023, multiplay subscribers, who are users of at least one of our digital services on top of classic 4G data and voice, increased 36.5% year-on-year and reached 28.1 million. With higher ARPU, lower churn, these customers account for 22.3% of our total subscriber base and deliver 40.3% of our subscriber revenues. I'm also happy to note that our digital operator, 1,440 model, successfully implemented across our operations, was recognized as the best mobile service for connected customers at the last Mobile World Congress in Barcelona. Before moving to the next slide, I want to highlight a few of the high impact digital products that support this growth, clear examples of how we penetrate adjacent markets. In Ukraine, Helsi, the country's largest medical information system and a leading digital healthcare provider, serves 25 million users with reliable medical advice and access to 33,000 doctors and specialists across 1,500 healthcare institutions. In the first quarter of 2023, Helsi users booked and attended 1.8 million appointments digitally. This is up from 1.6 million digital appointments in the fourth quarter of 2022. In Pakistan, JazzCash, the number one fintech service in the country, has 14.6 million monthly active users and a network of nearly 190,000 active merchants. 1.4 million monthly active users of JazzCash are consumers of our micro loans, a 28% increase, with a 66% year-on-year increase in average loan size to PKR 3,300. Tamasha, the leading entertainment platform of the country, demonstrated accelerated growth of its monthly active user base, up 3.1-fold to 4.4 million, and daily watch time of active users rose to 28 minutes, 34% increase year-on-year. In Kazakhstan, a digital-only neobank, Simply, had 278,000 monthly active users in May, up 2.5x year-on-year. Simply has an agreement with Visa to issue fully digital Visa Platinum cards, one of the unique global cases among telecom operators. Beeline Kazakhstan's streaming service, BeeTV, which has both mobile and IPTV offerings, has 637,000 monthly active users in May. Toffee, the largest entertainment platform in Bangladesh, recorded 8.9 million monthly active users, up by 57% year-on-year. This morning, we have disclosed our performance for the first five months of 2023. In Ukraine, Kyivstar continues to deliver local currency growth, accelerating to 15.3% quarter- to- date. In our five other markets, we are recording double-digit local currency growth in both revenue and EBITDA. We are the market leader in Ukraine, Pakistan, Kazakhstan, Uzbekistan, and we are gaining market share in all markets, including Bangladesh and Kyrgyzstan. At the consolidated level, our service revenues grew 17.4% in local currency year-to-date, and were down by 6.9% on a reported basis due to currency depreciation in Pakistan and Ukraine. We have accelerated from 15.9% first quarter growth rate to 19.5% growth in the last quarter. Similarly, on EBITDA, we continue to see very encouraging trends. Our cost management initiatives are delivering results as we see double-digit EBITDA growth. Year-to-date, EBITDA was up 14.6% year-on-year, and 19.6% quarter- to- date in second quarter. To conclude our presentation, let me remind you our key ambitions for 2023. First, as I have already mentioned, finalizing the sale of our Russian asset is priority number one. Two, the scheme of arrangement for our 2023 notes has already been implemented, and we have seen a marked reduction in group leverage. We continue to work on the further optimization of our capital structure, including regaining access to the debt capital markets. We continue to execute our 4G for all and digital operator strategy, which is the cornerstone of our growth, expanding our 4G network and our portfolio of digital services. Four, we remain focused on monetizing our existing infrastructure assets, specifically our towers, and work here is also progressing. Finally, we are committed to unlocking shareholder value, and this will include plans for listing of our entities locally when the right investment climate is available. Recapping the developments around the sale of our Russian operations, which I mentioned as top priority, I would like to focus on some details. On November 24, 2022, we announced that following a competitive process, we have entered into an agreement to sell our Russian operations to certain members of the Beeline Russia management team at an enterprise value of approximately $5 billion. On February 7th, the Russian regulator issued its approval of the proposed sale. With our first quarter results on May 4th, we noted that PJSC Vimpelcom had independently acquired approximately $1.6 billion in VEON holding notes. On May 30, 2023, we announced the submission of all necessary documentation to Euroclear, Clearstream, and registrars for cancellation of VEON's bonds held by its subsidiary, PJSC Vimpelcom, and we are actively working with the organizations to effectuate the request. With this submission, the company entered the final stages in the closing of the sale of VEON's Russia operations. Finalizing the sale of this asset is priority number one, and the team is working hard on the completion of this mission. As VEON management, we continue to believe that the proposed sale represents the optimal solution for all stakeholders, and that the group will be well positioned for faster growth with much stronger balance sheet after completion of the transaction. I would like to thank the regulatory authorities for their ongoing support as we move towards the finalization. Let me now focus on our work in Ukraine and our priorities and actions to help the country's recovery and reconstruction efforts. Kyivstar is the country's number one operator and continues to lead the resilience of communications in the country. 