SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a -16 or 15d -16 of

the Securities Exchange Act of 1934

Report on Form 6-K dated April 529, 2019

(Commission File No. 000-30918)

TELE2 AB (PUBL)

Skeppsbron 18

P.O. Box 2094

SE-103 13

Stockholm, Sweden

(Name and address of registrant’s principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F: ☒ Form 40-F: ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes: ☐ No: ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes: ☐ No: ☒

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes: ☐ No: ☒

Enclosures:

● ~~Notice~~Press toRelease: ~~attend~~Interim ~~the~~Report ~~Annual~~First ~~General~~Quarter ~~Meeting~~2019, dated April 224, 2019.

● ~~Press~~Interim ~~Release:~~Report ~~The~~First ~~Nomination~~Quarter ~~Committee's proposed Board composition~~2019, dated April 224, 2019.

● ~~Press~~First ~~Release:~~Quarter ~~The~~2019 ~~Swedish~~Results ~~Tax Agency rejects Tele2’s deduction of an exchange loss~~Presentation, dated April 124, 2019.

1● 2019 Q1 Financials to the Market

NOTICE TO ATTEND THE ANNUAL GENERAL MEETING

The shareholders of Tele2 AB (publ) are hereby invited to the Annual General Meeting

on Monday 6 May 2019 at 3.00 p.m. CEST at the Hotel At Six, Brunkebergstorg 6 in Stockholm.

NOTICE ETC.

Shareholders who wish to attend the Annual General Meeting shall

• be entered in the share register maintained by Euroclear Sweden on Monday 29 April 2019, and

• give notice of their intention to attend no later than Monday 29 April 2019. Notice to attend is to be made on the company's website at www.tele2.com, under the heading “Annual General Meeting 2019”, found under the section “Governance”, by telephone to +46 (0) 771 246 400 or by mail to Computershare AB ”AGM Tele2”, P.O. Box 610, SE-182 16 Danderyd, Sweden.

Shareholders shall in their notice to attend state name, personal identification number or company registration number, address, phone number and number of advisors, if applicable. Shareholders whose shares are registered in the names of nominees must temporarily re-register such shares in their own name in order to be entitled to attend the Annual General Meeting. In order for such re-registration to be completed on Monday 29 April 2019 the shareholder must inform their nominees well before that day. Shareholders attending by a proxy or a representative should send documents of authorisation to the mail address above well before the Annual General Meeting. A template proxy form is available on the company's website www.tele2.com under the heading “Annual General Meeting 2019”, found under the section “Governance”. Shareholders cannot vote or, in other way, attend the Annual General Meeting by remote access.

PROPOSED AGENDA

1. Opening of the Annual General Meeting.

2. Election of Chairman of the Annual General Meeting.

3. Preparation and approval of the voting list.

4. Approval of the agenda.

5. Election of one or two persons to check and verify the minutes.

6. Determination of whether the Annual General Meeting has been duly convened.

7. Remarks by the Chairman of the Board.

8. Presentation by the Chief Executive Officer.

9. Presentation of the annual report, the auditor's report and the consolidated financial statements and the auditor's report on the consolidated financial statements.

10. Resolution on the adoption of the income statement and the balance sheet and of the consolidated income statement and the consolidated balance sheet.

11. Resolution on the proposed treatment of the company's earnings as stated in the adopted balance sheet.

12. Resolution on the discharge of liability for the members of the Board and the Chief Executive Officer.

13. Determination of the number of members of the Board.

14. Determination of the remuneration to the members of the Board and the auditor.

15. Election of Board members;

(a) Andrew Barron (re-election, proposed by the Nomination Committee).

(b) Anders Björkman (re-election, proposed by the Nomination Committee).

(d) Cynthia Gordon (re-election, proposed by the Nomination Committee).

(e) Eva Lindqvist (re-election, proposed by the Nomination Committee).

(f) Lars-Åke Norling (re-election, proposed by the Nomination Committee).

(g) Carla Smits-Nusteling (re-election, proposed by the Nomination Committee).

16. Election of the Chairman of the Board.

17. Determination of the number of Auditors and election of Auditor.

18. Resolution regarding guidelines for remuneration to senior executives.

19. Resolutions regarding an incentive programme (items (a)-(e)).

20. Resolution to authorise the Board to resolve on repurchase of own shares.

21. Resolution regarding shareholder Martin Green’s proposals (items (a)-(c)).

22. Closing of the Annual General Meeting.

RESOLUTIONS PROPOSED BY THE NOMINATION COMMITTEE

Election of Chairman of the Annual General Meeting (item 2)

The Nomination Committee proposes that Wilhelm Lüning, member of the Swedish Bar Association, is elected to be the Chairman of the Annual General Meeting.

Determination of the number of members of the Board and election of the members of the Board and the Chairman of the Board (items 13, 15(a)-(g) and 16)

The Nomination Committee proposes that the Board shall consist of seven members.

The Nomination Committee proposes that Andrew Barron, Anders Björkman, Georgi Ganev, Cynthia Gordon, Eva Lindqvist, Lars-Åke Norling and Carla Smits-Nusteling, shall be re-elected as members of the Board until the close of the next Annual General Meeting.

The Nomination Committee proposes that Carla Smits-Nusteling shall be elected as new Chairman of the Board.

Determination of the remuneration to the members of the Board and the auditor (item 14)

The Nomination Committee proposes remuneration to the Board with a total amount of SEK 6,525,000.

The proposed remuneration for ordinary Board work for the period until the end of the next Annual General Meeting amounts to a total of SEK 5,675,000 and shall be allocated in accordance with the following:

• SEK 1,700,000 to the Chairman of the Board (2018: SEK 1,575,000),

• SEK 850,000 to the Deputy Chairman of the Board (2018: no Deputy Chairman was appointed), and

• SEK 625,000 to each of the five other members of the Board (2018: SEK 575,000).

The proposed remuneration for work within the committees of the Board for the period until the end of the next Annual General Meeting amounts to a total of SEK 850,000 and shall be allocated in accordance with the following:

• SEK 240,000 to the Chairman of the Audit Committee (2018: SEK 220,000) and SEK 120,000 to each of the other three members (2018: SEK 110,000), and

• SEK 100,000 to the Chairman of the Remuneration Committee (2018: SEK 90,000) and SEK 50,000 to each of the other three members (2018: SEK 45,000).

The Nomination Committee proposes that remuneration to the auditor shall be paid in accordance with approved invoices.

Determination of the number of Auditors and election of Auditor (item 17)

In accordance with the Audit Committee’s recommendation, the Nomination Committee proposes that the company shall have one registered accounting firm as auditor, and that the registered accounting firm Deloitte AB shall be re-elected as auditor until the close of the 2020 Annual General Meeting. Deloitte AB has informed Tele2 that the authorised public accountant Pontus Pålsson will continue as auditor-in-charge if Deloitte AB is re-elected as auditor.

RESOLUTIONS PROPOSED BY THE BOARD

Dividend (item 11)

The Board proposes a dividend of SEK 4.40 per share to be paid in two equal instalments of SEK 2.20 per share each. The record date for the first dividend payment shall be on Wednesday 8 May 2019 and for the second dividend payment Wednesday 2 October 2019. If the Annual General Meeting resolves in accordance with the proposal, it is estimated that Euroclear Sweden will execute the payments on Monday 13 May 2019 and Monday 7 October 2019, respectively.

Guidelines for remuneration to senior executives (item 18)

The Board proposes the following guidelines for determining remuneration for senior executives.

The objectives of Tele2’s remuneration guidelines are to offer competitive remuneration packages to attract, motivate, and retain key employees within the context of an international peer group. The aim is to create incentives for the management to execute strategic plans and deliver excellent operating results, and to align management’s incentives with the interests of the shareholders. Senior executives covered by the proposed guidelines include the CEO and members of the Leadership Team ("senior executives").

Remuneration to the senior executives should comprise annual base salary and variable short-term incentive (STI) and long-term incentive (LTI) programs.

The STI shall be based on the performance in relation to established objectives. The objectives shall be related to the company's overall result and the senior executives’ individual performance. The STI can amount to a maximum of 100 percent of the annual base salary.

The structure of the LTI shall ensure a long-term commitment for Tele2’s development and value creation, and may be both share and share price related as well as cash based.

Other benefits may include e.g. company cars and for expatriated senior executives e.g. housing benefits for a limited period of time. The senior executives may also be offered health care insurances.

The senior executives are offered defined contribution pension plans. Defined contributions for pensions to the CEO and the other senior executives can amount to a maximum of 20 percent (previously 25 percent for the CEO) of the annual remuneration (base salary and STI).

The maximum period of notice of termination of employment shall be 12 months in the event of termination by the CEO and 6 months in the event of termination by any of the other senior executives. In the event of termination by the company, the maximum notice period during which compensation is payable is 18 months for the CEO and 12 months for any of the other senior executives.

Under special circumstances, the Board may deviate from the above guidelines. In such a case, the Board is obligated to give account of the reason for the deviation during the following Annual General Meeting.

Board Members, elected at General Meetings, may in certain cases receive a fee for services performed within their respective areas of expertise, outside of their Board duties. Compensation for these services shall be paid at market terms and be approved by the Board.

Information regarding the guidelines for remuneration to senior executives

In accordance with the Swedish Corporate Governance Code rule 9.1 the Remuneration Committee within the Board monitors and evaluates the application of the guidelines for remuneration to the senior executives established by the Annual General Meeting. Also, the company's auditor has, pursuant to Chapter 8 Section 54 of the Companies Act (2005:551), provided a statement with regarding the application of the guidelines for remuneration to the senior executives which have been applied during 2018.

For information of the application of, and the deviations from, the guidelines for remuneration to senior executives please refer the Evaluation of remuneration to the Senior Executives (Report according to the Swedish Corporate Governance Code 9.1, and Chapter 8 Section 51 of the Swedish Companies Act (2005:551)) and the auditor’s statement which both are available at Tele2’s website www.tele2.com under the heading “Annual General Meeting 2019, found under the section “Governance”.

Incentive programme (items 19(a)-(e))

The Board proposes that the Annual General Meeting resolves to adopt a retention and performance- based incentive programme in accordance with items 19(a)-(e) below.

Tele2’s Remuneration Committee has prepared the incentive programme in consultation with external advisors and major shareholders. The incentive programme has been reviewed by the Board at board meetings during the end of 2018 and the first months of 2019.

The proposals below are supported by major shareholders.

Adoption of an incentive programme (item 19(a))

Summary of the programme

The Board proposes that the Annual General Meeting resolves to adopt a retention and performance- based incentive programme ("LTI 2019"), based on a similar structure as last year, but with removal of two allocation categories, as well as adjustment of the number of performance shares for one category.

LTI 2019 is proposed to include approximately 225 senior executives and other key employees within the Tele2 Group. The participants in LTI 2019 are required to hold Tele2 shares. These shares can either be shares already held or shares purchased on the market in connection with the notification to participate in LTI 2019. The personal investment will thereafter be matched by the company through free-of-charge granting of retention and performance rights on the terms stipulated below.

In the event delivery of shares under LTI 2019 cannot be achieved at reasonable costs, with reasonable administrative efforts or due to market conditions, participants may instead be offered a cash-based settlement.

The rationale for the proposal

The purpose of LTI 2019 is to create conditions for retaining competent employees in the Tele2 Group. LTI 2019 has been designed based on the view that it is desirable that senior executives and other key employees within the group are shareholders in the company. Participation in LTI 2019 requires a personal investment in Tele2 shares, be it shares already held or shares purchased on the market in connection with the notification to participate in LTI 2019.

By offering an allotment of performance rights which are based on the fulfilment of defined profits and activity-based conditions, the participants are rewarded for increased shareholder value. Further, LTI 2019 rewards employees’ loyalty and long-term value growth in the company. Against this background, the Board believes the adoption of LTI 2019 will have a positive effect on the Tele2 Group’s future development and thus be beneficial for both the company and its shareholders.

Personal investment

Employees must own Tele2 shares in order to participate in LTI 2019. These shares can either be shares already held, provided that the shares are not used as investment shares under the share-based incentive programmes for the years 2017 or 2018, or shares purchased on the market in connection with notification to participate in LTI 2019. The maximum number of shares that the employee can hold under LTI 2019 will correspond to approximately 15 - 25 per cent of the employee’s annual base salary as further described below. For each Tele2 share held under LTI 2019, the participants will be granted retention and performance rights by the company.

General terms and conditions

Subject to fulfilment of certain retention and performance-based conditions during the period 1 April 2019 – 31 March 2022 (the "Measurement Period") and the participant maintaining the invested shares at the release of the interim report for January – March 2022 and, with certain exceptions, maintaining the employment within the Tele2 Group, each right entitles the participant to receive one Tele2 share free-of-charge. The retention and performance rights do not entitle the holder to receive dividends, but in order to align the participants’ and the shareholders’ interests, the company will compensate the participants for any dividends paid on the underlying shares during the Measurement Period by increasing the number of shares that each retention and performance right entitles to at the end of the vesting period. It should be noted that the participants in LTI 2019 will not be compensated for dividend proposed at the Annual General Meeting 2019.

Retention and performance conditions

The rights are divided into Series A (retention rights) and Series B (performance rights). The number of Class B shares the respective participant will receive after vesting depends on which category the participant belongs to and on the fulfilment of the following defined retention and performance-based conditions:

Series A The total shareholder return on the Tele2 shares (TSR) during the Measurement Period exceeding 0 per cent as entry level.

Series B The total shareholder return on the Tele2 shares (TSR) during the Measurement Period being equal to the median TSR for a peer group comprising BT Group, Deutsche Telekom, DNA, Elisa, Freenet (Xet), Koninklijke KPN, NOS SGPS, Orange, Proximus, Swisscom, Sunrise Communications, Telecom Italia, Telefonica, Telefonica Deutschland, Telenet Group Holding, Telekom Austria, Telenor, Telia Company and Vodafone as entry level, and exceeding the median TSR for the peer group with 20 percentage points as the stretch level.

The determined levels of the conditions include an “entry” and a “stretch” with a linear interpolation applied between these levels as regards the number of rights that vest. The entry level constitutes the minimum level which must be reached in order to enable vesting of the rights in the relevant series. If the entry level is reached, the number of rights that vests and give right to Class B shares is proposed to be 100 per cent for Series A and 50 per cent for Series B. If the entry level is not reached for a certain series, all retention or performance rights (as applicable) in that series lapse. If the stretch level for Series B is met, all retention and performance rights vest. The Board intends to disclose the outcome of the retention and performance-based conditions in the annual report for the financial year 2022.

Retention and performance rights

The retention and performance rights shall be governed by the following terms and conditions:

• They are granted free-of-charge after the Annual General Meeting 2019.

• They vest three years after grant (vesting period).

• Each right entitles the participant to receive one Tele2 share after the three-year vesting period, if the participant, with certain exceptions, maintains the employment within the Tele2 Group and the invested shares at the release of the interim report for the period January – March 2022.

