Tele2 acquires TDC Sweden and strengthens its position in the Swedish B2B market


Stockholm – Tele2 Group (Tele2), (NASDAQ OMX Stockholm Exchange: TEL2 A and TEL2
B) today announced that it will acquire TDC Sweden at an Enterprise Value of SEK
2.9 billion (the “Transaction”). This acquisition will allow Tele2 to become a
stronger player in the strategically important B2B segment in its home market.
TDC Sweden is a highly successful provider of B2B services in Sweden, serving
both the public sector and many Swedish blue chip customers with their entire
end-to-end connectivity and communication needs. TDC Sweden has a strong
position in attractive product segments, and a solid track record of profitable
growth, delivering net sales in 2015 of SEK 3.4 billion and an EBITDA of SEK 0.4
billion. The operations had 809 full time employees at the end of 2015.

As a result of the acquisition of TDC Sweden, Tele2 intends to create a stronger
customer champion in the Swedish B2B segment. Together, TDC Sweden and Tele2
will be a challenger, offering a more comprehensive product portfolio to Swedish
business customers. The combined operations will be well positioned to capture
growth trends in the industry such as from data growth, managed services and
migration to cloud platforms.

Allison Kirkby, President and CEO of Tele2 AB, comments: “The acquisition of TDC
Sweden is consistent with our strategy to be champions of customer value for
both consumers and businesses. This deal is a unique opportunity for Tele2 to
build scale and expand its range of services in the B2B market, it is hugely
complementary to our existing Swedish business, and it allows us to meet the
global trend of large B2B customers demanding a wider range of communication &
network services. For our shareholders, the combination of Tele2 and TDC Sweden
unlocks significant value creation from synergies.”

Samuel Skott, Executive Vice President, CEO Tele2 Sweden, comments: “Combining
Tele2’s and TDC Sweden’s individually powerful operations will create an even
stronger B2B communications provider on the Swedish market. Tele2 has
traditionally been strong in mobile telephony and fixed telephony while TDC
Sweden is further ahead in network as a service, unified communications and
hardware. The unique complementary profiles of the two companies will enable us
to provide our customers with even greater value going forward.”

In conjunction with the Transaction, Tele2 proposes to undertake an equity issue
with preferential rights to existing shareholders to a total amount of
approximately SEK 3 billion (the “Rights Issue”). The Rights Issue is subject to
the approval of an Extraordinary General Meeting. The Transaction is not
conditional on equity financing, as Tele2 has available funds and existing
credit facilities in place to finance the Transaction. The Rights Issue is
proposed in order to maintain the Company’s financial strength, is fully
underwritten and has the support of Tele2’s largest shareholder Kinnevik. The
Rights Issue is expected to be completed by the fourth quarter of 2016.

The Transaction is subject to regulatory approval by the relevant competition
authorities. Closing is expected by the fourth quarter 2016.

Tele2 estimates annualized run rate OPEX and CAPEX synergies to amount to
approximately SEK 300 million, with additional one-off capex synergies estimated
to amount to SEK 200 million. Positive effects of cross-selling are also
expected. Preliminary estimates for the integration costs and other one-off
costs required to achieve synergies amount to approximately SEK 750 million.

The Transaction
Tele2 will acquire the entire Swedish operations of TDC Sweden at an Enterprise
Value of SEK 2.9 billion.

Financing
The Transaction is not conditional on equity financing, as Tele2 has available
funds and existing credit facilities in place to finance the Transaction. In
conjunction with the Transaction Tele2 intends to undertake an equity issue with
preferential rights to existing shareholders to a total amount of approximately
SEK 3 billion to maintain the Company’s financial strength. The largest
shareholder in Tele2, Kinnevik (representing 30.04% of the total number of
shares and 47.58% of the number of votes in Tele2), has committed to subscribe
for its pro rata share of the Rights Issue and Nordea Bank AB (publ), has
entered into a standby underwriting commitment, subject to customary conditions,
for the remaining portion of the Rights Issue. The Rights Issue is expected to
be completed by the fourth quarter of 2016.

Extraordinary General Meeting
In order to resolve on the Rights Issue, an Extraordinary General Meeting will
be held prior to the Rights Issue which is expected to be completed by the end
of 2016. More details will follow and the notice for the Extraordinary General
Meeting will be published separately and will be made available at www.tele2.com

Press and analyst conference
A press and analysts’ conference will be held in Myntkabinettet, Slottsbacken 6,
Stockholm, at 12:00 CET (11:00 UK time/06:00 NY time) on 21 June, 2016. The
conference will be held in English and also made available as a webcast on
www.tele2.com

Refreshments and a light lunch will be served.

Dial-in information:
To ensure that you are connected to the conference call, please dial in a few
minutes before the start of the conference call to register your attendance.

Confirmation code: 5417211 / ask for Tele2

Dial-in numbers:
Sweden: +46 (0)8 5352 6408
UK: +44 (0)20 3427 1906
US: +1 718 354 1359

The information is of such character, which Tele2 AB (publ) shall disclose in
accordance with the Securities Market Act (2007:528) and/or the law on Trading
with Financial Instruments (1991:980). The information was distributed for
disclosure at 07:00 CET on 21 June 2016.

For more information, please contact:
Viktor Wallström, Communications Director, Tele2 AB, Phone: +46 703 63 53 27
Louise Tjeder, Head of Investor Relations, Tele2 AB, Phone: +46 704 26 46 52

TELE2 IS ONE OF EUROPE'S FASTEST GROWING TELECOM OPERATORS, ALWAYS PROVIDING
CUSTOMERS WITH WHAT THEY NEED FOR LESS. We have 16 million customers in 9
countries. Tele2 offers mobile services, fixed broadband and telephony, data
network services, content services and global M2M/IoT solutions. Ever since Jan
Stenbeck founded the company in 1993, it has been a tough challenger to the
former government monopolies and other established providers. Tele2 has been
listed on the NASDAQ OMX Stockholm since 1996. In 2015, we had net sales of SEK
27 billion and reported an operating profit (EBITDA) of SEK 5.8 billion.

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