Kyivstar Group Ltd. Announces Pricing of Secondary Offering of Common Shares

Rhea-AI Summary

Kyivstar Group (Nasdaq: KYIV) announced pricing of a secondary public offering of 12,500,000 common shares by VEON Amsterdam B.V. and other selling shareholders at a public offering price of US$10.50 per share. The Company itself is not selling shares.

The underwriters have a 30-day option for up to 1,875,000 additional shares. The registration statement was declared effective January 29, 2026 and the offering is expected to close on February 2, 2026, subject to customary closing conditions.

Positive

• Offering priced at US$10.50 per share
• Underwriter overallotment option for 1,875,000 additional shares
• Regulatory clearance via SEC declaration effective January 29, 2026

Negative

• Selling shareholders are offering 12,500,000 shares, which may increase public float
• Kyivstar not selling shares, so proceeds go to selling shareholders, not company coffers

Key Figures

Secondary shares offered: 12,500,000 shares Offering price: USD 10.50 per share Underwriters’ option: 1,875,000 shares +2 more

5 metrics

Secondary shares offered 12,500,000 shares Common shares offered by selling shareholders

Offering price USD 10.50 per share Public offering price for secondary sale

Underwriters’ option 1,875,000 shares 30-day option for additional common shares

Option period 30 days Underwriters’ option to purchase additional shares

Expected closing date February 2, 2026 Anticipated closing of the secondary offering

Market Reality Check

Price: $12.05 Vol: Volume 1,286,562 is 2.12x...

high vol

$12.05 Last Close

Volume Volume 1,286,562 is 2.12x the 20-day average of 607,807, indicating elevated pre-news activity. high

Technical Shares at 12.05 are trading below the 200-day MA of 12.71 and 26.88% under the 52-week high.

Peers on Argus

KYIV was up 0.33% with mixed peer action: TEO +2.71%, LBTYA +3.35%, LBTYK +2.78%...

KYIV was up 0.33% with mixed peer action: TEO +2.71%, LBTYA +3.35%, LBTYK +2.78%, while GSAT fell 4.29% and LBTYB was flat. Moves do not show a unified sector trend.

Historical Context

5 past events · Latest: Jan 15 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 15	Satellite service update	Positive	+0.3%	Starlink Direct to Cell reached 3.0M subscribers and 1.2M SMS volume.
Jan 12	Network technology rollout	Positive	+0.2%	Launch of 5G pilot in Lviv with >2.4 Gbps peak test speeds.
Dec 16	Earnings timing update	Neutral	+2.2%	Announcement of release dates for Q4 and FY 2025 results and call.
Dec 16	Strategic acquisition	Positive	+2.2%	Acquisition of SUNVIN 11 solar plant to diversify and secure energy supply.
Dec 01	AI partnership	Positive	-4.0%	Selection of Google’s Gemma to build a national Ukrainian LLM platform.

Pattern Detected

Recent news has generally been positive with mostly modest positive price reactions, except one divergence where a positive AI partnership coincided with a notable decline.

Recent Company History

Over the past few months, Kyivstar reported milestones in satellite connectivity, a 5G pilot in Lviv, and an acquisition of a 12.947 MW solar plant for UAH 347.57 million (≈USD 8.24 million). It also outlined dates to release full-year 2025 results and partnered with Ukraine’s Ministry of Digital Transformation on a national LLM using Google’s Gemma. Most of these updates saw modestly positive price moves, though the AI LLM announcement on Dec 1, 2025 coincided with a -3.95% reaction, showing occasional divergence between positive news and trading.

Market Pulse Summary

This announcement details a secondary sale of 12,500,000 existing shares at $10.50 per share by Kyiv...

Analysis

This announcement details a secondary sale of 12,500,000 existing shares at $10.50 per share by Kyivstar’s principal and other shareholders, with a 30-day option for 1,875,000 additional shares. The company itself is not issuing stock or receiving proceeds. Investors may compare this structure to prior filings that emphasized growth and war-related risks, weighing potential share overhang from selling holders against Kyivstar’s recent operational milestones and upcoming full-year 2025 results release.

Key Terms

secondary offering, underwriters, prospectus, registration statement, +2 more

6 terms

secondary offering financial

"Announces Pricing of Secondary Offering of Common Shares"

A secondary offering is when a company sells new shares of its stock to the public after its initial sale. This allows existing shareholders or the company itself to raise additional money. For investors, it can impact the stock’s price by increasing the total number of shares available, which may influence the stock’s value and how the market perceives the company’s financial health.

underwriters financial

"Selling Shareholders have granted the underwriters a 30-day option"

Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.

prospectus regulatory

"The Offering is being made only by means of a prospectus."