• In order to align the participants’ and the shareholders’ interests, the company will compensate the participants for any dividends paid by increasing the number of shares that each retention and performance right entitles to at the end of the vesting period. It can be noted that the participants in LTI 2019 will not be compensated for dividend proposed at the Annual General Meeting 2019.

• They may not be transferred or pledged.

Preparation and administration

The Board, or a committee established by the Board for these purposes, shall be responsible for preparing the detailed terms and conditions of LTI 2019, in accordance with the mentioned terms and guidelines. To this end, the Board shall be entitled to make adjustments to meet foreign regulations or market conditions. The Board may also make other adjustments if significant changes in the Tele2 Group or its operating environment would result in a situation where the decided terms and conditions of LTI 2019 no longer serve their purpose. The Board’s possibility to make such adjustments does not include the grant of continued participation for senior executives in the company’s long-term incentive programmes after the termination of their respective employments.

Allocation

LTI 2019 is estimated to comprise up to 388,500 shares held by the participants entitling to allotment of up to 1,794,000 rights, whereof 388,500 retention rights and 1,405,500 performance rights. The participants are divided into different categories and in accordance with the above, LTI 2019 will comprise the following number of shares and maximum number of rights for the different categories:

• the CEO: may acquire up to 10,000 shares within LTI 2019, entitling to an allotment of 1 Series A right and 9 Series B rights per invested share, with the possibility to receive a maximum of 100,000 Tele2 shares at vesting;

• senior executives and certain key employees (approximately 13 individuals) are divided into two subcategories where category (i) (approximately 3 individuals) may acquire up to 7,500 shares each within LTI 2019, entitling the holder to allotment of 1 Series A right and 7 Series B rights per invested share, with the possibility to receive a maximum of 60,000 Tele2 shares at vesting. Category (ii) (approximately 10 individuals) may acquire up to 4,500 shares each within LTI 2019, entitling the holder to allotment of 1 Series A right and 5 Series B rights per invested share, with the possibility to receive a maximum of 27,000 Tele2 shares at vesting;

• category 3 (approximately 20 individuals in total): may acquire up to 3,000 shares each within LTI 2019, entitling the holder to allotment of 1 Series A right and 3 Series B rights per invested share, with the possibility to receive a maximum of 12,000 Tele2 shares at vesting;

• category 4 (approximately 60 individuals in total): may acquire up to 2,000 shares each within LTI 2019, entitling the holder to allotment of 1 Series A right and 3 Series B rights per invested share, with the possibility to receive a maximum of 8,000 Tele2 shares at vesting;

• category 5 (approximately 131 individuals in total): may acquire up to 1,000 shares each within LTI 2019, entitling the holder to allotment of 1 Series A right and 3 Series B rights per invested share, with the possibility to receive a maximum of 4,000 Tele2 shares at vesting.

Scope and costs

LTI 2019 will be accounted for in accordance with IFRS 2 which stipulates that the rights should be recorded as a personnel expense in the income statement during the vesting period. Based on the assumptions of a share price of SEK 120.10 (closing share price of the Tele2 Class B share on 6 March 2019 of SEK 122.30 reduced by the proposed dividend of SEK 2.20 per share, which is distributed from underlying share before the launch of LTI 2019), a maximum participation, an annual employee turnover of 10 per cent among the participants, a fulfilment of performance conditions of 50 per cent including a full vesting of retention rights, the cost for LTI 2019, including financing costs, but excluding social security costs, is estimated to approximately SEK 74 million. The cost will be allocated over the years 2019 – 2022. At a 100 per cent fulfilment of the performance conditions the total cost is still approximately SEK 74 million, given the performance conditions are market-related according to IFRS 2.

The calculated social security cost will be recorded as a personnel expense in the income statement by current reservations. The social security cost is estimated to approximately SEK 43 million with the assumptions above (approximately SEK 70 million at a 100 per cent fulfilment of the performance conditions), an average social security charge rate of 30 per cent and an annual share price increase for Tele2’s Class B shares of 10 per cent during the vesting period.

The participant’s maximum profit per right in LTI 2019 is limited to SEK 463, which equals to four times the average closing share price of the Tele2 Class B share during February 2019 with deduction for the proposed dividend, which is distributed from underlying share before the launch of LTI 2019. If the value of the Tele2 B-share exceeds SEK 463 at vesting, the number of Class B shares that each right entitles the participant to receive at vesting will be reduced correspondingly.

The maximum dilution is up to 0.30 per cent of outstanding shares, 0.23 per cent of votes and 0.12 per cent in terms of costs for LTI 2019. The calculation is made in accordance with IFRS 2, divided by Tele2’s market capitalisation, excluding the dividend proposed to the Annual General Meeting 2019. Together with rights granted under the incentive programmes for the years 2016, 2017 and 2018, the maximum dilution is up to 0.73 per cent of outstanding shares and 0.56 per cent of votes.

If the maximum profit of SEK 463 per right is reached, all invested shares are retained under LTI 2019 and a fulfilment of the retention and performance conditions of 100 per cent, the maximum cost, as defined in IFRS 2, is approximately SEK 101 million and the maximum social security cost is approximately SEK 249 million.

For information on Tele2’s other equity-related incentive programmes, reference is made to the annual report for 2018, note 33.

Effect on key ratios

If LTI 2019 had been introduced in 2018 with the assumptions above, the impact on basic earnings per share would have resulted in a dilution of 2.0 per cent or from SEK 3.01 to SEK 2.95 on a pro forma basis.

The annual cost of LTI 2019, including financing costs and social security costs, is estimated to approximately SEK 40 million given the above assumptions. This cost can be related to the company’s total personnel costs, including social security costs, of SEK 3,540 million in 2018.

Delivery of Class B shares

To ensure the delivery of shares under LTI 2019, as well as other outstanding equity-related incentive programmes, the Board proposes that the Annual General Meeting resolves to authorise the Board to resolve on a directed issue of Class C shares to Nordea Bank in accordance with item 19(b), and further to authorise the Board to subsequently resolve to repurchase the Class C shares from Nordea Bank in accordance with item 19(c). The Class C shares will then be held by the company, whereafter the appropriate number of Class C shares will be reclassified into Class B shares and subsequently be delivered to the participants under LTI 2019 as well as other outstanding equity-related incentive programmes.

The Board further proposes that the Annual General Meeting resolves that a maximum of 2,100,000 Class B shares may be transferred to the participants in accordance with the terms of LTI 2019. These shares can either be Class B treasury shares held by the company or Class B shares held by the company after reclassification from Class C shares.

Authorisation to issue Class C shares (item 19(b))

The Board proposes that the Annual General Meeting resolves to authorise the Board, during the period until the Annual General Meeting 2020, to increase the company’s share capital by not more than SEK 2,550,000 by the issue of not more than 2,040,000 Class C shares, each with a ratio value of SEK 1.25. With disapplication of the shareholders' preferential rights, Nordea Bank shall be entitled to subscribe for the new Class C shares at a subscription price corresponding to the ratio value of the shares. The purpose of the authorisation and the reason for the disapplication of the shareholders' preferential rights in connection with the issue of shares is to ensure delivery of Class B shares to participants under LTI 2019.

Authorisation to resolve to repurchase own Class C shares (item 19(c))

The Board proposes that the Annual General Meeting resolves to authorise the Board, during the period until the Annual General Meeting 2020, to repurchase its own Class C shares. The repurchase may only be effected through a public offer directed to all holders of Class C shares and shall comprise all outstanding Class C shares. The purchase may be effected at a purchase price corresponding to not less than SEK 1.25 and not more than SEK 1.35 per share. Payment for the Class C shares shall be made in cash. The purpose of the repurchase is to ensure the delivery of Class B shares under LTI 2019.

Resolution on the transfer of own Class B shares (item 19(d))

The Board proposes that the Annual General Meeting resolves that Class C shares that the company purchases by virtue of the authorisation to repurchase its own Class C shares in accordance with item 19(c) above, following reclassification into Class B shares, may be transferred to participants in LTI 2019, to participants in other outstanding equity-related incentive programmes in accordance with the approved terms, or sold on Nasdaq Stockholm as set out in accordance with item 19(e) below.

The Board proposes that the Annual General Meeting resolves that a maximum of 2,100,000 Class B shares may be transferred to participants in accordance with the terms of LTI 2019. These shares can either be Class B treasury shares held by the company or Class B shares held by the company after reclassification from Class C shares.

Resolution on the sale of own Class B shares (item 19(e))

The Board proposes that the Annual General Meeting authorises the Board to resolve, on one or more occasions, for the period up until the Annual General Meeting 2020, to sell Class B shares on Nasdaq Stockholm. The number of Class B shares to be sold may not exceed the number of Class B shares that the company holds at the point in time of the Board’s resolution. Sale of Class B shares may only be in consideration of cash payment at a price within the share price interval registered at that time, meaning the interval between the highest purchase price and the lowest selling price.

The purpose of the authorisation is to ensure the company’s undertakings, including social security costs and payment of preliminary salary tax, in connection with delivery of shares to the participants in Tele2's long-term incentive programme LTI 2017 – LTI 2019.

Authorisation for the Board to resolve to repurchase own shares (item 20)

The Board proposes that the Board is authorised to resolve on repurchasing the company's own shares if the purpose is to retire shares through a decrease of the share capital, as well as to ensure delivery of B-shares to the participants in the Tele2’s long-term incentive programmes LTI 2017 – 2019, in accordance with the following conditions:

• The repurchase of Class A and/or Class B shares shall take place on Nasdaq Stockholm in accordance with Nasdaq Stockholm's rules regarding purchase of own shares.

• The repurchase of Class A and/or Class B shares may take place on one or more occasions for the period up until the next Annual General Meeting.

• So many Class A and/or Class B shares may, at the most, be repurchased so that the company's holding does not at any time exceed 10 percent of the total number of shares in the company.

• The repurchase of Class A and/or Class B shares at Nasdaq Stockholm may occur at a price within the share price interval registered at that time, where share price interval means the difference between the highest buying price and lowest selling price.

• It is the from time to time lowest-priced, available, shares that shall be repurchased by the company.

• Payment for the shares shall be made in cash.

The purpose of the authorisation is both to give the Board flexibility to continuously decide on changes to the capital structure during the upcoming year, and thereby contribute to increased shareholder value, as well as to hedge delivery of B-shares to the participants in Tele2’s long-term incentive programmes LTI 2017 – 2019, in accordance with the resolutions under items 19(d) and (e) and previous Annual General Meetings’ resolutions.

RESOLUTIONS PROPOSED BY THE SHAREHOLDERS

Proposals from shareholder Martin Green (items 21(a)-(c))

Shareholder Martin Green proposes that the Annual General Meeting resolves:

(a) that an investigation is carried out regarding the company's procedures to ensure that the current members of the board and Leadership Team fulfil the relevant legislative and regulatory requirements, as well as the demands that the public opinions ethical values places on persons in leading positions. In addition, the investigation shall include the current attitude and practical handling performed by the company's administrators and executives,

(b) in the event that the investigation clarifies that there is need, swift, relevant measures shall be taken to ensure that the requirements are fulfilled, and

(c) taking into consideration the nature and scope of any needs, the investigation and any measures should be presented as soon as possible, however not later than during the Annual General Meeting 2020.

MISCELLANEOUS

Shares and votes

There are a total number of 690,341,597 shares in Tele2, whereof 22,606,922 Class A shares, 665,835,675 Class B shares and 1,899,000 Class C shares, corresponding to a total of 894,170,825 votes. As at the date on which this notice is disclosed Tele2 holds 1,339,081 of its own Class B shares and 1,899,000 of its own Class C shares corresponding to 3,238,081 votes which cannot be represented at the Annual General Meeting.

Special majority requirements and conditions with respect to the proposed resolutions in items 19 and 20

Resolutions under items 19(b), 19(c), 19(e) and 20 are valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.

Resolution under item 19(d) is valid only if supported by shareholders holding not less than nine-tenth of both the votes cast and the shares represented at the Annual General Meeting.

Authorisation

The Board, or the person that the Board will appoint, shall be authorised to make the minor adjustments in the Annual General Meeting's resolutions as may be required in connection with registration at the Swedish Companies Registration Office and Euroclear Sweden.

Documentation

The nomination committee’s motivated statement regarding its proposal to Board and information about the proposed board members are available on the company’s website,www.tele2.com.

The reasoned statement of the Board pursuant to Chapter 18 Section 4 and Chapter 19 Section 22 of the Companies Act (2005:551), the Remuneration Committee's evaluation (Report according to the Swedish Corporate Governance Code 9.1, and Chapter 8 Section 51 of the Swedish Companies Act (2005;551)), the Auditor's statement pursuant to Chapter 8 Section 54 of the Companies Act (2005:551) are available at the company's website www.tele2.com under the heading “Annual General Meeting 2019, found under the section “Governance”. The annual report is available at the company’s website www.tele2.com under the heading “Reports and presentations”, found under the section “Investors”. All documentation are also available at the company's premises at Skeppsbron 18 in Stockholm and will be sent to those shareholders who so request and state their postal address or email address.

The documentation can be ordered by telephone at +46 (0) 771-246 400 or at the address Computershare AB ”AGM Tele2”, P.O. Box 610, SE-182 16 Danderyd, Sweden.

Shareholders' right to request information

The Board and the Chief Executive Officer shall, if any shareholder so requests and the Board believes that it can be done without material harm to the company, provide information regarding circumstances that may affect the assessment of an item on the agenda, circumstances that can affect the assessment of the company's or its subsidiaries' financial situation and the company's relation to other companies within the group and the consolidated accounts.

Processing of personal data

For information on how your personal data is processed, see Tele2’s Privacy notice for General Meetings of Shareholders at www.tele2.com under the heading “Annual General Meeting 2019”, found under the section “Governance”.

Stockholm, April 2019 TELE2 AB (PUBL) THE BOARD

Other information

Schedule for the Annual General Meeting:

The doors open for shareholders at 2.00 p.m. CEST.

The Annual General Meeting commences at 3.00 p.m. CEST.

Interpretation

The Annual General Meeting will be held in Swedish. As a service to the shareholders, simultaneous interpretation from Swedish to English will be provided. This service may be requested when attendance to the Annual General Meeting is notified.

Tele2 AB

Skeppsbron 18

P.O Box 2094

SE-103 13 Stockholm, Sweden

Telephone +46 8 5620 0060

Fax: +46 8 5620 0040

www.tele2.com

2019-04-0124

~~Tele2:~~Interim ~~The~~Report ~~Nomination~~First ~~Committee's~~Quarter ~~proposed Board composition~~2019

Stockholm – ~~In advance of the~~ Tele2 AB (“Tele2”) (Nasdaq Stockholm: TEL2 A and TEL2 B) ~~2019~~today ~~Annual~~announces ~~General~~its ~~Meeting,~~consolidated ~~the Nomination~~results ~~Committee~~for ~~proposes~~ the election of current Board member Carla Smits-Nusteling as new Chairman of the Board, replacing Georgi Ganev who is proposed to be re-elected as Board member. The Nomination Committee furthermore recommendsfirst ~~the~~ quarter ~~Board to appoint Andrew Barron as Deputy Chairman, and proposes the re-election of all current members of the Board, except Sofia Arhall Bergendorff and Eamonn O’Hare who have declined re-election~~2019.

