VimpelCom Prices US$2.2 Billion Eurobonds

By Vimpelcom Ltd., PRNE
Wednesday, June 22, 2011

AMSTERDAM, June 23, 2011 -

VimpelCom Holdings B.V. (VimpelCom
), an indirect wholly owned subsidiary of
VimpelCom Ltd. (
VimpelCom or the
Company), announces that it has
priced US$2.2 billion in debt financing with 3-year floating rate
guaranteed notes, long 5-year guaranteed notes and long 10-year
guaranteed notes.  The notes are guaranteed by VimpelCom
Holdings’ subsidiary OJSC “Vimpel-Communications”. The notes will
be issued at par.  The 3-year US$0.2 billion floating rate
note will bear an annual interest rate of 3 month USD LIBOR plus
4.00% and will be due in June 2014. The long 5-year US$0.5 billion
issue will have a coupon of 6.2546% (with a yield of 6.25%) and
will be due in March 2017.  The long 10-year US$1.5 billion
issue will have a coupon of 7.5043% (with a yield of 7.50%) and
will be due in March 2022.

Barclays Bank PLC, BNP Paribas, Citigroup Global Markets
Limited, HSBC Bank plc, ING Bank N.V. and The Royal Bank of
Scotland plc are acting as lead managers for the financing.

Application has been made to list the issue on the Irish Stock

VimpelCom Holdings intends to use the net proceeds from the
issuance to provide funds to its direct parent, VimpelCom Amsterdam
B.V., to repay any outstanding amounts under VimpelCom Amsterdam
B.V.’s loan from a group of international banks (including Barclays
Capital, BNP Paribas, Citibank, N.A., London Branch, ING Bank NV,
HSBC Bank plc and The Royal Bank of Scotland plc) in a principal
amount of up to US$2.5 billion due March 31, 2012 ($2.2 billion of
which was drawn down). 

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the notes in the United States or
any other jurisdiction, nor shall there be any sale of the notes in
the United States or any other jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under applicable securities laws.  The notes
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the “Securities Act”). The
notes may not be offered or sold in the United States except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and applicable
state securities laws. (For these purposes, “United States” means
the United States of America, its territories and possessions, any
State of the United States, and the District of Columbia.)

This press release is not an invitation nor is it intended to be
an inducement to engage in investment activity for the purpose of
section 21 of the Financial Services and Markets Act 2000 of the
United Kingdom (the “FSMA”). To the extent that this press release
does constitute an inducement to engage in any investment activity,
it is directed solely at persons who (i) are outside the United
or (ii) are investment professionals within the meaning of
article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Financial Promotion Order”)
or (iii) are persons falling within article 49(2)(a) to (e) of the
Financial Promotion Order or (iv) is a person to whom such
communication may otherwise lawfully be made in accordance with the
Financial Services and Markets Act 2000 and the Financial Promotion
Order (all such persons together being referred to as “relevant
persons”).  This communication must not be acted on or relied
on by persons who are not relevant persons.  Any investment or
investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with
relevant persons.

This press release is not an offer, or an invitation to make
offers, sell, purchase, exchange or transfer any securities in
Russia or to or for the benefit of any Russian person, and does not
constitute an advertisement or offering of the notes in Russia
within the meaning of Russian securities laws and must not be
distributed in Russia. The notes have not been and will not be
registered in Russia or admitted to placement and/or circulation in
Russia. The notes are not intended for “offering”, “placement” or
“circulation” in Russia (each as defined in Russian securities

This press release contains forward-looking
as the phrase is defined in Section 27A
of the Securities Act and Section 21E of the Exchange Act. These
statements relate to the Company
s intention to
consummate the proposed transaction described above and are based
on Management
s best assessment of the
s strategic and financial position and of
future market conditions and opportunities. Forward-looking
statements involve inherent risks, uncertainties and assumptions,
including, without limitation, the risk that the transaction
discussed above will be completed. If such risks or uncertainties
materialize or such assumptions prove incorrect, actual results
could differ materially from those expressed or implied by such
forward-looking statements and assumptions. Certain other risks
that could cause actual results to differ materially from those
discussed in any forward-looking statements include the risk
factors described in VimpelCom
s proxy statement
furnished to the U.S. Securities and Exchange Commission (the

SEC) under cover of Form 6-K on February
15, 2011
, VimpelCom
s registration statement on Form
F-4 filed with the SEC, OJSC

Vimpel-Communications public filings with
the SEC, including its Annual Report on Form 20-F for the year
ended December 31, 2009, and other public filings made by VimpelCom
with the SEC, which risk factors are incorporated herein by
reference. The forward-looking statements contained in this
announcement are made as of the date hereof, and VimpelCom
expressly disclaims any obligation to update or correct any
forward-looking statements made herein due to the occurrence of
events after the issuance of this announcement.

FSA/ICMA stabilisation.

Gerbrand Nijman of VimpelCom, +31(0)20-79-77-200, Gerbrand.Nijman at

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