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

registration statement regulatory

"A registration statement on Form F-1, including a prospectus, relating to the Offering"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

form f-1 regulatory

"A registration statement on Form F-1, including a prospectus, relating to the Offering"

A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.

public offering financial

"announced the pricing of the public offering of 12,500,000 common shares"

A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.

AI-generated analysis. Not financial advice.

NEW YORK, Jan. 29, 2026 (GLOBE NEWSWIRE) -- Kyivstar Group Ltd. (Nasdaq: KYIV; KYIVW) (“Kyivstar” or the “Company”), Ukraine’s leading digital operator, today announced the pricing of the public offering of 12,500,000 common shares (the “Offering”) by VEON Amsterdam B.V., the principal shareholder of the Company, and certain other selling shareholders (collectively, the “Selling Shareholders”) at a public offering price of USD 10.50 per share. The Company is not selling any common shares in the Offering. In connection with the Offering, the Selling Shareholders have granted the underwriters a 30-day option to purchase up to an additional 1,875,000 common shares at the public offering price, less underwriting discounts and commissions.

The Offering is expected to close on February 2, 2026, subject to customary closing conditions.

Morgan Stanley, Barclays, Cantor and Rothschild & Co are acting as joint booking-running managers and as representatives of the underwriters for the proposed Offering. Benchmark, a StoneX Company, and Northland Capital Markets are acting as co-managers for the proposed Offering.

The Offering is being made only by means of a prospectus. Copies of the prospectus relating to the proposed Offering may be obtained for free by visiting EDGAR on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov. The prospectus relating to the proposed Offering may also be obtained from:

• Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2^nd Floor, New York, NY 10014;
• Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 1-888-603-5847, or by email at barclaysprospectus@broadridge.com;
• Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022, or by email at prospectus@cantor.com;
• Rothschild & Co US Inc., 1251 Avenue of the Americas, New York, NY 10020.
  
  

A registration statement on Form F-1, including a prospectus, relating to the Offering has been filed on January 28, 2026 with, and was declared effective on January 29, 2026 by, the SEC.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

About Kyivstar Group Ltd.

Kyivstar Group Ltd. is a Nasdaq-listed holding company that operates JSC Kyivstar, Ukraine’s leading digital operator and the first Ukrainian company to list on a U.S. stock exchange. Kyivstar’s companies provide a broad range of connectivity and digital services, including mobile and fixed-line voice and data, ride-hailing, e-health, digital TV, and enterprise solutions such as Big Data, cloud, and cybersecurity.

Together with VEON, Kyivstar intends to invest USD 1 billion in Ukraine between 2023-2027, through social investments in infrastructure and technological development, charitable donations and strategic acquisitions. For more information, please visit https://investors.kyivstar.ua.

Disclaimer

This press 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. Such forward-looking statements include, but are not limited to, statements relating to, among other things, the timing of the closing of the Offering. There are numerous risks and uncertainties that could cause actual results and performance to differ materially from those expressed by such statements, including risks relating to the timing of the closing of the Offering , among others discussed in the section entitled “Risk Factors” included in the registration statement on Form F-1 filed by Kyivstar with the SEC on January 28, 2026, as amended and supplemented from time to time, and in any other subsequent filings with the SEC by Kyivstar Group. The forward-looking statements contained herein speak only as of the date of this release and Kyivstar disclaims any obligation to update them, except as required by applicable laws.

Contact information

Kyivstar Group Ltd.
Investor Relations
Additional information: pr@kyivstar.net, www.kyivstar.ua.

FAQ

How many shares are being sold in the KYIV secondary offering and at what price?

The offering consists of 12,500,000 common shares priced at US$10.50 each. According to the company, selling shareholders placed the shares at that public offering price, with no shares sold by Kyivstar itself.

When is the KYIV secondary offering expected to close and what conditions apply?

The offering is expected to close on February 2, 2026, subject to customary closing conditions. According to the company, the close depends on satisfaction of standard underwriting and regulatory conditions.

Does Kyivstar (KYIV) receive proceeds from the January 2026 offering?

No — Kyivstar is not selling any common shares in the offering, so the company will not receive proceeds. According to the company, proceeds will go to VEON Amsterdam B.V. and other selling shareholders.

Is there an option for more shares in the KYIV offering and how large is it?

Yes — underwriters have a 30-day overallotment option for up to 1,875,000 additional shares. According to the company, that option is exercisable at the public offering price, less underwriting discounts and commissions.

Which banks are leading the KYIV offering and where can the prospectus be obtained?

Morgan Stanley, Barclays, Cantor and Rothschild & Co are joint book-running managers for the offering. According to the company, the prospectus is available free on the SEC EDGAR site and from the listed managers' prospectus departments.