~~After~~CEO ~~the~~comment ~~Annual~~by ~~General Meeting, Tele2’s Board of Directors will consist of Carla Smits-Nusteling as Chairman, Andrew Barron as Deputy Chairman,~~ Anders ~~Björkman, Georgi Ganev, Cynthia Gordon, Eva Lindqvist and Lars-Åke Norling.~~Nilsson

~~Georgi~~“In ~~Ganev, Chairman of~~ the ~~Nomination~~first ~~Committee,~~quarter ~~commented:~~of ~~”The~~2019 ~~Nomination~~we ~~Committee~~started islaying ~~pleased that Carla Smits-Nusteling has agreed to assume~~ the ~~position~~foundation asfor ~~Tele2’s~~future ~~new Chairman~~growth. ~~Carla~~We ~~has~~launched ~~served~~Com onHem mobile ~~Tele2’s Board since 2013 and~~ as ~~Chairman~~a ofnew ~~its~~growth ~~Audit~~driver ~~Committee since 2014,~~ and ~~has~~continued ~~an excellent understanding of Tele2’s history, mobile operations, and how~~ to ~~ensure~~see ~~that~~early ~~the Board~~progress ~~remains~~on ~~effective~~our inFMC ~~implementing~~strategy ~~Tele2’s~~with ~~strategic direction. Alongside Carla~~45,000 ~~the~~customers ~~Nomination~~now ~~Committee~~on ~~recommends the Board to appoint Andrew Barron as Deputy Chairman~~FMC-offers. ~~Andrew,~~We ~~who~~are ~~served~~on astrack ~~Chairman~~to ofreach ~~the~~our ~~Board~~full ofyear ~~Com~~guidance ~~Hem up until the merger of the two companies in late 2018, complements Carla~~ with ~~his~~flat ~~knowledge~~end-user ofservice ~~Tele2’s~~revenue ~~broadband~~ and ~~digital~~strong TVgrowth ~~operations,~~in ~~and~~underlying EBITDA ~~his~~excluding ~~understanding~~IFRS ~~of Tele2’s investor base and competitive environment~~16. AsThis myis ~~transitionary~~largely ~~chairmanship~~driven ~~of Tele2~~by ~~comes~~the tointegration aand ~~close,~~cost Irestructuring ~~could~~process ~~not~~which ~~hand~~is itwell ~~over~~under ~~to better hands~~way.”

Georgi Ganev continued: “On behalf of the Nomination Committee, I would also like to extend our gratitude to Eamonn O’Hare and Sofia Arhall Bergendorff for their contributions during their respective tenures on the Tele2 Board.”Highlights

~~The~~● ~~Nomination~~Revenue ~~Committee’s~~of ~~complete~~SEK ~~proposals will be presented in the notice convening Tele2’s Annual General Meeting to be held on 6 May 2019~~7. ~~Tele2’s~~2 ~~Nomination~~billion ~~Committee comprises Georgi Ganev~~(5.4), ~~Chairman,~~representing ~~appointed~~organic bydecline ~~Kinnevik~~of ~~AB,~~-1 ~~John Hernander, appointed by Nordea Funds and Hans Ek, appointed by SEB Investment Management AB.~~percent

●

End-user service revenue of SEK 5.3 billion, stable on an organic basis

●

Organic growth of 8 percent in underlying EBITDA excluding IFRS 16 for the Group

●

Organic growth of 5 percent in underlying EBITDA excluding IFRS 16 in Sweden, mainly driven by initial synergies from the Com Hem merger

●

Profit after financial items (EBT) was SEK 1.0 billion (0.8)

●

Earnings per share after dilution was SEK 1.11 (1.24)

●

Cost synergies reached an annualized run rate of SEK 300 million at the end of Q1

●

Com Hem mobile was launched during the quarter

●

Financial guidance unchanged

Teleconference and webcast

Tele2 will host a teleconference with presentation at 10:00 CEST (09:00 BST, 04:00 EDT) on Wednesday, April 24, 2019. The presentation will be held in English and will also be available as a webcast at Tele2’s website: www.tele2.com

Dial-in information:

To make sure you are connected in time for the teleconference, please dial in a few minutes in advance and register your attendance. Use Confirmation Code 8792765.

Dial-in numbers:

SE: +46 (0) 8 50 69 21 80

UK: +44 (0) 2071 928000

US: +1 631 510 74 95

For more information, please contact:

Joel Ibson, Head of Corporate Communications, Phone: +46 766 26 44 00

Erik Strandin Pers, Head of Investor Relations, Phone: +46 733 41 41 88

This information is information that Tele2 AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 08:00 CEST on April 2, 2019.

TELE2’S MISSION IS TO FEARLESSLY LIBERATE PEOPLE TO LIVE A MORE CONNECTED LIFE. We constantly strive to be the truly integrated challenger – providing speed, data and video content, no matter where or when. Ever since Tele2 was founded in 1993, we have continued to challenge prevailing norms and dusty monopolies. Today, our award winning networks enable mobile and fixed connectivity, telephony, data network services, TV, streaming and global IoT solutions for millions of customers. We drive growth through customer satisfaction and smart combined offerings. Tele2 has been listed on Nasdaq Stockholm since 1996. In 2018, Tele2 generated revenue of SEK 30 billion and reported an adjusted EBITDA of SEK 9 billion. For latest news and definitions of measures, please see our homepage www.tele2.com

Tele2 AB

Skeppsbron 18

P.O Box 2094

SE-103 13 Stockholm, Sweden

Telephone +46 8 5620 0060

Fax: +46 8 5620 0040

www.tele2.com

2019-04-0124

~~The~~This ~~Swedish~~information ~~Tax~~is ~~Agency~~information ~~rejects~~that Tele2’s AB is obliged to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the agency of the contact persons set out above, at 07:00 CEST on April 24, 2019.

deduction of an exchange loss

Stockholm – Tele2 AB (“Tele2”) (Nasdaq Stockholm: TEL2 A and TEL2 B) has today been notified that the Swedish Tax Agency rejects a claim for a deduction of a previous exchange loss on a loan to a group company in Kazakhstan. Tele2 will appeal the decision.

Tele2 has today been notified that the Swedish Tax Agency rejects Tele2’s claim for a deduction of an exchange loss related to a conversion of a shareholder loan to the group company MTS in Kazakhstan from USD to Kazakh Tenge in connection to the establishment of Tele2’s current joint venture in Kazakhstan. The additional tax claim amounts to SEK 396 million and a tax surcharge of SEK 162 million. Tele2 will appeal the decision.

For more information, please contact:

Joel Ibson, Head of Corporate Communications, Phone: +46 766 26 44 00

Erik Strandin Pers, Head of Investor Relations, Phone: +46 733 41 41 88

This information is information that Tele2 AB is obliged to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the agency of the contact persons set out above, at 18:17 CEST on April 01, 2019.

Q1 2019 Highlights

● Revenue of SEK 7.2 billion, representing organic decline of –1 percent

● End-user service revenue of SEK 5.3 billion, stable on an organic basis

● Organic growth of 8 percent in underlying EBITDA excluding IFRS 16 for the Group

● Organic growth of 5 percent in underlying EBITDA excluding IFRS 16 in Sweden, mainly driven by initial synergies from the Com Hem merger

● Com Hem mobile launched

● Financial guidance unchanged, see page 5

Key Financial Data

SEK million	Q1		Full year
SEK million	2019 IFRS 16	2018 IAS 17	2018 IAS 17
Revenue	7,217	5,425	23,704
End-user service revenue	5,314	3,561	15,593
Underlying EBITDA	2,659	1,460	6,633
EBITDA	2,397	1,395	6,038
Operating profit	1,104	900	3,750
Profit after financial items	1,000	818	3,372
Net profit/loss	769	622	1,610
Earnings per share, after dilution (SEK)	1.11	1.24	3.01

Key financial data including Com Hem pro forma

	Q1			Full year
SEK million	2019	2018	Organic %	2018
Revenue	7,217	7,209	-1%	29,761
End-user service revenue	5,314	5,279	0%	21,434
Mobile end-user service revenue	2,994	2,890	3%	11,934
Fixed end-user service revenue	1,880	1,944	-3%	7,727
Underlying EBITDA excluding IFRS 16	2,340	2,141	8%	9,015
Capex excluding spectrum and leases	643	610		2,759
OCF excluding spectrum, rolling 12 months ¹⁾	6,491	6,154		6,475
Economic net debt to underlying EBITDAaL	2.6	1.5		2.8

¹⁾ Operating Cash Flow, see Non-IFRS measures page 27

Continuing operations

Figures presented in this report refer to Q1 2019 and continuing operations unless otherwise stated. Figures shown in parentheses refer to the comparable periods in 2018. Tele2 Kazakhstan is reported as discontinued operation for all periods. Discontinued operations also include the former operations in the Netherlands and Russia. See Note 11.

Non-IFRS measures

This report contains certain non-IFRS measures which are defined and reconciliated to the closest reconcilable line items in the section Non-IFRS measures on page 27. Note that organic growth rates, as further defined in the Non-IFRS section, includes Com Hem pro forma for all periods. For further definitions of industry terms and acronyms, please refer to the Investor section at www.tele2.com.

Tele2 - Interim Report January-March 2019 1 (35)

CEO Word, Q1 2019

In the first quarter of 2019 we started laying the foundation for future growth. We launched Com Hem mobile as a new growth driver and continued to see early progress on our FMC strategy with 45,000 customers now on FMC-offers. We are on track to reach our full year guidance with flat end-user service revenue and strong growth in underlying EBITDA excluding IFRS 16.

This is largely driven by the integration and cost restructuring process which is well under way.

“We aim to combine the disciplined and predictable pricing of the fixed market with the agile, customer-friendly mobile market to capitalize on the demand for household connectivity”

Q1 2019 summary

Group organic end-user service revenue (EUSR) was flat in the quarter with the Baltics growing 7 percent while Sweden declined by 1 percent. Group underlying EBITDA excluding IFRS 16 grew by 8 percent with the Baltics growing by 16 percent and Sweden by 5 percent driven by cost reduction.

In the Sweden Consumer segment, total EUSR declined by 1 percent as growth in core services was offset by decline in legacy services and Landlord & other. Core services, representing over 70 percent of the segment’s EUSR, grew by 3 percent, with Mobile Postpaid growing 2 percent, Fixed Broadband growing 8 percent while Digital TV via Cable & Fiber declined by 1 percent. Legacy services, including Mobile Prepaid, DTT and Fixed telephony & DSL, declined by 11 percent. We believe that initiatives taken since the merger including launch of Com Hem mobile and migration of customers into FMC benefit plans will enhance growth in core services over time and offset decline in legacy services. In the Sweden Business segment, we saw continued mobile EUSR growth of 1 percent driven by higher customer intake, offset by a drag from legacy products resulting in a 2 percent decline in total EUSR.

Several growth drivers to bring stable growth

Since the merger with Com Hem we have introduced several new growth drivers such as cross selling mobile into the fixed consumer base through Com Hem mobile, selling fixed into the mobile consumer base, reducing churn through FMC benefits and refocusing the B2B business on profitable growth. These initiatives will take some time before they gain enough momentum to get to the low single digit EUSR we guide for the mid-term. Further, our strategy is to reach our growth targets by running several growth drivers in parallel, without pushing each of them too hard, and avoiding actions that may increase cost or be too disruptive. In addition we are also evaluating new initiatives which could help further secure future growth.

Delivering on cost synergies

While we are setting Tele2 up for future revenue growth we have also started executing on cost reduction, making progress toward the cost synergy target. In the quarter we realized SEK 50 million of cost synergies, and reached an annualized run-rate of SEK 300 million at the end of the quarter out of the target SEK 900 million after three years. The cost reductions were mainly related to head count reduction in common functions and the Sweden Consumer segment. We incurred SEK 155 million of integration costs this quarter and have so far incurred SEK 365 million of the expected SEK 1 billion of restructuring costs.

Looking forward

Having completed the first full quarter after the merger with Com Hem we see that the cost transformation is on track. Focus going forward will be to reignite growth through our pipeline of initiatives. As we transform Tele2 into a truly integrated operator, we will increasingly look at the market as a whole rather than split into mobile and fixed silos, both internally and commercially. This will not only reduce cost but also create growth as we aim to combine the disciplined and predictable pricing of the fixed market with the agile, customer-friendly mobile market to capitalize on the demand for household connectivity through a more-for-more FMC strategy. We think that this strategy will be beneficial for all stakeholders in the market as we move from being a cost-cutting play, operating in two stagnant markets, mobile and fixed, to become an efficient challenger in a growing three-player FMC-market with focus on customer satisfaction.

Anders Nilsson

President and Group CEO

Tele2 - Interim Report January-March 2019 2 (35)

Financial overview

Analysis of profit/loss KPIs

SEKmillion	2019 Q1 IFRS 16	2018 Q1 IAS 17	2018 Full year IAS 17
Revenue	7,217	5,425	23,704
End-user service revenue	5,314	3,561	15,593
Underlying EBITDA	2,659	1,460	6,633
Items affecting comparability	–262	–65	–595
EBITDA	2,397	1,395	6,038
Depreciation/amortization	–1,303	–509	–2,446
of which amortization of surplus from acquisitions	–299	–37	–314
of which depreciation of right-of-use assets	–303	–	–
Impairment	–	–	149
Result from shares in joint ventures and associated companies	10	14	9
Operating profit	1,104	900	3,750
Net interest and other financial items	–104	–82	–378
of which lease interest (IFRS 16)	–21	–	–
Income tax	–231	–196	–1,762
Net profit	769	622	1,610

Reconciliation of leasing effects
Underlying EBITDA	2,659	1,460	6,633
Reverse IFRS 16 effect	–319	–	–
Underlying EBITDA excluding IFRS 16	2,340	1,460	6,633

Underlying EBITDA	2,659	1,460	6,633
Rights of use asset depreciation and lease interest	–324	–	–
Underlying EBITDAaL	2,335	1,460	6,633

Revenue increased by 33 percent related to the merger with Com Hem. Organic revenue growth amounted to –1 percent, as end-user service revenue was flat and equipment revenue declined, mainly in Sweden. Mobile end-user service revenue contributed positively with growth of 3 percent, while fixed end-user service revenue declined organically by 3 percent.

Underlying EBITDA grew by 82 percent mainly as a result of the merger with Com Hem and the implementation of IFRS 16 which removes the cost of operating leases from underlying EBITDA, starting January 1, 2019. To facilitate comparability during 2019, Tele2 will report underlying EBITDA excluding IFRS 16. Organic growth in underlying EBITDA excluding IFRS 16 was 8 percent.

Underlying EBITDA, an improved indicator of underlying business performance, has replaced adjusted EBITDA which was previously reported, see section Non-IFRS measures on page 27, with historical performance data available at Tele2.com.

Following the implementation of IFRS 16, Tele2 will also use underlying EBITDAaL (EBITDA after Leases) as a complementary measure of profitability going forward since it reflects the cost of operating leases. It will also be used as denominator when measuring financial leverage.

