SIGNIFICANT TRANSACTIONS (Tables)

12 Months Ended

Dec. 31, 2025

The following table summarizes the proceeds raised and issuance costs incurred related to the SPAC Merger on August 14, 2025:


			Amount
Proceeds from SPAC Trust			178
SPAC professional fees			(16)
Proceeds from SPAC Merger			162
Kyivstar Group professional fees			(30)
Net proceeds from SPAC Merger			132

The following table summarizes the impact to the Statement of Equity related to the SPAC Merger on August 14, 2025:


	Number of shares	Amount
Shares issued to SPAC public investors (at US12.70 / share)	17,152,985	218
Shares issued to SPAC non-redeeming shareholders (at US12.70 / share)	757,745	10
Shares issued to SPAC sponsor and Cantor (at US12.70 / share)	4,686,515	59
Shares issued to SPAC sponsor - Sponsor vesting shares, Tranche 1 (at US8.70 / share)	661,919	6
Shares issued to SPAC sponsor - Sponsor vesting shares, Tranche 2 (at US8.10 / share)	661,919	5
SPAC Merger equity issued	23,921,083	298
Kyivstar Group professional fees		(30)
SPAC Merger equity issued, net of transaction costs		268

The following table displays the calculation of the listing expense recognized on August 14, 2025 for the period ended December 31, 2025:


	Number issued	Fair Value
Shares issued to SPAC public investors (at US12.70 / share)	17,152,985	218
Shares issued to SPAC non-redeeming shareholders (at US12.70 / share)	757,745	10
Shares issued to SPAC sponsor (at US12.70 / share)	4,686,515	59
Shares issued to SPAC sponsor - Sponsor vesting shares, Tranche 1 (at US8.70 / share)	661,919	6
Shares issued to SPAC sponsor - Sponsor vesting shares, Tranche 2 (at US8.10 / share)	661,919	5
Warrants issued to SPAC public investors (at US3.35 / warrant)	7,666,629	26
Fair value of consideration		324
Fair value of Cohen Circle Net Assets acquired		162
Excess of fair value of consideration over Cohen Circle’s net assets (IFRS 2 charge for listing service)		162

The fair values of identifiable assets and liabilities of Uklon at the date of acquisition were:


			April 2, 2025
Non-current assets
Intangible assets			58

Current assets
Trade and other receivables			2
Cash and cash equivalents			12

Non-current liabilities
Deferred tax liability			(7)

Current liabilities
Trade and employee related payables			(6)
Other current liabilities			(10)

Fair value of identifiable net assets			49

Goodwill resulting from acquisition			109

Purchase consideration			158

The following table shows the details of purchase consideration at the acquisition date:


			April 2, 2025
Cash paid *			141
Fair value of contingent consideration			16
Put option liability			1
Total consideration			158

*Total cash consideration consisted of US$129 for the acquisition of 97% of Uklon Group’s shares and a US$12 payment to settle employee awards.

The following table shows the details of cash outflow during the year ended December 31, 2025:


			December 31, 2025
Cash consideration			153
Less: balances acquired
Cash and cash equivalents			(12)
Net outflow of cash - investing activities			141