Kyivstar to acquire GigaCloud for up to $50M
GigaCloud generated approximately USD 14 million in 2025 revenue and had an approximately 34% EBITDA margin, based on unaudited management accounts.
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Form Type
6-K
Rhea-AI Filing Summary
Kyivstar Group Ltd. agreed to acquire GigaCloud in a transaction valued at up to USD 50 million, subject to customary closing conditions. The consideration comprises a USD 41 million acquisition price, up to USD 4 million in deferred non-adjustable debt, approximately USD 3 million in performance-related consideration and up to USD 2 million in reimbursement for capital expenditure, subject to the agreement. Approximately USD 5 million of total consideration is linked to future performance and capital investment milestones.
Based on unaudited management accounts, GigaCloud generated approximately USD 14 million in revenue and USD 4.7 million in EBITDA in 2025, with an approximately 34% EBITDA margin. The transaction is expected to be immediately accretive to Kyivstar’s earnings and cash flow. GigaCloud serves more than 1,800 enterprise customers and has infrastructure in Ukraine and Poland. Following completion, it is expected to operate as a separate business unit within Kyivstar Group, retaining its brand and management team; its founders are expected to continue leading it. No changes to existing customer contracts, service levels or commercial terms are planned as a result of the transaction.
Key Figures
Transaction value: up to USD 50 million
Acquisition price: USD 41 million
Deferred non-adjustable debt: up to USD 4 million
+5 more
8 metrics
Transaction value
up to USD 50 million
Proposed GigaCloud acquisition
Acquisition price
USD 41 million
GigaCloud transaction consideration
Deferred non-adjustable debt
up to USD 4 million
GigaCloud transaction consideration
Performance-related consideration
approximately USD 3 million
GigaCloud transaction consideration
Capital-expenditure reimbursement
up to USD 2 million
GigaCloud transaction consideration
Revenue
approximately USD 14 million
GigaCloud, 2025; based on unaudited management accounts
EBITDA
USD 4.7 million
GigaCloud, 2025; based on unaudited management accounts
EBITDA margin
approximately 34%
GigaCloud, 2025; based on unaudited management accounts
Key Terms
EBITDA, deferred non-adjustable debt, performance-related consideration, sovereign cloud infrastructure
4 terms
EBITDA financial
"USD 4.7 million in EBITDA in 2025"
EBITDA stands for earnings before interest, taxes, depreciation, and amortization. It measures a company's profitability by focusing on the money it makes from its core operations, ignoring expenses like taxes and accounting adjustments. Investors use EBITDA to compare how well different companies are performing financially, as it provides a clearer picture of operational success without the influence of financial structure or accounting choices.
deferred non-adjustable debt financial
"up to USD 4 million in deferred non-adjustable debt"
sovereign cloud infrastructure technical
"capabilities in sovereign cloud infrastructure"
Sovereign cloud infrastructure is cloud computing capacity—servers, storage and network services—designed and operated to meet a country’s legal, security and data‑residency rules, often under local control or certification. Investors should care because it affects which customers and contracts a provider can win, the regulatory and political risk profile, and costs for running services—think of it like storing valuable goods in a secure, government‑approved warehouse inside the country rather than in an overseas facility.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much is KYIV paying to acquire GigaCloud?
The transaction is valued at up to USD 50 million. It comprises a USD 41 million acquisition price, up to USD 4 million in deferred non-adjustable debt, approximately USD 3 million in performance-related consideration and up to USD 2 million in reimbursement for capital expenditure, subject to the agreement.
What were GigaCloud’s 2025 revenue and EBITDA?
Based on unaudited management accounts, GigaCloud generated approximately USD 14 million in revenue and USD 4.7 million in EBITDA in 2025, with an approximately 34% EBITDA margin.
What happens to GigaCloud after the KYIV acquisition closes?
Following completion, GigaCloud is expected to operate as a separate business unit within Kyivstar Group, retaining its brand and management team; its founders are expected to continue leading the business. No changes to existing customer contracts, service levels or commercial terms are planned as a result of the transaction.
Is the KYIV-GigaCloud acquisition complete?
Kyivstar announced an agreement to acquire GigaCloud, and completion is subject to customary closing conditions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of October 2026
Commission File Number: 001-42804
Kyivstar Group Ltd.
(Translation of registrant’s name into English)
Unit 517, Level 5
Index Tower
Dubai International Financial Centre (DIFC)
United Arab Emirates
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
EXPLANATORY NOTE
On October 27, 2026, Kyivstar Group Ltd. published a press release, a copy of which is furnished hereto as Exhibit 99.1.