Items affecting comparability amounted to SEK –262 (–65) million mainly as a result of the merger with Com Hem, Note 3.

Depreciation/amortization increased both as a result of the inclusion of Com Hem and the implementation of IFRS 16, with SEK 303 million of depreciation of right-of-use assets (leased assets) in the quarter. Despite this, operating profit grew to SEK 1,104 (900) million.

Revenue and end-user service revenue		Underlying EBITDAaL / Underlying EBITDAaL margin
SEK million		SEK million/Percent

Tele2 - Interim Report January-March 2019 3 (35)

Analysis of cash flows

SEK million, total operations	2019 Q1 IFRS 16	2018 Q1 IAS 17	2018 Full year IAS 17
Underlying EBITDA, continuing operations	2,659	1,460	6,633
Items affecting comparability, continuing operations	–262	–65	–595
EBITDA continuing operations	2,397	1,395	6,038
EBITDA discontinued operations	434	190	1,399
Amortization of lease liabilities	–382	0	0
Capex paid	–1,671	–840	–3,403
Changes in working capital	116	–467	–1,123
Financial items paid / received	–130	–88	–603
Taxes paid	–293	–145	–643
Other cash items	–34	23	92
Equity free cash flow	437	68	1,757
Equity free cash flow, continuing operations	241	195	2,072
Equity free cash flow, continuing operations, rolling 12 months	2,118	2,975	2,072

EBITDA from total operations amounting to SEK 2,831 million included SEK 434 million contribution from the discontinued operation in Kazakhstan.

Capex paid amounted to SEK –1,671 (–840) million, driven by the inclusion of Com Hem and by spectrum payments of SEK 799 million, including the SEK 721 million payment of the 700 MHz license in Sweden.

Amortization of lease liabilities is reported since January 1, 2019, following the implementation of IFRS 16 and reflects the payment for leased assets which is no longer reflected within EBITDA.

Changes in working capital amounted to SEK 116 (–467) million, as negative performance in previous quarters was partially reversed.

Equity free cash flow (EFCF) was higher than in the corresponding period last year mainly as a result of working capital changes and the merger with Com Hem.

Analysis of financial position

SEK million	2019 Mar 31 IFRS 16	2018 Dec 31 IAS 17
Financial debt
Bonds	20,229	20,580
Commercial papers	2,100	4,491
Debt related to leasing	5,807	16
Financial institutions and other liabilities	3,746	3,219
Cash and cash equivalents	–914	–404
Other net debt adjustments	1,602	978
Net debt	32,570	28,880
Economic net debt	25,058	27,865
Economic net debt to Underlying EBITDAaL	2.6	2.8

Unutilized overdraft facilities and credit lines	9,561	9,116

Tele2 ended the quarter with an economic net debt to underlying EBITDAaL of 2.6x, which is within its financial leverage target range of 2.5–3.0x. A bridge between net debt and economic net debt is available in the section Non-IFRS measures in this report.

The company is of the opinion that the ratio of economic net debt to underlying EBITDAaL is in all significant respects comparable to the ratio reported prior to the implementation of IFRS 16.

End-user service revenue per segment, Q1 2019		End-user service revenue per service, Q1 2019

Tele2 - Interim Report January-March 2019 4 (35)

Financial guidance

Financial guidance (unchanged)

Tele2 AB gives the following guidance for continuing operations in constant currencies and including Com Hem pro forma

Mid-term ambition

• Low-single digit growth of end-user service revenue

• Mid-single digit growth of underlying EBITDAaL

• Capex excluding spectrum and leasing assets of SEK 3.0–3.5 billion during roll-out of 5G and Remote-PHY

Full-year 2019

• End-user service revenue is expected to be approximately unchanged compared with 2018, as revenue growth enhancing initiatives are being rolled out and are estimated to have impact the following years

• Mid-single digit growth of underlying EBITDA excluding IFRS 16

• Capex excluding spectrum and leasing assets of between SEK 2.9–3.2 billion

Dividend

For the financial year 2018, the Board of Directors of Tele2 AB has decided to recommend to the Annual General Meeting (AGM) on 6 May 2019 that an ordinary dividend of SEK 4.40 be paid per ordinary A and B share, in two equal tranches.

In addition the Board intends to remunerate shareholders with the net proceeds received, after adjusting for loss of future underlying EBITDAaL contribution, from the sale of the operations in the Netherlands and Kazakhstan. Further information will be given by mid-2019, when the Kazakhstan divestment is expected to be completed.

Dividend payment dates

If the AGM decides in accordance with the proposal by the Board of Directors, the dividend is expected to be paid as follows:

•	SEK 2.20 per share to be distributed to shareholders on May 13. The first day of trading in the shares excluding the right to receive dividend is expected to be May 7 and the record date May 8.

•	SEK 2.20 per share to be distributed to shareholders on October 7. The first day of trading in the shares excluding the right to receive dividend is expected to be October 1 and the record date October 2.

Financial policy

The financial policy has been updated to reflect the implementation of the IFRS 16 accounting standard from January 1, 2019. The changes are currently not expected to have any implications for the level of borrowings or shareholder remuneration of the Group.

•	Tele2 will seek to operate within a range for economic net debt to underlying EBITDAaL of between 2.5–3.0x, and to maintain investment grade credit metrics

•	Tele2’s policy will aim to maintain target leverage by distributing capital to shareholders through:

–

An ordinary dividend of at least 80 percent of equity free cash flow; and

–

Extraordinary dividends and/or share repurchases, based on remaining equity free cash flow, proceeds from asset sales and re-leveraging of underlying EBITDAaL growth

Tele2 - Interim Report January-March 2019 5 (35)

Overview by segment

Sweden

The integration with Com Hem, which is the main focus of the Swedish business, progressed according to plan and cost synergies of approximately SEK 50 million contributed to the performance in the quarter. The annualized run-rate cost synergies were estimated to have reached SEK 300 million at the end of Q1. Integration costs of SEK 155 million for the Com Hem merger were incurred in the quarter, for a total of SEK 365 million since the integration program started.

Pro forma review including Com Hem

The following pro forma review of the Swedish business describes the business as if Com Hem had been part of the Tele2 Group throughout all reviewed periods.

Revenue and total end-user service revenue decreased by 1 percent as legacy fixed services in both the consumer and business segments continued to decline, while mobile end-user service revenue growth was positive.

Underlying EBITDA excluding IFRS 16 grew by 5 percent, driven mainly by cost synergies from the integration and restructuring.

The SEK 721 million fee for the 700 MHz spectrum awarded in Q4 2018 was paid in Q1 2019.

Financials (SEK million)	2019 Q1	2018 Q1 Pro Forma	organic %	2018 Full year Pro forma
Revenue	5,471	5,558	-2%	22,474
Sweden Consumer	3,799	3,856	–1%	15,832
Sweden Business	1,672	1,702	–2%	6,642

Underlying EBITDA	2,101	1,761		7,214

Underlying EBITDA excluding IFRS16	1,843	1,761	5%	7,214
Sweden Consumer	1,469	1,389	6%	5,764
Sweden Business	374	372	0%	1,450

Underlying EBITDA margin excluding IFRS16	34%	32%		32%

Capex
Network	201	181		802
IT	176	111		589
Customer equipment	126	122		380
Other	41	15		95
Capex excluding spectrum and leases	544	429		1,866
Spectrum	0	0		721
Right-of-use assets (leases)	239	0		0
Capex	783	429		2,587

Capex excluding spectrum and lease assets/revenue	10%	8%		8%

Tele2 - Interim Report January-March 2019 6 (35)

Sweden Consumer

The consumer market was stable overall, in line with previous quarters. Com Hem mobile was launched, the first brand in Sweden to offer both fixed and mobile services on the same invoice, and the FMC benefit scheme was further enhanced with a double-speed offering for fixed broadband. The number of FMC customers increased to 45,000, with initial data indicating a positive effect on customer loyalty as expected.

Tele2 regained the first place on the Netflix speed index, having held the top position 54 times out of the last 61 months.

The mobile postpaid RGU stock continued to be driven by Comviq, while the prepaid and mobile broadband RGU stocks saw a market-driven decline. The introduction of Com Hem mobile is expected to enhance customer growth over time but had a limited effect in the quarter.

The Fixed broadband subscriber base grew steadily with 12,000 net adds, in line with the first quarter of 2018. ASPU improved by 1.8 percent driven by pricing activities during 2018 on the Com Hem brand. Fixed broadband revenue increased by 8 percent driven equally by sustained subscriber growth on both Com Hem and Boxer brands and by last year’s price adjustment on the Com Hem customer base.

The Com Hem TV subscriber base grew by +3,000, versus a slight decline in Q1 2018, driven by additional group agreement subscribers. The DTT subscriber base contracted by –11,000 due to pricing and the market pressure caused by fiber rollout. TV revenue decreased by 6 percent driven mainly by the decline in the Boxer RGU stock.

The integration and right-sizing of the organization progressed according to plan with a number of activities identified to realize synergies.

Underlying EBITDA excluding IFRS 16 increased by 6 percent mainly driven by successful cost management and restructuring.

Operating data (by thousands)	2019 Q1	2018 Q1 Pro forma	2019 Mar 31	2018 Mar 31 Pro forma
RGUs	Net intake		RGU base
Mobile	–20	–50	2,927	2,976
Postpaid	5	-7	1,822	1,796
Prepaid	–25	–43	1,105	1,180
Fixed	–7	–21	2,201	2,256
Fixed broadband	12	12	839	790
Digital TV	–8	–12	1,049	1,086
Cable & Fiber	3	–2	661	653
DTT	–11	–11	388	432
Fixed telephony & DSL	–11	–20	313	381

Addressable fixed footprint	64	40	3,178	2,871

KPIs and Financials (SEK million)	2019 Q1	2018 Q1 Pro forma	%	2018 Full year Pro forma
ASPU (SEK)
Mobile
Postpaid	216	213	1.3%	216
Prepaid	83	83	–0.1%	84
Fixed
Fixed broadband	247	243	1.8%	247
Digital TV
Cable & Fiber	236	241	–2.0%	241
DTT	289	293	–1.3%	293
Fixed telephony & DSL	110	109	1.1%	111

Revenue
Mobile	1,457	1,452	0%	5,881
Postpaid	1,179	1,152	2%	4,698
Prepaid	278	300	–7%	1,183
Fixed	1,531	1,555	–2%	6,243
Fixed broadband	618	571	8%	2,380
Digital TV	807	856	–6%	3,379
Cable & Fiber	466	472	–1%	1,901
DTT	341	384	–11%	1,478
Fixed telephony & DSL	106	128	–17%	484
Landlord & Other	176	184	–4%	722
End-user service revenue	3,164	3,191	–1%	12,846
Operator revenue	190	187		780
Equipment revenue	445	478		2,206
Revenue	3,799	3,856	–1%	15,832

Underlying EBITDA	1,641	1,389		5,764

Underlying EBITDA excluding IFRS 16	1,469	1,389	6%	5,764
Underlying EBITDA margin excluding IFRS 16	39%	36%		36%

Tele2 - Interim Report January-March 2019 7 (35)

Sweden Business

The business is undergoing a period of restructuring to focus on higher-margin, network-based ICT services, regain revenue growth and make structural cost savings.

In the Large Enterprise segment the major operators have been focusing on defending existing customer bases, while SME segment continues to be competitive with fighter brands offering consumer-like pricing to SOHO customers.

Tele2 continued its positive trend in RGU growth, driven by the Large Enterprise segment, although at a slower pace than during the second half of 2018.

New contracts were won with both municipalities and large enterprises including Rejlers, Toshiba, Balder and GDL Logistics. Renewals and contract expansions were agreed with customers including NCC, Stena and Linköping University.

The growth in mobile end-user service revenue continued to be positive at +1 percent, while total end-user service revenue declined by 2 percent attributable to decreasing revenue within legacy products.

Underlying EBITDA excluding IFRS 16 was unchanged despite the decline in end-user service revenue.

Operating data (by thousands)	2019 Q1	2018 Q1 Pro forma	2019 Mar 31	2018 Mar 31 Pro forma
RGUs	Net intake		RGU base
Mobile
Postpaid	7	34	896	855

KPIs and Financials (SEK million)	2019 Q1	2018 Q1 Pro forma	%	2018 Full year Pro forma
ASPU, SEK
Mobile
Postpaid	177	188	–5.5%	186
Revenue
Mobile	475	472	1%	1,905
Fixed	295	325	–9%	1,238
Solutions	264	261	1%	1,051
End-user service revenue	1,034	1,058	–2%	4,194
Operator revenue, excluding
Wholesale	24	31		127
Equipment revenue	446	467		1,744
Wholesale	167	145		573
Internal sales	1	1		4
Revenue	1,672	1,702	–2%	6,642

Underlying EBITDA	460	372		1,450


Underlying EBITDA excluding IFRS 16	374	372	0%	1,450
Of which wholesale	68	64		200

Underlying EBITDA margin excluding IFRS 16	22%	22%		22%

Baltics

Lithuania

The market stayed competitive in terms of pricing, especially in the mobile broadband segment. Tele2’s marketing campaign Tele2 Free Internet won an award as “The Most Efficient Marketing Campaign” at the Password 2019 conference.

Net RGU intake of –4,000 was attributable to prepaid decline of –13,000, while all other segments demonstrated positive net intake.

Mobile end-user service revenue grew by 11 percent in local currency, mainly driven by increased postpaid consumer ASPU and growth in the mobile broadband RGU base.

Underlying EBITDA excluding IFRS 16 grew by 25 percent in local currency driven by higher revenue, with the margin reaching 38 (33) percent.

Operating data (by thousands)	2019 Q1	2018 Q1	2019 Mar 31	2018 Mar 31
	Net intake		RGU base
RGUs, mobile	–4	16	1,857	1,808

KPIs and Financials (SEK million)	2019 Q1	2018 Q1	organic %	2018 Full year
ASPU (EUR)	6.0	5.6	8%	5.9

Revenue
End-user service revenue	351	302	11%	1,329
Operator revenue	60	55		249
Equipment revenue	193	170		822
Internal sales	9	5		30
Revenue	613	532	10%	2,430

Underlying EBITDA	245	178		817

Underlying EBITDA excluding IFRS 16	232	178	25%	817
Underlying EBITDA margin excluding IFRS 16	38%	33%		34%
Capex	29	22		144
Capex excluding spectrum and leases	26	22		144
Capex excluding spectrum and leases/revenue	4%	4%		6%

Tele2 - Interim Report January-March 2019 8 (35)

Latvia

The main themes in the market were service bundles, handset promotion and intense competition in the B2B sector. Tele2 continues to focus on service quality, customer satisfaction, sales efficiency and operational excellence. Rolling 3-month consumer customer NPS reached the highest level in two years.

Tele2 Latvia advanced to the top-10 list of most attractive employers in Latvia in a nation-wide survey, making the strongest year-on-year improvement of all big companies in the country.

The total RGU base was almost stable despite continued prepaid decline. The postpaid segment performed well with increases in both the consumer voice, mobile broadband and business RGU bases.

