Presentation of 2Q2003 Financial and Operating Results

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VIMPELCOM
Presentation of 2Q2003 Financial and Operating
Results
Merger Proposal for VimpelCom and VimpelCom-Region
August 28, 2003
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Disclaimer

• This presentation contains "forward-looking
  statements", as the phrase is defined in Section
  27A of the Securities Act and Section 21E of the
  Exchange Act. These statements relate, in part,
  to the Companys development plans, such as
  future subscriber growth, national expansion and
  wireless penetration. These statements also
  relate to the consummation of the merger and
  related transactions which are subject to
  shareholder, regulatory and certain other
  approvals, as well as certain other conditions
  precedent, including the transfer of all of
  VimpelCom-Regions licenses and permissions to
  VimpelCom. If any of the approvals are not
  obtained or any condition precedent is not met,
  the merger will not be consummated. The
  forward-looking statements are based on
  management's best assessment of the Company's
  strategic and financial position, future market
  conditions and trends its ability to consummate
  the merger and related transactions. These
  discussions involve risks and uncertainties. The
  actual outcome may differ materially from these
  statements as a result of unforeseen developments
  from regulatory authorities, competition,
  governmental regulations of the wireless
  telecommunications industry, general political
  and social uncertainties in Russia, general
  economic developments in Russia, the Companys
  ability to continue to grow its overall
  subscriber base, continued volatility in the
  world economy and other factors. There can be no
  assurance that such risks and uncertainties will
  not have material adverse effects on the
  Companys development plans or that the merger
  will be consummated. Certain factors that could
  cause actual results to differ materially from
  those discussed in any forward-looking statements
  include the risks described in the Company's
  Annual Report on Form 20-F for the year ended
  December 31, 2002 and other public filings made
  by the Company with the United States Securities
  and Exchange Commission, which risk factors are
  incorporated herein by reference. VimpelCom
  disclaims any obligation to update developments
  of these risk factors or to announce publicly any
  revision to any of the forward-looking statements
  contained in this presentation, or to make
  corrections to reflect future events or
  developments.

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Participants
Jo Lunder Chief Executive Officer
Nikolai N. PryanishnikovFirst Vice President
Commercial Director
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Participants
Elena A. ShmatovaChief Financial Officer
Valery P. GoldinVice President, International
and Investor Relations
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VimpelCom 2Q2003 Financial and Operating Results
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2Q2003 Highlights

• 53 million consolidated net income and 9.0
  million net income in the regions
• 46 consolidated EBITDA margin and 36 EBITDA
  margin in the regions
• 8.5 million subscribers as of August 28, 2003
• 97 million ruble bonds placed by
  VimpelCom-Region
• Launch of operations in St. Petersburg
• Number one position achieved in Siberia
• One of the worlds first on-line prepaid roaming
  launched nationwide

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VimpelCom 2Q2003 financial highlights
Net revenues, million
Net income, million

EBITDA, million
EBITDA margin
Source VimpelCom
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Key financial figures
Total operating revenues excluding
inter-company transactions
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Market performance
VimpelCom market share
VimpelCom subscriber base
million
Russia
Moscow
Source VimpelCom, Consensus estimates
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Key subscriber statistics
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National GSM network rollout
Northwest Population 14.0 mln.
Moscow Population 17.0 mln.
Urals Population18.3 mln.
38
Central Population21.0 mln.
39
43
3
10
9
4
19
18
1
20
5
23
8
44
6
22
12
7
31
11
25
2
37
35
13
14
29
30
27
26
21
34
28
24
36
41
42
17
16
32
15
VolgaPopulation 25.2 mln.
40
33
SiberiaPopulation 15.3 mln.
South Population 22.9 mln.
- in commercial operation
- launch in 2003E
- other licensed regions
- unlicensed territories
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Regions number of subscribers
Central
Volga
000
000
Source VimpelCom
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Regions number of subscribers (continued)
Siberia
South
000
000
Northwest
000
Source VimpelCom
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Operational indicators
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Network rollout as of June 30, 2003
Note BTS base transceiver station BSC base
station controller MSC mobile switching center
Source VimpelCom
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Merger Proposal for VimpelCom and VimpelCom-Region
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Strong performance in the regions
VimpelCom market share,

• Six super-regional licenses
• 117 million pops
• 150 revenue growth in first half 2003
• Positive contribution to EBITDA since 3Q02 and to
  net income since 1Q03
• No. 1 in Siberia super-region
• No. 2 and fastest growing in Central and Volga
  (incl. Orenburg) super-regions
• Solid growth in South and promising start in
  Northwest
• Urals to be launched in 4Q2003
• Regional and Moscow operations now equally
  important parts of our business

VimpelCom regional subscribers, 000s
Source VimpelCom
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Why accelerate the merger

• VIP-R Shareholders Agreements give all parties
  the right to accelerate the merger process prior
  to December 2007
• VimpelComs management sees significant benefits
  in merging now
• attractive terms achievable
• capturing 100 growth in the regions instead of
  only 55
• unlocking synergies and achieving greater
  efficiencies
• lower cost of financing
• simplified corporate structure
• Risk profile of the regions has changed - the
  VIP-R structure has now served its purpose

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The proposed transaction

• In connection with the merger of VimpelCom and
  VIP-R, Alfa and Telenor will exchange their
  aggregate 44.7 interest in VIP-R for 10.9
  million new VimpelCom common shares (equal to
  14.6 million ADSs)
• VimpelCom the surviving entity
• 21.4 economic ownership dilution at closing (on
  a fully diluted basis)
• Fairness opinion received from UBS Limited
• Transaction expected to close during second
  quarter of 2004
• EGM called for 24 October 2003 (on certain
  issues, only disinterested shareholders may vote)
• 50 of disinterested shareholders are required to
  approve the transaction

The new VimpelCom ownership structure
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Relative valuation
Subscribers

• Valuation ratio of 0.91 1 between VIP-R and the
  rest of VimpelCom (predominantly Moscow)
• implying that 33.6 of VimpelComs market cap. is
  attributable to its 55.3 stake in VIP-R
• Number of subscribers in the regions to exceed
  Moscow during 2004
• Revenues in the regions to exceed Moscowduring
  2005
• EBITDA in the regions to equal Moscow during 2005
  
• Merger expected to be EPS accretive in 2005
• assuming synergies from tax, interest expense,
  GA

Net revenues
EBITDA
Source VimpelCom
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Attractive growth opportunities in the regions
Population, million
Wireless penetration,
Moscow
St. Petersburg
Regions
Mobile subscribers, million
GDP per capita (2002),
Regions
Moscow
St. Petersburg
Source Goskomstat, SP, ACM Consulting, JSon
Partners
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Our capital expenditure program
Capital expenditure, million

• Strong funding position
• Strong cash flow generation
• Strong balance sheet
• Access to debt capital markets

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A strong balance sheet
VimpelComs balance sheet (as of June 30, 2003)
Pro forma
Actual
VIP-R
consolidated
consolidated
000
Cash and cash equivalents
188,490
246,990
28,640
Total assets
1,977,365
2,613,647
753,687
Interest bearing debt
755,897
755,897
340,610
Total shareholders equity
760,000
1,491,269
271,397
Debt / total shareholders equity
99
51
Debt / total assets
38
29
Debt / EBITDA
1.74
1.74
Pro forma for Alfa Group's 58.5 million VIP-R
equity contribution and VimpelCom / VIP-R merger
Includes long-term inter-company loans due to
VimpelCom of 94,363
Interest bearing debt only
EBITDA - Operating income before
depreciation amortization for the 12 months
ended June 30, 2003