Kyivstar Announces Pricing of Secondary Offering of Common Shares Held by VEON

Rhea-AI Summary

Kyivstar (Nasdaq: KYIV; KYIVW) announced a secondary public offering of 12,100,000 common shares held by VEON and 400,000 shares held by other selling shareholders at USD 10.50 per share.

The selling shareholders granted underwriters a 30-day option for up to 1,875,000 additional shares. The offering is expected to close on February 2, 2026, subject to customary closing conditions.

Positive

• Offering priced at $10.50 per share
• Underwriters granted a 30-day option for 1,875,000 additional shares
• Expected closing date set for February 2, 2026

Negative

• Principal shareholder VEON is selling 12,100,000 Kyivstar shares
• Sale increases available float and may exert short-term share price pressure
• Closing is subject to customary conditions, creating execution uncertainty

Key Figures

Primary block size: 12,100,000 shares Other selling shareholders: 400,000 shares Underwriters’ option: 1,875,000 shares +5 more

8 metrics

Primary block size 12,100,000 shares Common shares of Kyivstar held by VEON Amsterdam B.V. in the offering

Other selling shareholders 400,000 shares Common shares of Kyivstar held by certain other selling shareholders

Underwriters’ option 1,875,000 shares 30-day option to purchase additional Kyivstar common shares

Offering price USD 10.50 per share Public offering price for Kyivstar common shares

Option period 30 days Underwriters’ option to purchase additional Kyivstar shares

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

Form F-1 filing date January 28, 2026 Registration statement on Form F-1 filed with the SEC

Form F-1 effective date January 29, 2026 Form F-1 for the offering declared effective by the SEC

Market Reality Check

Price: $55.72 Vol: Volume 65,163 vs 20-day a...

normal vol

$55.72 Last Close

Volume Volume 65,163 vs 20-day average 78,031 (relative volume 0.84 before this news). normal

Technical Trading above 200-day MA with price 55.72 vs 50.9 200-day MA before this news.

Peers on Argus

Before this announcement, VEON was up 3.05%. Peers showed mixed moves: LBTYA +3....

Before this announcement, VEON was up 3.05%. Peers showed mixed moves: LBTYA +3.35%, LBTYK +2.78%, TDS +2.29%, PHI -0.57%, LBTYB flat. No momentum scanner signals or same‑day peer headlines were flagged, suggesting the move was more stock‑specific than a broad telecom rotation.

Historical Context

5 past events · Latest: Jan 28 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 28	Kyivstar FY25 estimates	Positive	-0.1%	Kyivstar projected strong FY2025 revenue and EBITDA growth above prior outlook.
Jan 26	Uzbekistan NOC launch	Positive	-0.2%	Opened new Network Operations Center and launched BuildX to bolster digital capabilities.
Jan 15	Starlink service growth	Positive	+1.0%	Kyivstar reached 3.0 million Starlink Direct to Cell users and strong SMS usage.
Jan 12	5G pilot launch	Positive	-0.1%	Kyivstar launched a 5G pilot in Lviv with high reported download speeds.
Dec 23	Kazakhstan partnership	Positive	-0.3%	Beeline Kazakhstan and Rakuten Symphony agreed to collaborate on next‑gen connectivity.

Pattern Detected

Recent Kyivstar- and network-related announcements have generally been positive but produced muted or slightly negative next‑day moves, with only one notable positive reaction.

Recent Company History

Over the last months, VEON’s news flow has focused on Kyivstar’s growth and network modernization. On Dec 23, 2025, Beeline Kazakhstan announced a collaboration with Rakuten Symphony. Kyivstar’s 5G pilot in Lviv on Jan 12, 2026 and the Starlink Direct to Cell update on Jan 15, 2026 highlighted technology upgrades, while the new Beeline Uzbekistan NOC and BuildX launch on Jan 26, 2026 reinforced the digital operator strategy. On Jan 28, 2026, VEON noted Kyivstar’s strong FY2025 growth estimates. Today’s secondary offering pricing fits into this broader Kyivstar capital markets rollout.

