Telenor ASA — Share Issue/Capital Change 2017

Apr 6, 2017

Telenor to sell additional shares in VEON Ltd.

Telenor to sell additional shares in VEON Ltd.

Telenor ASA today announced that it has commenced an offering

of 70 million of its common shares in VEON Ltd. (formerly

known as VimpelCom Ltd.) in the form of common shares listed

in Euronext Amsterdam and American Depository Shares (ADSs)

listed on NASDAQ under the ticker "VEON". Each ADS represents

one VEON common share.

Telenor currently owns approximately 416.7 million ADSs, which

represents 23.7 per cent of VEON's total outstanding common

shares, including the VEON ADSs that are underlying Telenor's

USD 1 billion, 3-year exchangeable bond due 2019. Today's

transaction represents 4 per cent of VEON's total outstanding

common shares. The price at which Telenor will sell the common

shares and ADSs has not yet been determined. This transaction

follows Telenor's earlier sell-down of approximately 164

million VEON ADSs in September 2016.

Telenor will not comment beyond today's announcement at this

point in time. The pricing of the offering will be announced

following the completion of the bookbuilding process.

Citigroup and Morgan Stanley will act as joint global

coordinators and joint bookrunners for the offering.

The offering is being made pursuant to VEON's shelf

registration statement on Form F-3 initially filed with the

Securities and Exchange Commission (SEC) on 23 May 2014, as

amended and most recently declared effective on 20 April 2016

(the "Registration Statement"). The common shares and ADSs

will be offered only by means of a prospectus and accompanying

prospectus supplement forming a part of the effective

Registration Statement. Prospective investors should read the

prospectus included in the Registration Statement, the

preliminary prospectus supplement and other documents that

VEON has filed with the SEC for more information. The

Registration Statement, the preliminary prospectus supplement

and the documents incorporated by reference therein are

available at the SEC's website at www.sec.gov.

Alternatively, a copy of the prospectus and related

preliminary prospectus supplement may be obtained, when

available, from Citigroup Global Markets Inc., c/o Broadridge

Financial Solutions, 1155 Long Island Avenue, Edgewood, NY

11717, toll-free: (800) 831-9146; Morgan Stanley & Co. LLC,

180 Varick Street, 2nd Floor, New York, NY 10014, Attention:

Prospectus Department.

This press release shall not constitute an offer to sell or

the solicitation of an offer to buy, nor shall there be any

sale of these securities in any state or other jurisdiction in

which such an offer, solicitation or sale would be unlawful

prior to registration or qualification under the securities

laws of any such state or other jurisdiction.

For readers in the European Economic Area: In any EEA Member

State that has implemented the Prospectus Directive, this

communication is only addressed to and directed at qualified

investors in that Member State within the meaning of the

Prospectus Directive. The term "Prospectus Directive" means

Directive 2003/71/EC (and amendments thereto, including

Directive 2010/73/EU, to the extent implemented in each

relevant Member State), together with any relevant

implementing measure in the relevant Member State.

For readers in the United Kingdom: This communication is being

directed only at (i) persons who are outside the United

Kingdom or (ii) investment professionals falling within

Article 19(5) ("Investment professionals") of the Financial

Services and Markets Act 2000 (Financial Promotion) Order 2005

(the "Order") or (iii) certain high value persons and entities

who fall within Article 49(2)(a) to (d) ("High net worth

companies, unincorporated associations etc") of the Order; or

(iv) any other person to whom it may lawfully be communicated

(all such persons in (i) to (iv) together being referred to as

"relevant persons"). The common shares and ADSs are only

available to, and any invitation, offer or agreement to

subscribe, purchase or otherwise acquire such common shares

and ADSs will be engaged in only with, relevant persons. Any

person who is not a relevant person should not act or rely on

this document or any of its contents.

Investor Relations

Marianne Moe

Mobile: +47 9161 7631

marianne.moe@telenor.com

Helge Øien

Mobile: +47 9131 9242

helge.oien@telenor.com

Media Contacts

Glenn Mandelid

Mobile: +47 9266 1300

glenn.mandelid@telenor.com

Meera Bhatia

Mobile: +47 4684 4959

meera.bhatia@telenor.com