Mobile end-user service revenue grew by 6 percent in local currency, driven by ASPU growth mainly related to data monetization.

The underlying EBITDA margin excluding IFRS 16 increased to 36 (35) percent, driven mainly by higher revenue and continuous cost management.

Capex included SEK 67 million for the 3,5GHz license won in Q3 2018, which was paid for and booked in the quarter.

Operating data (by thousands)	2019 Q1	2018 Q1	2019 Mar 31	2018 Mar 31
	Net intake		RGU base
RGUs, mobile	–5	–10	946	942

KPIs and Financials (SEK million)	2019 Q1	2018 Q1	organic %	2018 Full year
ASPU (EUR)	6.7	6.3	6%	6.6

Revenue
End-user service revenue	199	179	6%	768
Operator revenue	47	47		201
Equipment revenue	72	66		321
Internal sales	4	4		18
Revenue	322	296	4%	1,308

Underlying EBITDA	125	103		474

Underlying EBITDA excluding IFRS 16	116	103	8%	474
Underlying EBITDA margin excluding IFRS 16	36%	35%		36%
Capex	101	24		113
Capex excluding spectrum and leases	31	24		112
Capex excluding spectrum and leases/revenue	10%	8%		9%

Estonia

Tele2 launched new mobile postpaid tariffs for consumers and businesses in Q1 which received positive initial reception in the market. New prepaid price plans were also launched in March as the prepaid brand Smart was closed. Tele2 has registered for the upcoming 3.5 GHz auction.

Net adds amounted to –5,000 driven by the consumer segment, while the number of business RGUs increased. The impact of closing telemarketing last year has been compensated by improved retail performance and customer retention and has resulted in higher quality and value of new customer intake. ASPU grew by 3 percent, but total end-user service revenue decreased by 3 percent organically due the decline of the RGU base over the past twelve months.

Underlying EBITDA excluding IFRS 16 increased by 1 percent, and the margin increased to 21 (19) as an effect of the closing of telemarketing which was an expensive and labor consuming intake channel.

Operating data (by thousands)	2019 Q1	2018 Q1	2019 Mar 31	2018 Mar 31
	Net intake		RGU base
RGUs, mobile	–5	–5	432	459

KPIs and Financials (SEK million, unless otherwise stated)	2019 Q1	2018 Q1	organic %	2018 Full year

ASPU (EUR)
Mobile	7.7	7.5	3%	7.8

Revenue
End-user service revenue	110	108	–3%	451
Operator revenue	32	30		133
Equipment revenue	40	50		197
Internal sales	1	1		6
Revenue	183	189	–8%	787

Underlying EBITDA	47	35		167

Underlying EBITDA excluding IFRS 16	38	35	1%	167
Underlying EBITDA margin excluding IFRS 16	21%	19%		21%
Capex	29	17		87
Capex excluding spectrum and leases	20	17		87
Capex excluding spectrum and leases/revenue	11%	9%		11%

Tele2 - Interim Report January-March 2019 9 (35)

Other markets

Croatia

The quarter started with prolonged Christmas campaigning, and the market later focused on hardware and convergent offers. Tele2’s unique Unlimited products remain at the center of its offerings. The strengthening of the retail channel continued with the insourcing of another three stores, ending the quarter with a total of 18 Tele2-managed stores.

The spectrum portfolio was extended with another 10 MHz in the 2100 MHz band, which was deployed at the end of the quarter.

End-user service revenue grew organically by 14 percent, adjusted for the non-recurring revenue reported for Q1 2018, due to a 6 percent higher RGU base and a 7 percent increase in ASPU.

Underlying EBITDA excluding IFRS 16 increased as a result of higher end-user service revenue, lower spec-trum cost and a continued focus on cost efficiency.

The increase in capex was driven by continued investments in spectrum and network quality.

Operating data (by thousands)	2019 Q1	2018 Q1	2019 Mar 31	2018 Mar 31
	Net intake		RGU base
RGUs, mobile	–3	3	894	844

KPIs and Financials (SEK million)	2019 Q1	2018 Q1	organic %	2018 Full year

ASPU (HRK)	76	71	7%	77

Revenue
End-user service revenue	286	260	14%	1,110
Operator revenue	49	44		269
Equipment revenue	138	127		550
Internal sales	2	2		8
Revenue	475	433	10%	1,937

Underlying EBITDA	119	33		268

Underlying EBITDA excluding IFRS 16	90	33	157%	268
Underlying EBITDA margin excluding IFRS 16	19%	8%		14%

Capex	83	11		128
Capex excluding spectrum and leases	15	11		128
Capex excluding spectrum and leases/revenue	3%	3%		7%

Germany

The net RGU intake in the quarter was stable in absolute terms compared to Q1 2018, with both churn and intake slightly higher. The closing RGU base amounted to 295,000 (352,000) and revenue declined accordingly by 16 percent.

The underlying EBITDA margin excluding IFRS 16 increased to 46 (43) percent, driven by a reduction in transit and termination rates, lower cost for bad debt and a continued strict cost discipline.

KPIs and Financials (SEK million)	2019 Q1	2018 Q1	organic %	2018 Full year
Revenue	122	139	–16%	539

Underlying EBITDA	56	60		249

Underlying EBITDA excluding IFRS 16	56	60	–10%	249
Underlying EBITDA margin excluding IFRS 16	46%	43%		46%

Tele2 - Interim Report January-March 2019 10 (35)

Kazakhstan (discontinued)

The market players continued to re-position their price plans around different options for free usage of social networks, and Tele2 launched two OTT TV products.

Net intake declined to –93,000 due to a change in focus to attract higher-quality subscribers and increased market competition.

End-user service revenue increased by 22 percent in local currency driven by 19 percent higher ASPU related to several repricing moves over the past year.

Underlying EBITDA excluding IFRS 16 increased by 60 percent in local currency both due to higher revenue and a margin improvement to 40 (29) percent.

Operating data (by thousands)	2019 Q1	2018 Q1	2019 Mar 31	2018 Mar 31
	Net intake		RGU base
RGUs, mobile	–93	15	7,067	6,929

KPIs and Financials (SEK million)	2019 Q1	2018 Q1	organic %	2018 Full year
ASPU (KZT)	1,221	1,025	19%	1,138

Revenue
End-user service revenue	632	534	22%	2,425
Operator revenue	151	146		637
Equipment revenue	4	7		22
Internal sales	0	0		0
Revenue	787	687	18%	3,084

Underlying EBITDA	352	202		1,053

Underlying EBITDA excluding IFRS 16	312	202	60%	1,057
Underlying EBITDA margin excluding IFRS 16	40%	29%		34%

Capex	136	39		274
Capex excluding spectrum and leases	38	39		274
Capex excluding spectrum and leases/revenue	5%	6%		9%

Tele2 - Interim Report January-March 2019 11 (35)

Pro forma Group Summary

SEK million	2019 Q1	2018 Q1 Pro forma	2018 Full year Pro forma	2017 Full year Pro forma
REVENUE
Sweden Consumer	3,799	3,856	15,832	15,488
Sweden Business	1,672	1,702	6,642	6,705
Lithuania	613	532	2,430	1,957
Latvia	322	296	1,308	1,178
Estonia	183	189	787	743
Croatia	475	433	1,917	1,694
Germany	122	139	539	612
IoT	48	43	200	147
Other	0	32	152	135
Internal sales, elimination	–17	–13	–66	–57
TOTAL	7,217	7,209	29,761	28,602

UNDERLYING EBITDA
Sweden Consumer	1,641	1,389	5,764	5,638
Sweden Business	460	372	1,450	1,435
Lithuania	245	178	817	652
Latvia	125	103	474	417
Estonia	47	35	167	185
Croatia	119	33	268	182
Germany	56	60	249	265
IoT	–6	–18	–104	–101
Other	–28	–11	–70	–63
TOTAL	2,659	2,141	9,015	8,610

UNDERLYING EBITDA EXCLUDING IFRS 16
Sweden Consumer	1,469	1,389	5,764	5,638
Sweden Business	374	372	1,450	1,435
Lithuania	232	178	817	652
Latvia	116	103	474	417
Estonia	38	35	167	185
Croatia	90	33	268	182
Germany	56	60	249	265
IoT	–6	–18	–104	–101
Other	–29	–11	–70	–63
TOTAL	2,340	2,141	9,015	8,610

CAPEX
Sweden	783	429	2,587	1,662
Lithuania	29	22	144	114
Latvia	101	24	113	83
Estonia	29	17	87	83
Croatia	83	11	128	90
Germany	0	0	0	0
IoT	6	7	29	30
Other	1	100	393	289
TOTAL	1,032	610	3,481	2,351

of which
Network	269	267	1,308	1,197
IT	196	201	935	667
Customer equipment	126	122	381	363
Other	52	20	135	123
Capex excluding spectrum and leases	643	610	2,759	2,350
Spectrum	131	0	722	1
Right-of-use assets (leases)	258	0	0	0
TOTAL	1,032	610	3,481	2,351

Tele2 - Interim Report January-March 2019 12 (35)

Other Items

Risks and uncertainty factors

Tele2’s operations are affected by a number of external factors. The risk factors considered to be most significant to Tele2’s future development are spectrum auctions, regulation, market competitiveness and changing technology, strategy implementation and integra-tion, operations in Kazakhstan, network and IT infrastructure and quality, data protection and cyber security, external relationships, suppliers and Joint Ventures, customer churn, recruitment of skilled personnel, geopolitical conditions and financial risks such as currency risk, interest risk, liquidity risk, credit risk, risks related to tax matters and impairment of assets. Additionally, there is a risk that Tele2 may not be able to obtain sufficient funding for its operations. Please refer to Tele2’s annual report for 2018 (Administration report and Note 2) for a detailed description of Tele2’s risk exposure and risk management.

Closing of the Dutch merger between Tele2 and T-Mobile

The merger of Tele2 Netherlands and T-Mobile Netherlands closed on 2 January, 2019. Following the completion of the merger, Tele2 owns 25 percent of the enlarged T-Mobile NL and Deutsche Telekom owns 75 percent. Tele2’s share of profits is reported in the income statement as result from an associated company.

Annual General Meeting

Annual General Meeting on Monday 6 May 2019 at 3.00 p.m. CEST at the Hotel At Six, Brunkebergstorg 6 in Stockholm. Shareholders who wish to attend the meeting shall be entered in the share register maintained by Euroclear Sweden on Monday 29 April 2019, and give notice of their intention to attend no later than Monday 29 April 2019. Notice to attend is to be made on the company’s website at www.tele2.com, under the heading “Annual General Meeting 2019”, found under the section “Governance”, by telephone to +46 (0) 771 246 400 or by mail to Computershare AB “AGM Tele2”, P.O. Box 610, SE-182 16 Danderyd, Sweden.

Auditors’ review

This interim report has not been subject to specific review by the company’s auditors.

Other

Tele2 will release its financial and operating results for the period ending June 30, 2019 on July 17, 2019.

The Board of Directors and CEO declare that the interim report provides a fair overview of the parent company’s and Group’s operations, their financial position and performance, and describes material risks and uncertainties facing the parent company and other companies in the Group.

	Stockholm, April 24, 2019 Tele2 AB

	Georgi Ganev Chairman

Sofia Arhall Bergendorff	Andrew Barron		Anders Björkman

Cynthia Gordon	Eva Lindqvist		Lars-Åke Norling

Eamonn O’Hare		Carla Smits-Nusteling
	Anders Nilsson President and CEO

Tele2 - Interim Report January-March 2019 13 (35)

Q1 2019 PRESENTATION

Tele2 will host a presentation, with the possibility to join through a conference call, for the global financial community at 10:00 am CET (09:00 am GMT/04:00 am EST) on Wednesday, April 24, 2019. The presentation will be held in English and also made available as a webcast on Tele2’s website: www.tele2.com.

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.

Dial-in numbers:

SE: +46 (0) 8 50 69 21 80

UK: +44 (0) 2071 928000

US: +1 631 510 74 95

Contacts		Appendices
Erik Strandin Pers Head of Investor Relations Telephone: +46 (0) 733 41 41 88 Tele2 AB Company registration nr: 556410-8917 Skeppsbron 18 P.O. Box 2094 SE-103 13 Stockholm Sweden Tel + 46 (0) 8 5620 0060 www.tele2.com VISIT OUR WEBSITE: www.tele2.com		Unaudited condensed consolidated income statement Unaudited condensed consolidated comprehensive income Unaudited condensed consolidated balance sheet Unaudited condensed consolidated cash flow statement Unaudited condensed consolidated statement of changes in equity Unaudited consolidated parent company Notes Non-IFRS measures

Tele2 - Interim Report January-March 2019 14 (35)

Unaudited consolidated income statement

SEK million	Note	2019 Jan 1–Mar 31	2018 Jan 1–Mar 31
CONTINUING OPERATIONS
Revenue	2	7,217	5,425
Cost of services provided and equipment sold	3	–4,250	–3,060
Gross profit		2,967	2,365

Selling expenses	3	–1,133	–932
Administrative expenses	3	–716	–504
Result from shares in joint ventures and associated companies		10	14
Other operating income		75	57
Other operating expenses	3	–99	–100
Operating profit		1,104	900
Interest income		6	7
Interest expenses	5	–115	–76
Other financial items		5	–13
Profit after financial items		1,000	818

Income tax	4	–231	–196
NET PROFIT FROM CONTINUING OPERATIONS		769	622

DISCONTINUED OPERATIONS
Net profit/loss from discontinued operations	11	255	–273
NET PROFIT		1,024	349

ATTRIBUTABLE TO
Equity holders of the parent company		968	343
Non-controlling interests		56	6
NET PROFIT		1,024	349
Earnings per share (SEK)	8	1.41	0.68
Earnings per share, after dilution (SEK)	8	1.40	0.68

FROM CONTINUING OPERATIONS
ATTRIBUTABLE TO
Equity holders of the parent company		769	622

Earnings per share (SEK)	8	1.12	1.24
Earnings per share, after dilution (SEK)	8	1.11	1.24

Tele2 - Interim Report January-March 2019 15 (35)

Unaudited consolidated comprehensive income

SEK million	Note	2019 Jan 1–Mar 31	2018 Jan 1–Mar 31
NET PROFIT		1,024	349

OTHER COMPREHENSIVE INCOME
COMPONENTS NOT TO BE RECLASSIFIED TO NET PROFIT
Pensions, actuarial gains/losses		–108	–
Pensions, actuarial gains/losses, tax effect		23	–
Components not to be reclassified to net profit		–85	–

COMPONENTS THAT MAY BE RECLASSIFIED TO NET PROFIT
Exchange rate differences
Translation differences in foreign operations		297	843
Tax effect on above		–15	–113
Reversed cumulative translation differences from divested companies	11	–778	–
Tax effect on above	11	122	–
Translation differences		–374	730
Hedge of net investments in foreign operations		–47	–153
Tax effect on above		10	34
Reversed cumulative hedge from divested companies	11	721	–
Tax effect on above	11	–169	–
Hedge of net investments		515	–119
Exchange rate differences		141	611