Market Pulse Summary

This announcement details the pricing of a Kyivstar secondary offering, with 12.1 million shares fro...

Analysis

This announcement details the pricing of a Kyivstar secondary offering, with 12.1 million shares from VEON Amsterdam B.V. and 400,000 shares from other holders at USD 10.50 per share, plus a 1.875 million-share underwriters’ option. Kyivstar itself is not issuing new shares. The move follows prior disclosures of Kyivstar’s expected 24%–26% FY2025 revenue and EBITDA growth. Investors may watch how this transaction affects trading liquidity, VEON’s stake, and future Kyivstar financial reporting once the deal closes on February 2, 2026, subject to conditions.

Key Terms

prospectus, form f-1, registration statement

3 terms

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.

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.

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.

AI-generated analysis. Not financial advice.

NEW YORK, New York, January 29, 2026 -- VEON Ltd. (Nasdaq: VEON), a global digital operator (“VEON” or, together with its subsidiaries, the “VEON Group”) notes that Kyivstar Group Ltd. (Nasdaq: KYIV; KYIVW) (“Kyivstar” or the “Company”), Ukraine’s leading digital operator, today announced the pricing of the public offering of 12,100,000 common shares held by VEON Amsterdam B.V., the principal shareholder of the Company, and 400,000 common shares held by certain other selling shareholders (collectively, the “Selling Shareholders”) at a public offering price of USD 10.50 per share (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.

Kyivstar is not selling any common shares in the Offering.

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, 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 VEON

VEON is a digital operator that provides connectivity and digital services to nearly 150 million connectivity and over 140 million digital users. Operating across five countries that are home to more than 6% of the world’s population, VEON is transforming lives through technology-driven services that empower individuals and drive economic growth. VEON is listed on NASDAQ. For more information, visit: https://www.veon.com.

About Kyivstar Group Ltd.
Kyivstar Group Ltd. is a Nasdaq-listed holding company that operates JSC Kyivstar, Ukraines’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.

Disclaimers
This release contains “forward-looking statements”, within the meaning of the 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 VEON’s strategic ambitions. There are numerous risks, 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” in VEON’s 2024 Form 20-F filed with the SEC on April 25, 2025 and other public filings made by VEON with the SEC. The forward-looking statements contained herein speak only as of the date of this release and VEON disclaims any obligation to update them, except as required by law.

Contact Information

VEON
Hande Asik
Chief Strategy and Communications Officer
pr@veon.com

FAQ

What did Kyivstar (KYIV) announce about the January 2026 secondary offering?

Kyivstar priced a secondary offering of selling shareholders at $10.50 per share. According to the company, the sale comprises 12,100,000 shares from VEON and 400,000 shares from other sellers, with an underwriter option for 1,875,000 additional shares.

How many Kyivstar (KYIV) shares is VEON selling in the offering?

VEON is selling 12,100,000 common shares in the offering. According to the company, these are secondary shares held by VEON Amsterdam B.V., not newly issued Kyivstar shares.

Will Kyivstar issue new shares in the VEON secondary offering (KYIV)?

No, Kyivstar is not issuing new shares in this transaction. According to the company, the offering consists only of shares sold by existing selling shareholders, including VEON.

When is the Kyivstar (KYIV) 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, completion depends on satisfying standard deal close requirements.

What is the underwriter option size in the Kyivstar (KYIV) offering and its purpose?

Underwriters have a 30-day option to purchase up to 1,875,000 additional shares at the offering price. According to the company, this over-allotment option supports book-building and market stabilization.

Who are the lead managers for the Kyivstar (KYIV) secondary offering?

Morgan Stanley, Barclays, Cantor and Rothschild & Co are joint book-running managers and representatives. According to the company, Benchmark, StoneX Company and Northland act as co-managers for the proposed offering.