Telenor swaps Comincom and Combellga for 19.5% of Golden Telecom

20 Aug 2003

Fornebu-based PTO Telenor [Nasdaq: TELN] has announced the signing of a share exchange agreement with Russian alternative telecoms services provider Golden Telecom [Nasdaq: GLDN] under which the latter will receive 100% ownership of Telenor subsidiaries OAO Comincom and OAO Combellga, in exchange for Telenor gaining a 19.5% holding in Golden Telecom. The Comincom-Combellga group provides voice, data and internet access services to business customers in the lucrative Moscow region and collectively represents the third largest telco in that area. The group reported growth of 32% in 2002, generating revenues of USD85 million and an EBITDA margin of 33%. In the first half of this year its turnover is estimated to be USD50 million. Based on current shares prices the deal will give Telenor a stake equivalent to USD220 million. The transaction is subject to regulatory approval in the US and Russia, sanction from Golden Telecom shareholders and the Telenor board, and is also subject to both parties providing financial performance covenants. The deal is expected to be completed by the end of 2003.

Norway