Cash flow hedges
Profit arising on changes in fair value of hedging instruments		4	–
Reclassified cumulative profit/loss to income statement		–3	18
Tax effect on cash flow hedges		5	–4
Cash flow hedges		6	14

Components that may be reclassified to net profit		147	625

OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX		62	625

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD		1,086	974

ATTRIBUTABLE TO
Equity holders of the parent company		1,028	977
Non-controlling interests		58	–3
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD		1,086	974

Tele2 - Interim Report January-March 2019 16 (35)

Unaudited condensed consolidated balance sheet

SEK million	Note	Mar 31, 2019	Dec 31, 2018
ASSETS

NON-CURRENT ASSETS
Goodwill		30,198	30,159
Other intangible assets		19,421	19,604
Intangible assets		49,619	49,763
Tangible assets		9,035	9,192
Right-of-use assets		6,048	–
Shares in joint ventures and associated companies	9	7,071	13
Other financial assets	5	798	1,015
Capitalized contract costs		396	373
Deferred tax assets	4	453	368
NON-CURRENT ASSETS		73,420	60,724

CURRENT ASSETS
Inventories		827	669
Current receivables		6,731	6,825
Current investments		2	2
Cash and cash equivalents	6	914	404
CURRENT ASSETS		8,474	7,900

ASSETS CLASSIFIED AS HELD FOR SALE	11	4,089	14,020

ASSETS		85,983	82,644
EQUITY AND LIABILITIES

EQUITY
Attributable to equity holders of the parent company		37,405	36,334
Non-controlling interests		86	28
EQUITY	8	37,491	36,362

NON-CURRENT LIABILITIES
Interest-bearing liabilities	5	29,666	23,238
Non-interest-bearing liabilities		4,255	4,206
NON-CURRENT LIABILITIES		33,921	27,444

CURRENT LIABILITIES
Interest-bearing liabilities	5	4,209	6,763
Non-interest-bearing liabilities		7,078	8,088
CURRENT LIABILITIES		11,287	14,851

LIABILITIES DIRECTLY ASSOCIATED WITH ASSETS CLASSIFIED AS HELD FOR SALE	11	3,284	3,987

EQUITY AND LIABILITIES		85,983	82,644

Tele2 - Interim Report January-March 2019 17 (35)

Unaudited condensed consolidated cash flow statement

(Total operations)

SEK million	Note	2019 Jan 1–Mar 31	2018 Jan 1–Mar 31
OPERATING ACTIVITIES
Net profit		1,024	349
Adjustments for non-cash items in net profit		1,350	1,026
Changes in working capital		116	–467
Cash flow from operating activities		2,490	908

INVESTING ACTIVITIES
Additions to intangible and tangible assets		–1,671	–840
Acquisition and sale of shares and participations	9	2,352	1
Cash flow from investing activities		681	–839

FINANCING ACTIVITIES
Proceeds from loans	5	1,756	66
Repayments of loans	5	–4,637	–518
Cash flow from financing activities		–2,881	–452
NET CHANGE IN CASH AND CASH EQUIVALENTS		290	–383

Cash and cash equivalents at beginning of period		404	802
Exchange rate differences in cash and cash equivalents		220	22
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD	6	914	441

Tele2 - Interim Report January-March 2019 18 (35)

Unaudited condensed consolidated statements of changes in equity

		Mar 31, 2019
		Attributable to equity holders of the parent company
SEK million	Note	Share capital	Other paid-in capital	Hedge reserve	Translation reserve	Retained earnings	Total	Non- controlling interests	Total equity

Equity at January 1		863	27,378	–734	3,252	5,575	36,334	28	36,362

Net profit		-	-	-	-	968	968	56	1,024
Other comprehensive income for the period, net of tax		-	-	521	-376	-8	60	2	62
Total comprehensive income for the period		–	–	521	–376	883	1,028	58	1,086

OTHER CHANGES IN EQUITY
Share-based payments	8	-	-	-	-	37	37	-	37
Share-based payments, tax effect	8	-	-	-	-	6	6	-	6
EQUITY AT END OF THE PERIOD		863	27,378	–213	2,876	6,501	37,405	86	37,491

		Mar 31, 2018
		Attributable to equity holders of the parent company
SEK million	Note	Share capital	Other paid-in capital	Hedge reserve	Translation reserve	Retained earnings	Total	Non- controlling interests	Total equity

Equity at January 1		634	7,841	–651	2,670	6,710	17,204	–114	17,090

Net profit		-	-	-	-	343	343	6	349
Other comprehensive income for the period, net of tax		-	-	-105	739	-	634	-9	625
Total comprehensive income for the period		–	–	–105	739	343	977	–3	974

OTHER CHANGES IN EQUITY
Share-based payments	8	-	-	-	-	5	5	-	5
Share-based payments, tax effect	8	-	-	-	-	1	1	-	1
EQUITY AT END OF THE PERIOD		634	7,841	–756	3,409	7,059	18,187	–117	18,070

Tele2 - Interim Report January-March 2019 19 (35)

Unaudited consolidated parent company

Income statement

SEK million	2019 Jan 1–Mar 31	2018 Jan 1–Mar 31
Revenue	12	13
Administrative expenses	–40	–26
Other operating expenses	–71	–25
Operating loss	–99	–38
Interest revenue and similar income	36	–
Interest expense and similar costs	–139	–136
Loss after financial items	–202	–174
Tax on loss	39	38
NET LOSS	–163	–136

Balance sheet

SEK million	Note	Mar 31, 2019	Dec 31, 2018
ASSETS

NON-CURRENT ASSETS
Financial assets		47,236	47,083
NON-CURRENT ASSETS		47,236	47,083

CURRENT ASSETS
Current receivables		13,471	15,785
Cash and cash equivalents		7	25
CURRENT ASSETS		13,478	15,810

ASSETS		60,714	62,893

EQUITY AND LIABILITIES

EQUITY
Restricted equity	8	5,848	5,848
Unrestricted equity	8	28,757	28,874
EQUITY		34,605	34,722

NON-CURRENT LIABILITIES
Interest-bearing liabilities	5	23,298	21,721
NON-CURRENT LIABILITIES		23,298	21,721

CURRENT LIABILITIES
Interest-bearing liabilities	5	2,548	6,113
Non-interest-bearing liabilities		263	337
CURRENT LIABILITIES		2,811	6,450

EQUITY AND LIABILITIES		60,714	62,893

Tele2 - Interim Report January-March 2019 20 (35)

Notes

NOTE 1 ACCOUNTING PRINCIPLES AND DEFINITIONS

The interim financial information for the Group for the three month period ended March 31, 2019 has been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (IASB) and the Swedish Annual Accounts Act, and for the parent company in accordance with the Swedish Annual Accounts Act and RFR 2 Reporting for legal entities and other statements issued by the Swedish Financial Reporting Board. In all respects other than those described below, Tele2 has presented the financial statements for the period ended March 31, 2019 in accordance with the accounting policies and principles applied in the 2018 Annual Report. The description of these principles and definitions is found in Note 1 and Note 35 in the Annual Report 2018.

On January 1, 2019 Tele2 changed the accounting principles for leases, by applying IFRS 16. Tele2 has chosen to apply the reliefs in the standard and not restate prior periods. Description of changes as a result of applying IFRS 9 and the effects on the opening balance January 1, 2019 are consistent with those found in Note 10.

The other amendments to IFRSs applicable from January 1, 2019 had no significant effects to Tele2’s financial reports for the three month period ended March 31, 2019.

To more properly reflect the underlying performance of the business, Tele2’s measure of segment profit/loss has changed from adjusted EBITDA to underlying EBITDA, please refer to Note 3.

Figures presented in this report refer to January 1 – March 31 (Q1), 2019 and continuing operations unless otherwise stated. Figures shown in parentheses refer to the comparable periods in 2018.

NOTE 2 REVENUE

Revenue

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Sweden Consumer	3,799	2,138
Sweden Business	1,672	1,636
Lithuania	613	532
Latvia	322	296
Estonia	183	189
Croatia	475	433
Germany	122	139
IoT	48	43
Other	–	32
	7,234	5,438
Internal sales, elimination	–17	–13
TOTAL	7,217	5,425

Internal sales

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Sweden Business	1	1
Lithuania	9	5
Latvia	4	4
Estonia	1	1
Croatia	2	2
TOTAL	17	13

Tele2 - Interim Report January-March 2019 21 (35)

Revenue split per category

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31

Sweden Consumer
End-user service revenue	3,164	1,536
Operator revenue	190	149
Equipment revenue	445	453
	3,799	2,138
Sweden Business
End-user service revenue	1,034	995
Operator revenue	191	176
Equipment revenue	446	464
Internal sales	1	1
	1,672	1,636
Lithuania
End-user service revenue	351	302
Operator revenue	60	55
Equipment revenue	193	170
Internal sales	9	5
	613	532
Latvia
End-user service revenue	199	179
Operator revenue	47	47
Equipment revenue	72	66
Internal sales	4	4
	322	296
Estonia
End-user service revenue	110	108
Operator revenue	32	30
Equipment revenue	40	50
Internal sales	1	1
	183	189
Croatia
End-user service revenue	286	260
Operator revenue	49	44
Equipment revenue	138	127
Internal sales	2	2
	475	433
Germany
End-user service revenue	122	138
Equipment revenue	–	1
	122	139
IoT
End-user service revenue	48	43
	48	43
Other
Operator revenue	–	32
	–	32
TOTAL
End-user service revenue	5,314	3,561
Operator revenue	569	533
Equipment revenue	1,334	1,331
Internal sales	17	13
TOTAL REVENUE	7,234	5,438

Tele2 - Interim Report January-March 2019 22 (35)

Revenue in Sweden

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Sweden Consumer
Mobile	1,457	1,452
Fixed	1,531	84
Landlord & Other	176	–
End-user service revenue	3,164	1,536
Operator revenue	190	149
Equipment revenue	445	453
Sweden Consumer	3,799	2,138

Sweden Business
Mobile	475	459
Fixed	295	278
Solutions	264	258
End-user service revenue	1,034	995
Operator revenue, excluding Wholesale	24	31
Equipment revenue	446	464
Wholesale	167	145
Internal sales	1	1
Sweden Business	1,672	1,636

Total revenue in Sweden	5,471	3,774

NOTE 3 SEGMENT REPORTING

Underlying EBITDA

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Sweden Consumer	1,641	725
Sweden Business	460	355
Lithuania	245	178
Latvia	125	103
Estonia	47	35
Croatia	119	33
Germany	56	60
IoT	–6	–18
Other	–28	–11
TOTAL	2,659	1,460

To more properly reflect the underlying performance of the business, Tele2’s measure of segment profit/loss has changed from adjusted EBITDA to underlying EBITDA. The change is a somewhat increased scope of items affecting comparability to make the underlying EBITDA clearer. Hence two lines have been added to the reconciliation below; Disposal of non-current assets and Other items affecting comparability.

Reconciling items to reported operating profit/loss

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Underlying EBITDA	2,659	1,460
Acquisition costs	–44	–49
Integration costs	–155	–20
Disposal of non-current assets	–1	–15
Other items affecting comparability	–62	19
Items affecting comparability	–262	–65
EBITDA	2,397	1,395
Depreciation/amortization	–1,303	–509
Result from shares in joint ventures and associated companies	10	14
Operating profit	1,104	900

Acquisition costs

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Com Hem, Sweden	–44	–49
Acquisition costs	–44	–49

Acquisition costs are reported as other operating expenses.

Tele2 - Interim Report January-March 2019 23 (35)

Integration costs

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Com Hem, Sweden	–155	–
TDC, Sweden	–	–20
Integration costs	–155	–20
Reported as:
-cost of services provided	–17	–1
-selling expenses	–76	–
-administrative expenses	–62	–19
Consist of:
-redundancy costs	–111	–
-other employee and consultancy costs	–35	–9
-exit of contracts and other costs	–9	–11

Disposal of non-current assets

Disposal of non-current assets are reported as other operating income and other operating expenses.

Other items affecting comparability

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Revenue	–	19
Costs of services provided	–60	–
Selling expenses	11	–
Administrative expenses	–13	–
Total	–62	19
Consist of:
-Croatia; revaluation of the prepaid revenue balance	–	19
-Sweden; provision for roaming dispute	–56	–
-Lithuania; adjustment of expected credit loss rate	18	–
-Incentive program; adjustment of performance level	–24	–

NOTE 4 TAXES

On April 1, 2019 Tele2 was notified that the Swedish Tax Agency rejects Tele2’s claim for a deduction of an exchange loss related to a conversion of a shareholder loan to Tele2 Kazakhstan from USD to Kazakh Tenge in connection to the establishment of Tele2’s current jointly owned company in Kazakhstan. The additional tax claim amounts to SEK 405 million and a tax surcharge and interest of SEK 178 million. Tele2 will appeal the decision and assesses it as probable that the appeal will be successful. No provision has been recognized.

NOTE 5 FINANCIAL ASSETS AND LIABILITIES

Financing

	Interest-bearing liabilities
	Mar 31, 2019		Dec 31, 2018
SEK million	Current	Non-current	Current	Non-current
Bonds SEK, Sweden	250	9,547	1,500	8,796
Bonds EUR, Sweden	–	10,432	–	10,284
Commercial papers, Sweden	2,100	–	4,491	–
Financial institutions	171	3,262	415	2,583
	2,521	23,241	6,406	21,663
Provisions	291	1,576	224	1,471
Lease liability	1,134	4,673	2	14
Other liabilities	263	176	131	90
	4,209	29,666	6,763	23,238
Total interest-bearing liabilities		33,875		30,001

On March 29, 2019 Tele2 completed the issuance of a SEK 1 billion private placement bond. The bond has a final maturity of 7 years with a floating coupon rate.

On December 17, 2018 Tele2 announced its SEK 2 billion loan agreement with the Nordic Investment Bank (NIB) for the financing of Tele2’s merger with Com Hem. The additional funding from NIB extends Tele2’s maturity profile and achieve further diversification of its funding. The additional funding was conditioned by the existing loan of EUR 130 million as of December 31, 2018 was cancelled. The cancellation took place in January 2019.

Tele2 - Interim Report January-March 2019 24 (35)

Transfer of right of payment of receivables

Tele2 Sweden transfers the right for payment of certain operating receivables to financial institutions. The receiving payment obtained from financial institutions, in relation to the transfer of right of payment of receivables for sold handsets and other equipment, has been netted against the receivables in the balance sheet and resulted in a positive effect on cash flow. The right of payment transferred to third parties without recourse or remaining credit exposure for Tele2 corresponded to SEK 587 (302) million for the three month period ended on March 31, 2019.

Classification and fair values

Tele2’s financial assets consist mainly of receivables from end customers, other operators and resellers as well as cash and cash equivalents. Tele2’s financial liabilities consist mainly of loans, bonds, lease liabilities and accounts payables. Classification of financial assets and liabilities including their fair value is presented below. During 2019, no transfers were made between the different levels in the fair value hierarchy and no significant changes were made to valuation techniques, inputs used or assumptions.