93% of our mobile radio network is operational at the end of March, serving millions of users with high-quality connectivity services in Ukraine and roam-like offers, keeping millions of customers outside of Ukraine connected. Kyivstar has successfully increased 4G penetration via its 4G Everywhere program, going above and beyond maintenance, but bringing high-quality mobile internet to Ukraine. Our team serves Ukraine not only with the connectivity, but also with digital services that make essential services accessible and affordable, such as digital health services with Helsi and mobile education with Kyivstar TV. We are committed to accelerating these investments and starting the reconstruction of Ukraine now. Last week in London, we announced that VEON will invest an equivalent of $600 million in the recovery of Ukraine over the next three years. This will span Kyivstar's infrastructure projects, ensuring essential connectivity, 4G services throughout the country, fiber infrastructure, and eventual focus on 5G. This also will include development of a superior digital services accessible to all Ukrainians and community supported. Following the announcement of this commitment to invest in Ukraine, we received letters of support for this commitment from a number of our U.S. and U.K.-based shareholders, including Shah Capital, Helikon, and Snowcat. It is extremely encouraging to see our shareholders stand with VEON as we commit to investing in Ukraine's recovery. We would like to thank our board as well as our shareholders for their continued support on this matter. I would like to thank the Kyivstar team for their tireless dedication and our thoughts and prayers with the families. We lost five colleagues since the start of the conflict in Ukraine. I would like to start by acknowledging their service to our customers. Our Kyivstar team in Ukraine continues to do a tremendous job for serving our customers with essential connectivity and increasingly relevant digital services. Let me take this opportunity to express my gratitude to all VEON employees for their hard work, which has allowed us not to only successfully navigate a challenging year, but also turn it into a growth story. In closing, allow me to once again personally thank Gunnar, who has led VEON's board over the past year and has supported VEON management over eight years as a member of VEON's board. It has been a pleasure to work with you, and as management team, we are grateful for your leadership. Gunnar, back to you. Thank you, Kaan. I now would like to run us through the formal business of today's meeting. All shareholders, shareholder representatives, and other participants attending this meeting have been asked to do so electronically, as permitted under the company's bylaws. An invitation to join the meeting by way of the company's Zoom video conferencing has been sent to registered holders of shares, their duly authorized proxies, or their representatives who have requested attendance at the meeting. During the course of this meeting, if you have any difficulties in accessing or using the company's Zoom video conferencing network, please use the Raise Your Hand feature to be recognized by a member of our team. Once recognized, you will be redirected to someone who can assist you. Alternatively, you may also send us an email at ir@veon.com, so that we can promptly assist you in resolving any issues. We would also like to welcome Gijs ter Braak today to today's meeting, public notary of the law firm Simmons & Simmons, who will be supervising the counting of the poll votes, as well as representatives from Wakefield Quin, who serves as the company's registered secretary and legal advisors in Bermuda. The meeting agenda and the procedural guidelines have been made available to all eligible shareholders ahead of this meeting. We would like to note that the use of visual or audio recording equipment, other than the company's video conferencing network, Zoom, is not permitted at this meeting. Furthermore, if at any time, the safety of those attending the meeting is compromised, our bylaws permit the chairman to adjourn the meeting to a future date and time. At today's meeting, we will now begin by formally laying out our audited financials for the year ended December 31st, 2022. Next, we will be asking shareholders to vote on the election of nominated individuals to serve as directors of the company to hold office until the next annual general meeting. If you have already submitted a proxy, you do not need to vote here unless you wish to change your vote. Your proxies will vote in accordance with your proxy instructions. If you wish to vote at this meeting, please use the poll card distributed to you by email ahead of this meeting. Alternatively, if you would like another poll card, please use the Raise Your Hand feature to be recognized by a member of our team. You will be directed to someone who will ask you for your email address, so that we may