Status Update

Sep 21, 2017

Press Release

Good evening from Stockholm, and good afternoon to all of you from The U. S. And elsewhere. I'm here with Christian Luiga, our CFO. I'm also joined by Jonas Bengtsson, our General Counsel from New York. I'm Johan Demmelin, the CEO of Telia Company. Thanks for joining on short notice. We did have to wait for Mr. Bengtsson to get out of the court in New York, Southern District of New York Courthouse, where the final proceedings were held with the Department of Justice. So we are, by that, ready to announce, which we then did recently, our global settlement when it comes to the Uzbekistan matters. I will take you through a brief some brief comments based on a presentation that is also on our website. I hope you have it in front of you, but I will speak so also those of you who don't have the presentation in front of you can understand. And then we will open up for Q and As, obviously, after my intro. So it is an important day for Telia company as we now come to the closure of a very serious and difficult process that has been ongoing for over four years. And we are today admitting that the company has paid and made corrupt payments of US330 million dollars to various officials government officials related to the entry to Uzbekistan in 2007 and afterwards. And for that, we are settling on a total sanction of US965 million dollars That means that we are accepting our responsibility for historic wrongdoings. And as we have said several occasions, wrongdoings come with a cost. Importantly, this also brings to an end all known corruption related investigations to our company. So therefore, we can announce a global resolution with The U. S. And Dutch authorities. Through very diligent cooperation and ambitious sustainability efforts and remedies, we have shown that Telekompany has changed and is on a new set and a new journey. That has been recognized and appreciated across our discussions with authorities who have also by that determined there is no need for a compliance monitor. This is also obviously an important milestone for us as we are doing a responsible exit from Eurasia, and I'll come back to that. A brief look back on the timeline of Uzbekistan is on Slide number three, where the entry happened back in 02/2007. And then there were some other activities leading up to 2012 as the media scrutiny started and also brought a Swedish investigation going from the Swedish prosecutor when also later a report from my name is Vakleng came out, which led to the departure of the CEO and a new board was put in place. We were then made aware of The U. S. And Dutch investigations in March 2014, from which time we have worked diligently with authorities across those markets and also in Sweden. We announced our responsible exit program about two years ago in September 2015. And we are, as you know, under progress where we have left two markets. In mid September last year, we were presented with a proposal from the authorities of approximately US1.4 billion dollars which we made a provisional, as you well remember. We also subsequently, through further discussions with the authorities, came to a new assessment of that provision in April, and we made an adjustment to $1,000,000,000 And today, September 21, we are then coming to the final resolution, which is very close to the $1,000,000,000 estimate, as you understand. To give you a little bit color on the settlement, which I'm sure you've already seen from the press release and also from the press statements from the various authorities. The total sanction is $965,000,000 It is split in a fine of $548,000,000 to be paid in equal parts to the DOJ and the Dutch Public Prosecution Service. There is also a portion of disgorgement in about in SEK457 million, except for SEK40 million, which will be paid as a forfeiture to the DOJ, I. E. Part of the SEK548 million. Euros So the total amount again is €965,000,000 The discussions with the authorities have also given us an opportunity to show and demonstrate the changes made and improvements made in our responsible business program as well as our compliance program and anti corruption program, which, as I said, has been recognized and accounted for with the highest possible discount on that parameter in the discussions with 25%. Again, very important to mention that the authorities have determined that no compliance monitor is needed. Of course, we are expected and will, of course, continue to strengthen our compliance program and ensure we reduce the risk for any future wrongdoing of this kind. And as I said in the beginning, it brings to a close all known other corruption investigation against our company. On Slide number five, you have an illustrative view of what I just mentioned, how it is split the payments between the authorities. So I will not repeat that, but it's a good and simple overview. The implications of this, we are then expected to pay the SEK 7 and $56,500,000 during this quarter of quarter three twenty seventeen. The remaining $208,500,000 is to be paid at a later date, pending Swedish and possibly Dutch court proceedings. But it cannot be anything more than those $208,500,000 Again, the $965,000,000 is the maximum amount for us to pay. Needless to say, we have had world class advice and expertise supporting us through these difficult discussions, and they are here for you to see. The main point here is that we have been seeking comfort from various experts ensuring that this settlement is in the best interest of our shareholders, and that has been supported by all of these advisers. A few words about the change journey that we have been on and are still on since it has been so important for authorities across these markets to see that we really have understood what went wrong and that we have taken action to remedy what has been wrong and also ensuring that we reduce the risk as much as possible to avoid any future wrongdoings. So here are a few examples of how we have undertaken this program, including leadership, knowledge, action, also the strategic evaluation of our business and our responsible exit in Eurasia. I will not go through each and every one here, but it really did start with a new Chairman and a new Board coming in four point five years ago, putting