	Mar 31, 2019
	Assets and liabilities at fair value through profit/loss
SEK million	Derivative instruments designated for hedge accounting	Other instruments (level 3)	Assets at amortized cost	Financial liabilities at amortized cost	Total reported value	Fair value
Other financial assets	–	7	692	–	699	699
Accounts receivables	–	–	2,223	–	2,223	2,223
Other current receivables	99	–	2,336	–	2,435	2,435
Current investments	–	–	2	–	2	2
Cash and cash equivalents	–	–	914	–	914	914
Assets classified as held for sale	–	–	525	–	525	525
Total financial assets	99	7	6,692	–	6,798	6,798

Liabilities to financial institutions and similar liabilities	–	–	–	25,762	25,762	26,224
Other interest-bearing liabilities	153	12	–	6,081	6,246	6,248
Accounts payable	–	–	–	2,272	2,272	2,272
Other current liabilities	–	–	–	549	549	549
Liabilities directly associated with assets classified as held for sale	–	792	–	2,186	2,978	2,981
Total financial liabilities	153	804	–	36,850	37,807	38,274

	Dec 31, 2018
	Assets and liabilities at fair value through profit/loss
SEK million	Derivative instruments designated for hedge accounting	Other instruments (level 3)	Assets at amortized cost	Financial liabilities at amortized cost	Total reported value	Fair value
Other financial assets	–	7	898	–	905	905
Accounts receivables	–	–	2,509	–	2,509	2,509
Other current receivables	33	–	2,364	–	2,397	2,397
Current investments	–	–	2	–	2	2
Cash and cash equivalents	–	–	404	–	404	404
Assets classified as held for sale	–	–	2,659	–	2,659	2,659
Total financial assets	33	7	8,836	–	8,876	8,876

Liabilities to financial institutions and similar liabilities	–	–	–	28,069	28,069	28,136
Other interest-bearing liabilities	113	15	–	109	237	237
Accounts payable	–	–	–	3,004	3,004	3,004
Other current liabilities	–	–	–	689	689	689
Liabilities directly associated with assets classified as held for sale	–	764	–	1,361	2,125	2,113
Total financial liabilities	113	779	–	33,232	34,124	34,179

Tele2 - Interim Report January-March 2019 25 (35)

Changes in financial assets and liabilities valued at fair value through profit/loss in level 3 are presented below.

	Mar 31, 2019		Dec 31, 2018
SEK million	Assets	Liabilities	Assets	Liabilities
As of January 1	7	779	1	456
Business combinations	–	–	6	–
Changes in fair value, earn-out Kazakhstan	–	28	–	332
Other contingent considerations:
-paid	–	–4	–	–12
-other changes	–	1	–	3
As of the end of the period	7	804	7	779

On December 31, 2018 the liability for the long-term incentive program (IoTP) for Tele2 employees of Tele2’s IoT business (internet-of-things), based on the estimated fair value of the program, amounted to SEK 4 million. The program was built on transferrable synthetic options. The fair value of the program was determined with support from an independent valuation institute. During Q1 2019, the incentive program was closed down by settlement in cash.

In 2016, a liability was reported for contingent deferred consideration to the former owners of Kombridge, Sweden. In Q1 2018, SEK 12 million of the consideration was settled. The estimated fair value of the deferred consideration amounted on March 31, 2019 to SEK 12 (December 31, 2018: 11) million. The fair value was calculated based on expected future cash flows at which a maximum turnout has been assumed.

Asianet, the former non-controlling shareholder of Tele2 Kazakhstan, has right to 18 percent of the economic interest in the jointly owned company with Kazakhtelecom in Kazakhstan. The estimated fair value of the deferred consideration amounted on March 31, 2019 to SEK 792 (December 31, 2018: 764) million. The fair value was calculated based on expected future cash flows of the jointly owned company. From December 31, 2018, and onwards, the earn-out liability has been classified as a liability associated with assets held for sale, please refer to Note 11.

NOTE 6 RELATED PARTIES

Tele2’s share of cash and cash equivalents in joint operations (Svenska UMTS-nät AB and Net4Mobility HB), for which Tele2 has limited disposal rights was included in the Group’s cash and cash equivalents and amounted at each closing date to the sums stated below.

SEK million	Mar 31, 2019	Dec 31, 2018
Cash and cash equivalents in joint operations	45	60

Kazakhtelecom has 49 percent of the voting rights in the jointly owned company in Kazakhstan. Tele2 and Kazakhtelecom sell and purchase telecommunication services to and from each other. Business relations and pricing between the parties are based on commercial terms and conditions. On December 28, 2018, Tele2 gave Kazakhtelecom notice to exercise Tele2’s put option on its shares in Tele2 Kazakhstan, see Note 11. From January 2, 2019 Tele2 has 25 percent ownership in T-Mobile Netherlands. Business relations and pricing between the parties are based on commercial terms and conditions. Apart from transactions with joint operations and previously described transactions, no other significant related party transactions were carried out during 2019. Other related parties are presented in Note 37 of the 2018 Annual Report.

Tele2 - Interim Report January-March 2019 26 (35)

NOTE 7 CONTINGENT LIABILITIES

SEK million	Mar 31, 2019	Dec 31, 2018
Tax deduction exchange loss, Sweden	583	–
Asset dismantling obligation, discontinued operation	–	159
Total contingent liabilities	583	159

On April 1, 2019 Tele2 was notifed that the Swedish Tax Agency rejects Tele2's claim for a deduction of an exchange loss, please refer to Note 4.

NOTE 8 EQUITY, NUMBER OF SHARES AND INCENTIVE PROGRAMS

Number of shares

	Mar 31, 2019	Dec 31, 2018
Total number of shares	690,341,597	690,341,597
Number of treasury shares	–3,238,081	–3,338,529
Number of outstanding shares	687,103,516	687,003,068
Number of outstanding shares, weighted average	687,016,461	531,098,522
Number of shares after dilution	689,855,956	690,115,713
Number of shares after dilution, weighted average	690,092,899	534,505,915

As a result of share rights in the LTI 2016, LTI 2017 and LTI 2018 being exercised in Q1 2019, Tele2 delivered 100,448 B-shares in treasury shares to some of the participants in the program. This was an early vesting of the programs following the merger with Com Hem and the following reorganization, see information below.

In Q1 2019, 40,770 class A shares were reclassified into class B shares.

Changes in shares during previous year are stated in Note 25 in the 2018 Annual Report.

Outstanding share right programs

	Mar 31, 2019	Dec 31, 2018
LTI 2018	1,290,616	1,482,420
LTI 2017	889,110	1,050,018
LTI 2016	572,714	801,040
Total outstanding share rights	2,752,440	3,333,478
of which will be settled in cash	–	220,833

All outstanding long-term incentive programs (LTI 2016, LTI 2017 and LTI 2018) are based on the same structure, except for that LTI 2018 does not have a ROCE measure, and additional information regarding the objective, conditions and requirements related to the LTI programs is stated in Note 33 of the 2018 Annual Report. During the first three months 2019, the total cost before tax for the longterm incentive programs (LTI) amounted to SEK 55 (8) million.

LTI 2016

The exercise of the share rights in LTI 2016 was conditional upon the fulfilment of certain retention and performance-based conditions, measured from April 1, 2016 until March 31, 2019. The outcome of these performance conditions was in accordance with below and the outstanding share rights of 572,714 expect to be exchanged for shares in Tele2 during Q2 2019.

	Retention and performance-based conditions	Minimum hurdle (20%)	Stretch target (100%)	Performance outcome	Allotment
Series A	Total Shareholder Return Tele2 (TSR)		≥ 0%	103.9%	100%
Series B	Average normalized Return on Capital Employed (ROCE)	5.5%	8%	7.0%	68.0%
Series C	Total Shareholder Return Tele2 (TSR) compared to a peer group	> 0%	≥ 10%	75.8%	100%

Tele2 - Interim Report January-March 2019 27 (35)

LTI 2016–2018, reorganization as an effect of the Com Hem Merger

As a result of the Com Hem merger and the following reorganization, an early vesting was performed for some of the participants in LTI 2016, LTI 2017 and LTI 2018 programs. The exercise of the share rights was conditional upon the fulfilment of certain retention and performance-based conditions. To determine the number of share rights allowed for early vesting the actual outcome of the conditions as of the early vesting date has been compared with the conditions in the programs. If the conditions were fulfilled the number of share rights have been reduced proportionally with the remaining vesting period to the initial vesting period of three years. If the conditions were partly met the number of share rights have been reduced in proportion to the fulfillment level. The number of share rights exchanged in Q1 2019 for shares in Tele2 amounts to 100,448 share rights at a weighted average share price of SEK 125.13.

Dividend

Tele2’s Board of Directors has proposed a dividend of SEK 4.40 per share in respect of the financial year 2018 to be approved at the Annual General Meeting in May 2019 and to be paid in two equal tranches during 2019. This corresponds to a total of SEK 3,023 million.

NOTE 9 BUSINESS ACQUISITIONS AND DIVESTMENTS

Acquisitions and divestments of shares and participations affecting cash flow were as follows:

SEK million	2019 Jan 1-Mar 31	2018 Full year
Acquisitions
Com Hem, Sweden	–	–6,400
Mobile payment, Lithuania	–4	–7
Altlorenscheuerhof , Luxembourg repayment capital	–	1
Total acquisition of shares and participations	–4	–6,406

Divestments
Tele2 Netherlands	2,356	–
Total sale of shares and participations	2,356	–
TOTAL CASH FLOW EFFECT	2,352	–6,406

Acquisitions

T-Mobile, the Netherlands

The divestment of Tele2 Netherlands was closed on January 2, 2019, please refer to Note 11. As part of the divestment Tele2 acquired 25 percent of the shares in the new combined company T-Mobile Netherlands Holding BV. The fair value of the shares is estimated to SEK 6.9 billion. Due to its unusual complexity the purchase price allocation is still ongoing and is expected to be presented in the interim report for Q2 2019.

The transaction combines two mobile customer champions with complementary brands, technologies and customer bases. Based on current numbers the combined company has a revenue of around EUR 2 billion. Tele2’s 25 percent of the share is reported as an asso¬ciated company in the financial statements of Tele2.

Information about acquisitions made in 2018 is provided in Note 15 in the 2018 Annual Report.

Divestments

Please refer to Note 11 discontinued operations.

Tele2 - Interim Report January-March 2019 28 (35)

NOTE 10 CHANGES IN ACCOUNTING PRINCIPLES

IFRS 16 Leases

On January 1, 2019 Tele2 changed the accounting principles for leases, by applying IFRS 16 Leases. Tele2 has chosen to apply the modified retrospective approach in the standard and not restate prior periods. The qualitative effects of the transition to IFRS 16 are described in Note 35 in the 2018 Annual Report. The effects of applying IFRS 16 on the opening balance January 1, 2019 is presented below. The data exclude the Dutch operations since Tele2 considered the effects of IFRS 16 on Tele2 Netherlands to have no or negligible impact going forward. The weighted average incremental borrowing rate applied at the discounting of the lease liability at transition January 1, 2019 amounted to 1 percent for continued operations and 2 percent including discontinued operations.

Balance sheet

SEK million	Jan 1, 2019 Adjusted	IFRS 16 Effect	Dec 31, 2018 Reported
ASSETS
Goodwill	30,159	–	30,159
Other intangible assets	19,560	–44	19,604
Intangible assets	49,719	–44	49,763

Machinery and technical plant	7,998	–104	8,102
Other tangible assets	1,090	–	1,090
Tangible assets	9,088	–104	9,192

Right-of-use assets	6,076	6,076	–
Financial assets	1,028	–	1,028
Capitalized contract costs	373	–	373
Deferred tax assets	368	–	368
TOTAL NON-CURRENT ASSETS	66,652	5,928	60,724

Inventories	669	–	669
Current receivables	6,794	–31	6,825
Current investments	2	–	2
Cash and cash equivalents	404	–	404
TOTAL CURRENT ASSETS	7,869	–31	7,900

ASSETS CLASSIFIED AS HELD FOR SALE	14,588	568	14,020
TOTAL ASSETS	89,109	6,465	82,644

EQUITY AND LIABILITIES
Attributable to equity holders of the parent company	36,334	–	36,334
Non-controlling interest	28	–	28
TOTAL EQUITY	36,362	–	36,362

Interest-bearing liabilities	27,977	4,739	23,238
Non-interest-bearing liabilities	4,206	–	4,206
TOTAL NON-CURRENT LIABILITIES	32,183	4,739	27,444

Interest-bearing liabilities	7,921	1,158	6,763
Non-interest-bearing liabilities	8,088	–	8,088
TOTAL CURRENT LIABILITIES	16,009	1,158	14,851

LIABILITIES DIRECTLY ASSOCIATED WITH ASSETS CLASSIFIED AS HELD FOR SALE	4,555	568	3,987
TOTAL EQUITY AND LIABILITIES	89,109	6,465	82,644

Tele2 - Interim Report January-March 2019 29 (35)

The bridge between future minimum expenses according current IAS 17 Leases standard (please refer to Note 31 in the 2018 Annual Report) and the change in the lease liability for continuing operations due to adoption of IFRS 16 is presented below.


Total future lease expenses for operating leases (Note 31)	4,626
Adjustment for:
Discounting	–264
Not determined as leases according to IFRS 16 (mainly leased capacity)	–585
Short term leases	–114
Low value leases	–14
Extension options	2,248
Total adjustments	1,271
Change in lease liability due to adoption of IFRS 16	5,897

NOTE 11 DISCONTINUED OPERATIONS

Tele2 Kazakhstan

On December 28, 2018 Tele2 announced that Tele2 has given notice to exercise the put option stipulated in the jointly owned company in Kazakhstan between Tele2 and Kazakhtelecom. By serving the put option notice to Kazakhtelecom, Tele2 has initiated the sale process.

Tele2 owns 49 percent of the economic interest and 51 percent of the votes in the jointly owned company Tele2 Kazakhstan. The expected financial consideration to Tele2 will reflect a fully diluted economic interest of 31 percent, taking into account Asian et’s 18 percent earn-out. A shareholder loan from Tele2 to the jointly owned company is to be fully repaid at the time of the closing. On March 31, 2019 the loan amounted to KZT 84 billion (SEK 2.0 billion).

The put option price is based on a fair market value principle and will be determined through an agreed valuation process, based on standard methodology, including independent third-party advisors.

The previous put option obligation in Kazakhstan was in 2016 replaced with an earn-out obligation representing 18 percent eco-nomic interest in the jointly owned company in Kazakhstan. To cover for the estimated earn-out obligation, that is based on fair value, the earn-out obligation was on March 31, 2019 valued at SEK 792 (December 31, 2018: 764) million and reported as a financial liability with fair value changes reported as financial items in the income statement. The change in fair value on March 31, 2019 is related to a continuation of the positive trend in the Kazakhstan operation. The fair value estimate is sensitive to changes in key assumptions supporting the expected future cash flows for the jointly owned company in Kazakhstan. A deviation from the current assumptions regarding the fair value would impact the earn-out liability.

