Veon Ltd SEC Filings

VEON Ltd. files its Form 20‑F annual report for the year ended December 31, 2025, prepared under IFRS and presented in U.S. dollars. The company operates mainly in Pakistan, Ukraine, Kazakhstan, Bangladesh and Uzbekistan, with 1,849,190,667 common shares outstanding at period end.

VEON explains its non‑IFRS metrics such as Adjusted EBITDA, Adjusted EBITDA margin and capital expenditures excluding licenses and right‑of‑use assets, and outlines key operating indicators like ARPU, 4G users and multiplay customers. The report highlights that Ukraine, Pakistan and Bangladesh face elevated political, economic and security risks, including the ongoing war in Ukraine, civil unrest in Bangladesh and periodic network shutdowns in Pakistan.

Management emphasizes exposure to frontier‑market volatility, foreign‑currency fluctuations, high inflation and U.S. trade tariffs that disrupt supply chains. It also details significant risk factors such as potential nationalization in Ukraine, sanctions links to its largest shareholder, cyber‑attacks, climate‑related disruptions, and the impact of new Middle East hostilities on its Dubai headquarters and regional stability.

VEON Ltd. reported strong fourth-quarter and full-year 2025 results, driven by rapid expansion of its digital services. For 2025, total revenue rose 9.9% year-on-year to USD 4,399 million, while EBITDA increased 18.8% to USD 2,009 million, lifting the EBITDA margin to 45.7%.

Digital revenues grew 62.5% to USD 759 million, representing 17.3% of group revenue, and generated Digital EBITDA of USD 207 million with a 27.3% margin. Equity free cash flow after leases and licenses reached USD 624 million, and net debt excluding leases fell to 1.09x EBITDA, supported by disciplined capex of USD 930 million.

VEON advanced its strategy with a completed USD 100 million buyback, a second buyback in progress, a policy framework targeting at least USD 100 million in annual repurchases, the Kyivstar secondary offering, and acquisitions including Ukraine’s Tabletki.ua and ride-hailing platform Uklon. For 2026, VEON guides to USD revenue growth of 9%–12%, EBITDA growth of 7%–10%, and capex intensity excluding Ukraine of 14%–16%.

VEON Ltd., through its subsidiary Kyivstar Group Ltd., has completed the acquisition of 100% of Ukrainian digital healthcare platform Tabletki.ua for USD 160 million, payable in Ukrainian hryvna in Ukraine.

Tabletki.ua is a leading Ukrainian platform for finding, comparing, and reserving medicines, partnering with more than 14,000 pharmacies and handling an average of 14 million reservations per month in 2025. Bookings through the platform reached gross merchandise value of UAH 45 billion (USD 1.06 billion) in FY2024 and UAH 57.3 billion (USD 1.19 billion) for the twelve months ending September 30, 2025. Based on unaudited management accounts as of September 30, 2025, Tabletki.ua generated EBITDA of USD 24 million and net profit of USD 20 million, implying a price-to-earnings multiple of 8.0x. The business will join Kyivstar’s broader digital ecosystem, which includes the Helsi e-health platform, Uklon, Kyivstar TV and the MyKyivstar super-app, supporting VEON and Kyivstar’s broader plan to invest USD 1 billion in Ukraine between 2023-2027.

VEON Ltd. has furnished a report highlighting that Kyivstar Group Ltd. has priced a secondary public offering of common shares held by existing shareholders. The offering covers 12,100,000 common shares held by VEON Amsterdam B.V. and 400,000 common shares held by other selling shareholders at a public price of USD 10.50 per share.

The selling shareholders have granted underwriters a 30-day option to purchase up to an additional 1,875,000 common shares at the same public price, less underwriting discounts and commissions. Kyivstar itself is not selling any shares, and the offering is expected to close on February 2, 2026, subject to customary conditions.

VEON Ltd. filed a report highlighting a proposed public offering of Kyivstar Group Ltd. shares by VEON Amsterdam B.V. and other selling shareholders, following Kyivstar’s Form F-1 registration in the United States.

Kyivstar also shared preliminary, unaudited estimates for 2025. Management currently expects revenue growth in U.S. dollars between 24% and 26% year over year, with Adjusted EBITDA growth in the same 24%–26% range. Capex Intensity for 2025 is estimated between 29% and 31%. These figures are based on incomplete closing procedures, have not been audited or reviewed by UHY LLP, and may change. The filing includes extensive forward‑looking statements language, emphasizing uncertainties tied to the ongoing war in Ukraine, sanctions, regulatory constraints, and Kyivstar’s reliance on JSC Kyivstar for distributions.

VEON Ltd. filed a Form 6-K as a foreign private issuer, notifying investors that it has published unaudited interim condensed consolidated financial statements. These statements cover VEON’s results as of, and for, the nine- and three-month periods ended September 30, 2025. The financial statements are provided as Exhibit 99.1 to the report, giving investors updated interim financial information for the year.

VEON Ltd. filed a Form 6-K as a foreign private issuer, primarily to furnish materials released on November 10, 2025. The submission includes a press release, a set of presentation materials, and a supplemental factbook, attached as Exhibits 99.1, 99.2, and 99.3.

VEON Ltd. filed a Form 6-K as a foreign private issuer, primarily to furnish materials released on November 10, 2025. The submission includes a press release, a set of presentation materials, and a supplemental factbook, attached as Exhibits 99.1, 99.2, and 99.3.