an increased effort or a new tone from the top when it come to when it came to compliance, sustainability, governance in our company. We've also, during the way, undertaken reviews and investigations from external parties and consultants from external parties, risk assessment to ensure that we have turned every stone to find any wrongdoings. When we have not been able to find it, we have asked for others to find and support us. This in itself then led to actions where we have implemented a rigorous compliance program, anti corruption program, including training employees, policies and instructions, strict policy and processes regarding M and A and other procurement related activities. And as for those of you who follow closely, we are evolving into a new generation telco with pure focus on the Nordic Baltics, where we then have decided to divest our assets in Eurasia over time. That brings me to the next Slide eight, which is further some examples of what we have undertaken in our responsible business programs, where we then had a new ethics and compliance function in all our countries, in all our markets implemented, which was non existing before clear due diligence experts in group sourcing in all countries in Eurasia third party management and assessment of all our suppliers using due diligence platforms with thorough audit and corrective actions taken where needed. Needless to say, also a very clear new code of responsible business with adequate policies and procedures to avoid and to reduce the risk and try to avoid any future ongoings. I will move on just to show you also on Slide nine how we are building step by step a new company where ethics and compliance and governance is a cornerstone and a foundation. And as we are moving along, we can also start focusing more on the shared value part of our sustainability agenda, which is fully now integrated to our strategy, where we're also engaging all our employees to not just know our code and our ethics in compliance, but also to participate in value creation to our business and societies. To sum up, today marks a very important day as it is the closure to a very difficult and serious process. We're showing that wrongdoings can, worst case, come to with a very high cost, which we have talked about through the years. And it brings an end to all other known corruption investigations to our company. Of course, there are severe consequences in terms of the settlements that we have undertaken and that are also massive learnings for us as a company that we have embraced and really changed. We are committed to our responsible exit agenda in and from Eurasia, which we now expect to be happening as we have talked about over the quarters to come. This clarity will, we believe, be one less risk and one less issue for the potential buyers that we have had and have in the process. And we are now ready to step up on our core agenda in the Nordic Baltics. So with that, I'd like to close and say thank you for your attention. And we are more than happy to try to answer your questions with either myself, our CFO or our General Counsel. Thank And the first you. Question comes from the line of Maurice Patrick from Barclays UK. Morning or evening, actually. Morning. Different times then. A couple of quick questions for me. Just one technical one. On Slide five, where you split the fine and the disgorgement, where you have half going to the SEC and then up to $2.00 8,000,000 going to Sweden and Netherlands, Is there a risk that extra could be higher than the $2.00 8,000,000 So the total is more than $965,000,000 I think you implied that, that wouldn't be the case. And then the second question, I think you make reference to hastening the Eurasian disposal process. If I'm not incorrect, the resolution of this was a significant obstacle to the potential disposal process. I also note the recent devaluation of the Uzbek currencies. I'm not sure whether that also helps as hastening the disposal. You could give us some time, that would very helpful. Thanks, Maurice. The first question is very easy to answer no. It cannot be higher than the €9.65 that we have here. So if it doesn't go to Sweden or it doesn't go to The Netherlands, it will go to the SEC. And that's why we have put it the way we have there on the slide. So that's something that we are not privy to, but we will we know that we will pay that money within the next year or so. So that's the SEK $965,000,000. On the divestment process, as we have been speaking about the last year and a half or so, especially with you Morris and others, the mere fact and risk perception of both the effects of the Uzbekistan matters and the potential risk of other processes or investigations ongoing has been a risk and a distraction in the process. Even if it has more been on perception level than maybe real fundaments, it has definitely been a distraction. And now when this is clarified and we expect that to be less of an issue then and more straightforward discussions with the potential buyers. And when it comes to the actual Uzbek asset, we'll come back to that in due course, noting, of course, that the devaluation has it's a clear signal that Uzbekistan want to address the issue that has been hinder for foreign direct investments in the past. Thank you. Thank you. And the next question comes from the line of Joanna Alkovist from SEB Sweden. Thank you. Please go ahead. You mentioned there's been a lot of legal advice. Will there be any cost related to this going forward? Or have you taken them along the journey, so to say? Thank you. Thanks, Jana. We have invested significantly in time and resources and also external cost, obviously, along the way. So I mean, we have still of course have some aftermath of this in external cost, but at a different level. So they've been taken as costs along the way the last four years. Thank you. Thank you. And the next question comes from the line of Lina Osserberg from Carnegie, Sweden. Thank you. Please ask your question. Yeah. My question is if this is so called blanket deal. If the this sort of stops you from being investigated in in any of the other duration operations that you have or if there has been investigations into some of the other countries, but those have been sort of closed