EXHIBIT INDEX
| Exhibit No. | Description of Exhibit | ||||||||||||||||
| 99.1 | Press Release, dated October 27, 2026 | ||||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: October 28, 2026 | Kyivstar Group Ltd. | |||||||||||||||||||||||||
| By: | /s/ Taner Kiziltoprak | |||||||||||||||||||||||||
| Name: | Taner Kiziltoprak | |||||||||||||||||||||||||
| Title: | Chief Financial Officer | |||||||||||||||||||||||||
Конфіденційно/Confidential Kyivstar Group Signs Agreement to Acquire GigaCloud, Expanding Enterprise Cloud Capabilities Transaction brings together GigaCloud’s enterprise cloud expertise and Kyivstar’s connectivity, customer reach and investment capacity Kyiv, Ukraine and New York, October 27, 2026 – Kyivstar Group Ltd. (Nasdaq: KYIV; KYIVW) (“Kyivstar”), Ukraine’s leading digital operator and part of VEON Group (Nasdaq: VEON), today announced the acquisition of GigaCloud, one of Ukraine’s leading cloud infrastructure providers, in a transaction valued at up to USD 50 million. The investment expands Kyivstar’s enterprise technology offering by combining connectivity, cloud infrastructure, and cybersecurity services to help businesses and public institutions accelerate their digital transformation. GigaCloud contributes a strong enterprise customer base, cloud expertise, and infrastructure spanning Ukraine and Poland. The transaction also strengthens Kyivstar’s capabilities in sovereign cloud infrastructure and creates a platform for the future development of AI-enabled services tailored to the needs of Ukrainian businesses and public institutions. Founded in 2016, GigaCloud serves more than 1,800 enterprise customers. Based on unaudited management accounts, the company generated approximately USD 14 million in revenue and USD 4.7 million in EBITDA in 2025, representing an EBITDA margin of approximately 34%. The transaction is expected to be immediately accretive to Kyivstar’s earnings and cash flow. Transaction valuations reflect GigaCloud’s growth profile, strategic cloud capabilities, market leadership position and anticipated commercial synergies. In addition, approximately USD 5 million of the total consideration is linked to future performance and capital investment milestones, aligning the purchase price with long-term value creation. The transaction comprises a USD 41 million acquisition price, up to USD 4 million in deferred non-adjustable debt, approximately USD 3 million in performance-related consideration and up to USD 2 million in reimbursement for capital expenditure, subject to the terms of the agreement. Completion is subject to customary closing conditions. “GigaCloud brings to Kyivstar a well-established cloud business, cloud engineering expertise, R&D capabilities and an experienced team. By combining these capabilities with our connectivity, customer reach and investment capacity, we can help more businesses modernize their operations and build a larger enterprise technology business. This acquisition advances our digital strategy while supporting Ukraine’s long-term infrastructure need,” said Oleksandr Komarov, President of Kyivstar Group Ltd. Following completion, GigaCloud is expected to operate as a separate business unit within Kyivstar Group, retaining its brand and management team. Its founders are expected to
Конфіденційно/Confidential continue leading the business. No changes to existing customer contracts, service levels or commercial terms are planned as a result of the transaction. “We have built GigaCloud on the trust of our customers and the expertise of our team. Together with Kyivstar, we will be able to accelerate investment in our infrastructure, expand our market reach, and continue delivering the high-quality services our customers expect,” said Nazariy Kurochko, Chief Executive Officer and Co-Founder of GigaCloud. “As demand for sovereign cloud solutions continues to grow, this partnership strengthens our ability to scale secure cloud services and contribute to Ukraine’s digital development,” added Anton Khvastunov, Co-Founder of GigaCloud. The acquisition further demonstrates Kyivstar’s commitment to expanding its digital services portfolio, investing in critical technology infrastructure, and supporting the long- term development of Ukraine’s digital economy. About Kyivstar Group Ltd. Kyivstar Group Ltd. (“Kyivstar”) 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. For more information, please visit https://investors.kyivstar.ua. Nasdaq tickers: KYIV; KYIVW About JSC Kyivstar JSC Kyivstar is Ukraine’s leading digital operator, serving more than 21.8 million mobile customers and over 1.3 million home internet fixed line customers as of June 30, 2026. The company provides services using a wide range of mobile and fixed technologies, including 4G, Big Data, cloud solutions, cybersecurity services, digital TV, and more. JSC Kyivstar is wholly owned by Kyivstar Group Ltd. (Nasdaq: KYIV; KYIVW), whose shares are traded on the U.S. stock exchange Nasdaq. As one of Ukraine’s largest private investors, Kyivstar continues to contribute to the country’s resilience and recovery through sustained investments in digital infrastructure and social impact initiatives. Since 2022, the company has invested more than UAH 5.6 billion (USD 125 million) in support of Ukraine’s Armed Forces, national recovery efforts, and subscribers, and is recognized among the country’s top three socially responsible businesses. Additional information: pr@kyivstar.net , www.kyivstar.ua
Конфіденційно/Confidential About GigaCloud GigaCloud is a leader in the Ukrainian cloud market. Since 2016, GigaCloud has supported the digital transformation of more than 1,800 companies through cloud technologies. The company serves large enterprises and is a leading partner of the public sector in implementing digital transformation initiatives powered by cloud solutions. GigaCloud leverages state-of-the-art technologies to build secure, resilient, and highly available cloud infrastructure. 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, Kyivstar’s digital evolution strategy with the acquisition of GigaCloud. 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 acquisition of GigaCloud and its integration into Kyivstar, among others discussed in the section entitled “Risk Factors” included in Kyivstar Group’s annual report on Form 20-F filed with the U.S. Securities and exchange Commission (“SEC”) on March 16, 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 Group disclaims any obligation to update or revise them, other than to the extent as required by applicable law. Additionally, this press release includes certain financial information and data of GigaCloud derived from preliminary, unaudited management accounts and is subject to completion of customary financial closing, review, and audit procedures. This information is provided for informational purposes only and should not be regarded as a complete statement of financial results or relied upon as necessarily indicative of historical or future performance.