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In a high-stakes move set to reshape Ukraine’s digital landscape, Kyivstar, the nation’s largest telecommunications provider, is gearing up to go public in a $2.2 billion merger with special purpose acquisition company (SPAC) Cohen Circle Acquisition Corp. I. The deal, announced Tuesday, is expected to close in the third quarter, paving the way for Kyivstar to debut on the Nasdaq under the ticker symbol "KYIV."

A Bold Step for Kyivstar Amidst Adversity

Kyivstar, owned by Dubai-based digital services provider Veon Ltd., has continued to expand despite the ongoing war in Ukraine. The company serves 24 million customers and offers a range of digital services, including healthcare, streaming, and AI-driven cybersecurity solutions.

Kyivstar CEO Oleksandr Komarov called the merger a testament to the company’s resilience.

"Through the war, the Kyivstar team has succeeded in spearheading the resilience and rebuilding of Ukraine’s infrastructure while building the foundations of its future success as a leading digital services company in Ukraine," Komarov said. "The progress towards Kyivstar’s listing will allow us to share this growth story with global investors."

A De-SPAC Deal with Global Implications

The transaction follows the increasingly popular de-SPAC merger model, where a shell company, known as a SPAC, raises funds through an initial public offering (IPO) and later merges with a target company to take it public.

Cohen Circle, a Philadelphia-based SPAC founded by financial services veteran Betsy Cohen, raised $250 million in its IPO last October. Once the merger is finalized, Kyivstar will assume Cohen Circle’s listing at a pro forma valuation of $2.21 billion.

"Kyivstar is an inspiring business and a significant investment opportunity that stands to deliver growth for international investors as Ukraine moves into a rebuilding phase," Cohen stated.

Legal and Financial Advisors Steering the Deal

Kyivstar and Veon are being represented by Latham & Watkins LLP and Ukrainian law firm Sayenko Kharenko. On the other side, Cohen Circle is receiving legal counsel from Morgan Lewis & Bockius LLP and Integrites.

Leading financial firms are also playing key roles in the transaction. Rothschild & Co is serving as lead financial adviser and capital markets adviser to Veon, while BTIG LLC is also assisting Veon on capital markets matters. Meanwhile, Cantor Fitzgerald & Co. is acting as the capital markets adviser to Cohen Circle.

Veon to Maintain Majority Stake

Kyivstar’s parent company, Veon, which is already listed on Nasdaq and operates across six countries, will retain at least 80% ownership in Kyivstar post-merger, ensuring continued strategic oversight.

In a sign of Kyivstar’s future ambitions, Veon announced in December that the company had signed an agreement with SpaceX’s Starlink to provide direct-to-cell satellite connectivity in Ukraine, a move that underscores its commitment to expanding digital access in the war-torn nation.

With the merger poised to bring Kyivstar onto the global investment stage, industry analysts see it as a landmark moment not just for Ukraine’s telecom sector, but for the country’s broader economic resurgence.