and will not be anything from that. So is this it? Thanks, Lena. I'll give a quick overview answer and I will ask Jonas to comment more in detail. As I've said a couple of times in the presentation, it brings to a close all known corruption investigations to our company. That doesn't mean we are forever are free or can do whatever we want. So if something goes wrong in the future, we may be investigating again. But then it's new mistakes and errors as far as I understand. So Jonas, do want to comment on any more legalistic language? Hi, Johan. I don't know if I can give a legalistic answer, but I can confirm that the authorities have confirmed that there are no other investigations into Telia company. In any other country? There are no they have confirmed that there are no other investigations in any countries worldwide. Okay. Thank you. Thank you. And the next question comes from the line of Thomas Heath from Danske Bank U. K. Thank you. Please go ahead. And the only outstanding question is exactly when and to whom you pay it. That's the first question. And then secondly, maybe I didn't hear you correctly. Just to describe, you said you had the maximum discount possible. If you could say a little bit what caused you to reach 25% and if there was any other parts to this? Thank you. Thanks, Thomas. I'll pass it over to you, Jonas, to try to answer better than I did. So I may have missed your first part of your question, but I understood that you asked when and to whom we will pay. Was that correct? Yes. So it's $965,000,000 it will not be lower, it will not be higher. The only uncertainty is exactly when and to whom you pay. Is that a good summary? Yes, that is correct. Of the SEK 208,500,000.0, then that will be paid, but we do not know exactly to whom or when yet. That is the only uncertainty, yes. That's helpful. Thank you. And your second question, think I did catch. You asked whether or not this was the maximum discount. And as I think that Johan pointed out, we have received a maximum discount for that parameter, I. E, for cooperation and remediation actions. That's very helpful. Thank you. Thank you. And the next question comes from the line of Nick Lial from SOCGEN UK. Thank you. Please ask your question. Good evening, everybody. It's Nick at SocGen. Can I just ask two, please? You mentioned, I think, on the, on Eurasia that you're going to do things over quarters to come, so selling over quarters to come in. It doesn't sound like you're expecting things to be completed by the year end. Is that a fair assessment now of the Eurasia process? And then secondly, on the you were looking you were holding back, you said, on the Nordic and Baltic acquisitions. Is that fair as well? Were you holding back just because of the risk of fine? Have you got things in the pipeline? And might we expect to see a move pretty quickly in the Nordics and the Baltics new assets? Thanks. Hi, Nick. No, we're not holding back on acquisitions and execution on our agenda in the Nordic Baltic due to this. And when it comes to your question on divestments, what we have said is that we believe that we're able to stick to our divestment plans for Fintur, which has been unaffected directly from Uzbekistan. And we've always said that Uzbekistan is related to when we can close DoJ, maybe not in facts and fundamentals, but definitely in perception and risk views from the buyers. And since this has taken some time to get to this settlement with the authorities, we don't have much time with the Uzbek asset before year end, obviously. So we may have to stretch ourselves into 2018 for Uzbekistan. Okay. Thanks very much. Thank you. And the next question comes from the line of Roman Arbuzzo from UBS UK. Thank you. Please ask your question. Thank you very much for taking the question. I I just have one question, please. I'm curious about the methodology of calculating the fine. So I don't I don't know if there are more, details available. I and if there is a big document somewhere online where I can look this up. But in terms of arriving at the $9.65, could you just maybe at the high level explain sort of what were the key ingredients to calculating this? And was it, for example, the amount of signs that you've paid this SEK330 million that you've highlighted on your slide? Or is it things like the amount of profits that you've made in those operations that was the key building block? Roman, okay. I'll give a high level answer, and Jonas, please fill in. As I said, this $965,000,000 is split in two buckets, if you want. One is actually the fine we are assigned and one is the disgorgement, I. E. The profit the assessed profit we have made on the business is then fully forfeited to the authorities. So those are the two main buckets that are added up to the $9.65 How these have been calculated is quite technical. And Jonas, I don't think you're even going to go into details, but you can give some maybe guidance on how this has been done. Yes, thank you. This has been and is negotiated resolution, where we have together with the authorities came to the assessment of the pecuniary gain, which then has been disclosed. The pecuniary gain has also been the driver of calculating the fine in accordance with U. S. Sentencing guidelines. And the result is as Johan just described. Okay. And is there more details available online or it's all private information, non public? No, there is not much more detail. I do believe there are some in the DOJ documents on sort of the but to be very honest, I don't think it'd give you much more detail, but we are happy to check them out. Okay. Thank you so much. Thank you. And it seems like we don't have any further questions at this time. Please continue. No further questions at this time, sir. Please continue. Okay. We thank you for your participation in the call. And of course, we're available for Q and As one on ones down the line here. Andreas will coordinate that on the investor side and Peter also is on the comms side with media where we also have a media briefing tomorrow here in Stockholm at 10:00 at our headquarters in Solna, Stockholm. Thanks again and see you soon. Thank you. Ladies and gentlemen, that does conclude our conference for today. Thank you all for participating. You may now disconnect.