send you a poll card now. You may also send us an email at ir@veon.com, to which we will promptly reply by sending you a poll card. Let's take the item on the agenda. Item 1, that the size of the board is decreased from 12- 7 members. The first item on the agenda is that the size of the board is decreased from 12- 7 members. The second item on the agenda, that the bylaws of the company, adopted the tenth of June, 2021, will be revised and restated. The second item of the agenda is that the board shall consist of such number of directors, being not less than five directors and not more than nine directors, as the board shall determine from time to time, subject to approval by a resolution of the company, passed by shareholders representing a simple majority of the total voting rights of shareholders, who vote in person or by proxy on the resolution. The third item on the agenda is that bylaw 43 of the company's bylaws, adopted the 10th June 2021, be revised and restated. The third item of the agenda is that the board from time to time shall delegate certain of its powers to committees consisting of members of the board, including a committee or committees with responsibility for audit, board nomination, and compensation, and such other committees as the board deem necessary or appropriate. Each such committee shall have such name, composition, powers, and responsibilities as set out by the board in such committee charters. Finally, the fourth item on the agenda, proposal for director appointments. The fourth and final matter to put to shareholders today is the election of directors to serve on the board of directors until the next annual general meeting of the company. As settled in the notice of the meeting, there are seven individuals seeking election as directors of the company, each of whom will be appointed by virtue of the cumulative voting system, detailed in the notice of the meeting. The seven nominees have each been vetted and recommended by the company's Nominating and Corporate Governance Committee, as well as the board of directors. They are, first, Augie Fabela. Number two, Yaroslav Glazunov. Number three, Andrei Gusev. Number four, Karen Linehan. Number five, Morten Lundal. Number six, Michiel Soeting, and number seven, Kaan Terzioğlu. Each director nomination proposal will be voted on separately by cumulative voting, and summary biographies of all nominees were included in a notice for the meeting. Instructions for cumulative voting are all set out in the notice of the meeting, as well as on your poll card. In brief, you should multiply the number of voting shares that you hold by seven and distribute the total number of votes among one or more of the nominees. Before we formally consider the proposals to be voted upon today, we are opening the floor to questions received from duly appointed shareholder representatives who are entitled to vote at this meeting. We have circulated procedural guidelines ahead of the meeting in order to enable us to conduct an orderly meeting. We are limiting the session of questions submitted ahead of the meeting. Other questions may be submitted to the board separately for a response outside the forum of this meeting. Let us address any questions we have received so far. Our investor relations team will, as always, be available to receive and answer further questions outside this forum of the meeting. Nik, could you please present any questions to us? Thank you, Gunnar. At this time, there are no questions have come in, so I can pass the floor back to you. Thank you, Gunnar. Okay. Thank you, Nik. We shall now turn to the vote on proposals before the meeting. For proposals 41-47, relating to the election of directors, cumulative voting applies. Details of the cumulative voting procedure were included in the notice of the meeting, are also summarized on the poll card. If you have not already submitted your vote by proxy ahead of the meeting, please now complete your poll card and email it to us at ir@veon.com. If you have a completed poll card to submit and have not done so yet, please now email it to us at ir@veon.com. Is there anyone who has not yet cast his vote or her vote and wishes to do so? There appears to be none, thus I declare the vote formally closed. Mr. T er Braak, as the public notary supervising the voting of this year's annual general meeting, please collate and count the votes and notify us when you are prepared to report the results. Thank you. Thank you. I am ready to report results. Based upon the votes received, by proxy and by poll card, I confirm the following: With respect to proposals one, two, and three, all have been approved by the shareholders. With respect to proposals 4.1 - 4.7, each nominated candidate has been elected as a director of the company in accordance with the bylaws of the company. Thank you, Mr. ter Braak. In view of the voting results, I can confirm that each of the following will hold office as directors of the company until the 2024 general annual general meeting. Augie Fabela, Yaroslav Glazunov, Andrei Gusev, Karen Linehan, Morten Lundal, Michiel Soeting, and Kaan Terzioğlu. We now have reached the end of the formal business of this meeting. As chairman of the 2022/2023 annual general meeting of VEON, I now declare this meeting foreclosed. All the best to all of you. Thank you.
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