Altimo Claims Telenor and Weather II Violated VimpelCom Bye-laws

Amsterdam (June 5, 2012), press-release, via MForum.ru - VimpelCom Ltd. (“VimpelCom” or the “Company”) (NYSE: VIP), a leading global provider of telecommunications services, announces that one of its three largest shareholders, Altimo, is claiming that Telenor and Weather II, the Company’s two other major shareholders, violated VimpelCom’s bye-laws in connection with Telenor’s February 15, 2012 purchase of 234 million preferred shares from Weather II and the agreements entered into between Telenor and Weather II in connection therewith (the “Preferred Share Transactions”).

Altimo sent a letter to the Company in which Altimo claims that Telenor and Weather II violated the provisions contained in Section 16 of the Company’s bye-laws by not commencing a mandatory tender offer (“MTO”) as a result of the Preferred Share Transactions. Altimo asserts that Telenor and Weather II formed a “group” owning more than a 50% voting interest in VimpelCom as a result of the Preferred Share Transactions and that Weather II cannot be considered a “Nominating Shareholder” under Section 16 of the Company’s bye-laws for purposes of the exemption to the MTO requirements. However, Altimo states that it appreciates that it is not presently possible for the Company’s Supervisory Board to require Telenor and Weather II to launch an MTO due to the position taken to date by the Russian Federal Anti-Monopoly Service.

Altimo has requested that the Company take immediate steps to investigate this matter and consider all available options to ensure that the situation caused by the alleged on-going breach of Section 16 of the Company’s bye-laws is resolved. Altimo urges the Supervisory Board to consider all possible means to ensure that the alleged control of the Company will not be exercised in a manner which fails to protect the rights of minority shareholders. Altimo further requests that the Supervisory Board utilize its powers under Section 16.3 of the Company’s bye-laws to continue to preserve the status quo at the Supervisory Board level until such time as this matter is fully addressed.

The allegations made by Altimo will be presented to the Company’s Nominating and Corporate Governance Committee, consisting of the three directors unaffiliated with each of Altimo, Telenor and Weather II, which is expected to assess these allegations and make recommendations to the Supervisory Board as to what, if any, action the Company should then take.

Алексей Бойко, редактор MForum.ru