At the time of the acquisition of Tele2 Kazakhstan the com-pany had an existing interest free liability to the former owner Kazakhtelecom. On March 31, 2019 the reported debt amounted to SEK 32 (December 31, 2018: 30) million and the nominal value to SEK 285 (December 31, 2018: 279) million.

Closing is expected in approximately one quarter. Tele2 Kazakhstan is reported as discontinued operation.

Tele2 - Interim Report January-March 2019 30 (35)

Tele2 Netherlands

On December 15, 2017 Tele2 announced that Tele2 and Deutsche Telekom have agreed to combine Tele2 Netherlands and T-Mobile Netherlands. The divestment of Tele2 Netherlands was closed on January 2, 2019. The Dutch operation was sold for SEK 1.9 billion and 25 percent share in the combined company. The capital gain in Q1 2019 amounted to SEK 24 million, including costs for central support system for the Dutch operation and other transaction costs. In addition, the capital gain and taxes was affected positively with SEK 57 and 47 million respectively related to reversal of exchange rate differences previously reported in other comprehensive income, as a result of the divestment reversed over the income statement but with no effect on total equity or cash flow.

Net assets at the time of divestment

Assets, liabilities and contingent liabilities included in the divested operation in the Netherlands is stated below.

	Netherlands
SEK million	(Jan 2, 2019)
Goodwill	1,015
Other intangible assets	1,293
Tangible assets	5,300
Financial assets	712
Capitalized contract costs	177
Inventories	156
Current receivables	2,085
Cash and cash equivalents	46
Non-current provisions	–233
Non-current non-interest-bearing liabilities	–88
Current non-interest-bearing liabilities	–1,639
Divested net assets	8,824
Capital gain, excluding sales costs	24
Sales price	8,848
Received shares in T-mobile, non-cash	–6,904
Price adjustments, non-cash	458
Less: cash in divested operations	–46
TOTAL CASH FLOW EFFECT	2,356

Income statement

All discontinued operations are stated below. Tele2 Netherlands was divested on January 2, 2019.

	2019	2018
SEK million	Jan 1-Mar 31	Jan 1-Mar 31

Revenue	787	2,224
Cost of services provided and equipment sold	–468	–1,604
Gross profit	319	620
Selling expenses	–59	–514
Administrative expenses	–38	–273
Other operating income	2	2
Other operating expenses	–	–3
Operating profit/loss	224	–168
Interest income	1	3
Interest expenses	–30	–11
Other financial items	–28	–70
Profit/loss after financial items	167	–246
Income tax from the operation	–40	–24
NET PROFIT/LOSS FROM THE OPERATION	127	–270

Profit/loss on disposal of operation including sales costs and cumulative exchange rate gain	81	–3
-of which Netherlands	81	–3

Income tax from capital gain	47	–
-of which Netherlands	47	–
NET PROFIT/LOSS	255	–273

ATTRIBUTABLE TO
Equity holders of the parent company	199	–279
Non-controlling interests	56	6
NET PROFIT/LOSS	255	–273

Earnings per share (SEK)	0.29	–0.56
Earnings per share, after dilution (SEK)	0.29	–0.56

Tele2 - Interim Report January-March 2019 31 (35)

Balance sheet

Assets held for sale as of March 31, 2019 refer to Tele2 Kazakhstan (from December 31, 2018) and provisions for price adjustments and similar for the divestment of Tele2 Netherlands. As of December 31, 2018 assets held for sale refer to Tele2 Kazakhstan and Tele2 Netherlands (from December 31, 2017 to January 2, 2019).

SEK million	Mar 31, 2019	Dec 31, 2018
ASSETS
NON-CURRENT ASSETS
Goodwill	132	1,144
Other intangible assets	242	1,545
Intangible assets	374	2,689
Tangible assets	2,057	7,357
Right-of-use assets	663	–
Financial assets	8	720
Capitalized contract costs	–	177
Deferred tax assets	392	393
NON-CURRENT ASSETS	3,494	11,336

CURRENT ASSETS
Inventories	24	181
Current receivables	571	2,503
CURRENT ASSETS	595	2,684

ASSETS CLASSIFIED AS HELD FOR SALE	4,089	14,020

LIABILITIES
NON-CURRENT LIABILITIES
Interest-bearing liabilities	1,061	641
Non-interest-bearing liabilities	10	99
NON-CURRENT LIABILITIES	1,071	740

CURRENT LIABILITIES
Interest-bearing liabilities	1,322	813
Non-interest-bearing liabilities	891	2,434
CURRENT LIABILITIES	2,213	3,247

LIABILITIES DIRECTLY ASSOCIATED WITH ASSETS CLASSIFIED AS HELD FOR SALE	3,284	3,987

Cash flow statement

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
Cash flow from operating activities	234	287
Cash flow from investing activities	2,323	–414
Cash flow from financing activities	–22	–
NET CHANGE IN CASH AND CASH EQUIVALENTS	2,535	–127

Tele2 - Interim Report January-March 2019 32 (35)

Non-IFRS measures

This report contains certain financial measures that are not defined by IFRS, but are used by Tele2 to assess the financial performance of the business. These measures are included in the report as they are considered important supplementary measures of operating performance and liquidity. They should not be considered a substitute to Tele2’s financial statements prepared in accordance with IFRS. Tele2’s definitions of these measures are described below, but other companies may calculate non-IFRS measures differently and these measures are therefore not always comparable to similar measures used by other companies.

EBITDA

Tele2 considers EBITDA to be relevant measure to present profitability aligned with industry standard.

EBITDA: Operating profit/loss before depreciation/amortization, impairment as well as results from shares in joint ventures and associated companies.

Underlying EBITDA and underlying EBITDA margin

Tele2 considers underlying EBITDA and underlying EBITDA margin to be relevant measures to present in order to illustrate the profitability of the underlying business, and as these are used by management to assess the performance of the business.

Underlying EBITDA: EBITDA excluding items affecting comparability.

Items affecting comparability: Disposals of non-current assets and transactions from strategic decisions, such as capital gains and losses from sales of operations, acquisition costs, integration costs due to acquisition or merger, restructuring programs from reorganizations as well as other items that affect comparability.

Underlying EBITDA margin: Underlying EBITDA in relation to revenue.

Underlying EBITDAaL

Tele2 considers underlying EBITDAaL to be a relevant measure of the business performance since it includes the cost of leased assets (depreciation and interest), which is not included in underlying EBITDA according to IFRS 16.

Underlying EBITDAaL: Underlying EBITDA as well as lease depreciation and lease interest costs according to IFRS 16.

Underlying EBITDA excluding IFRS 16

Tele2 considers underlying EBITDA excluding IFRS 16 to be a relevant measure to present during 2019 for comparability with 2018 and 2017 since IFRS 16 Leases has not been adopted retrospectively.

Underlying EBITDA excluding IFRS 16: Underlying EBITDA applying IAS17 accounting standard for leases for all periods.

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
CONTINUING OPERATIONS
Operating profit	1,104	900
Reverse:
Result from shares in joint ventures and associated companies	–10	–14
Depreciation/amortization	1,303	509
EBITDA	2,397	1,395

Reverse:
Items affecting comparability:
Acquisition costs	44	49
Integration costs	155	20
Disposal of non-current assets	1	15
Other items affecting comparability	62	–19
Total items affecting comparability	262	65
Underlying EBITDA	2,659	1,460

Lease depreciation (according to IFRS 16)	–303	–
Lease interest costs (according to IFRS 16)	–21	–
Underlying EBITDAaL	2,335	1,460

Underlying EBITDA	2,659	1,460
Adjustment to report lease according to IAS 17	–319	–
Underlying EBITDA excluding IFRS 16	2,340	1,460

Underlying EBITDA	2,659	1,460
in relation to:
Revenue	7,217	5,425
Reverse: items affecting comparability	–	–19
Revenue excluding items affecting comparability	7,217	5,406
Underlying EBITDA margin	37%	27%

Tele2 - Interim Report January-March 2019 33 (35)

Capex paid and capex

Tele2 considers capex paid relevant to present as it provides an indication of how much the company invests organically on intangible and tangible assets to maintain and expand its business. Tele2 believes that it is relevant to present capex to provide a view on how much Tele2 invests organically in intangible and tangible assets as well as on right-of-use assets (lease) to maintain and grow its business which is not dependent on the timing of cash payments.

Capex paid: Cash paid for the additions to intangible and tangible assets net of cash proceeds from sales of intangible and tangible assets.

Capex: Additions to intangible assets, tangible assets and right-of-use assets (lease) that are capitalized on the balance sheet.

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
TOTAL OPERATIONS
Additions to intangible and tangible assets	–1,671	–849
Sale of intangible and tangible assets	–	9
Capex paid	–1,671	–840
This period’s unpaid capex and reversal of paid capex from previous periods	859	250
Reverse received payment of sold intangible and tangible assets	–	–9
Capex in intangible and tangible assets	–812	–599
Additions to right-of-use assets	–356	–
Capex	–1,168	–599

CONTINUING OPERATIONS
Additions to intangible and tangible assets	–1,638	–434
Sale of intangible and tangible assets	–	8
Capex paid	–1,638	–426
This period’s unpaid capex and reversal of paid capex from previous periods	864	61
Reverse received payment of sold intangible and tangible assets	–	–8
Capex in intangible and tangible assets	–774	–373
Additions to right-of-use assets	–258	–
Capex	–1,032	–373

Equity free cash flow

Tele2 considers equity free cash flow to be relevant to present as it provides a view of funds generated from operating activities which also includes investments in intangible and tangible assets. Management believes that equity free cash flow is meaningful to investors because it is the measure of the Group’s funds available for acquisition related payments, dividends to shareholders, share repurchases and debt repayment.

Equity free cash flow: Cash flow from operating activities less capex paid and amortization of lease liabilities.

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
TOTAL OPERATIONS
Cash flow from operating activities	2,490	908
Capex paid	–1,671	–840
Cash flow after capex paid	819	68
Amortization of lease liabilities	–382	–
Equity free cash flow (EFCF)	437	68

CONTINUING OPERATIONS
Cash flow from operating activities	2,256	621
Capex paid	–1,638	–426
Cash flow after capex paid	618	195
Amortization of lease liabilities	–377	–
Equity free cash flow (EFCF)	241	195

Tele2 - Interim Report January-March 2019 34 (35)

Operating cash flow

Tele2 considers operating cash flow a relevant measure to present as it gives an indication of the profitability of the underlying business while also taking into account the investments needed to maintain and grow the business.

Operating cash flow: Underlying EBITDAaL less capex paid.

SEK million	2019 Jan 1-Mar 31	2018 Jan 1-Mar 31
CONTINUING OPERATIONS
Underlying EBITDAaL	2,335	1,460
Capex paid	–1,638	–426
Operating cash flow (OCF)	697	1,034

Net debt and economic net debt

Tele2 believes that net debt is relevant to present as it is useful to illustrate the indebtedness, financial flexibility, and capital structure. Furthermore, economic net debt is considered relevant as it excludes lease liabilities, liabilities to Kazakhtelecom, loan guaranteed by Kazakhtelecom and the liability for the earn-out obligation in Kazakhstan, and thereby taking into account the specific contractual arrangements in the Kazakh business.

Net debt: Interest-bearing non-current and current liabilities excluding equipment financing, provisions, less cash and cash equivalents, current investments, restricted cash and derivatives.

Economic net debt: Net debt excluding lease liabilities, liabilities to Kazakhtelecom, liability for earn-out obligation in Kazakhstan and loan guaranteed by Kazakhtelecom.

SEK million	Mar 31, 2019	Dec 31, 2018
Interest-bearing non-current liabilities	29,750	23,238
Interest-bearing current liabilities	4,678	6,763
Excluding equipment financing	–126	–
Excluding provisions	–2,420	–1,695
Cash & cash equivalents, current investments and restricted funds	–916	–406
Derivatives	–99	–33
Net debt for assets classified as held for sale	1,703	1,013
Net debt	32,570	28,880
Excluding:
Lease liabilities	–6,480	–16
Liabilities to Kazakhtelecom	–32	–30
Liabilities for earn-out obligation Kazakhstan	–792	–764
Loan guaranteed by Kazakhtelecom	–208	–221
Economic net debt	25,058	27,849

Organic

Tele2 believes that organic growth rates are relevant to present as they exclude effects from currency movements but include effects from divestments and acquisitions as if these occured on the first day of each reporting period, and are therefore providing an indication of the underlying performance.

Organic growth rates: Calculated at constant currency, meaning that comparative figures have been recalculated using the currency rates for the current period, but including effects from divestments and acquisitions as if these occured on the first day of each reporting period.

Reconciliation of pro forma figures are presented in an excel document (Tele2-Q1-2019-financials) on Tele2’s website www.tele2.com.

Tele2 - Interim Report January-March 2019 35 (35)

FIRST QUARTER 2019 April 24, 2019 Tele2 AB

Group highlights - Q1 2019 SEK billion Q1 2019 % change organic Revenue 7.2 -1% End-user service revenue 5.3 0% Underlying EBITDA ex. IFRS 16 2.3 +8% Capex ex. spectrum and leases 0.6 2 Organic is constant currencies and including Com Hem pro forma Comments o Organic growth of end-user service revenue of 0%, including - Mobile EUSR +3% - EUSR -3% TELE2

Tele2 is becoming a true integrated challenger Drive FMC in Sweden B2C o Launch of Com Hem mobile in February o Increasing penetration of FMC bundle benefits Sweden B2B turnaround o Continued customer growth o Setting up B2B management and sales incentive structure to align with strategy o Continued restructuring to focus on higher-margin network based ICT services Build on the momentum in the Baltics o Sustained momentum with 7% growth in mobile end-user service revenue and 16% in underlying EBITDA excluding IFRS 16 Cost transformation o Cost synergies starting to materialize with SEK 50 million achieved in Q1 o Annualized run-rate of SEK 300 million at the end of Q1 3 TELE2

Slide 4 Growth and cost initiatives drive cash flow 1 Low-single digit end-user service revenue growth - SEK 450m of revenue synergies Expected to be flat in 2019, which is a transition year, and low-single digit growth in the mid-term driven by strategy initiatives 2 Mid-single digit growth in underlying EBITDA excluding IFRS 16 - SEK 900m of cost synergies Driven by front-loaded synergies in 2019 and a mix of cost reduction and revenue growth mid-term 3 Capex - Low capital intensity compared to industry over investment cycle SEK 2.9-3.2bn in 2019, and SEK 3.0-3.5bn/year in the mid-term, excluding spectrum and leases, as we roll out 5G and Remote-PHY 4 Maintain leverage at 2.5-3.0x Growth in underlying EBITDAaL and cash from asset sales create room to re-lever and distribute additional cash to shareholders Shareholder Remuneration Ordinary dividend up 10% to SEK 4.40/share (SEK 3.0bn) Additional remuneration from asset sales to be announced FY2018 Starting Point - pro forma End-user service revenue: SEK 21.4bn Underlying EBITDA excluding IFRS 16: SEK 9.0bn Capex: SEK 2.8bn excluding spectrum and leases Leverage: 2.8x economic net debt/underlying EBITDAaL 4 TELE2

Slide 5 Sweden TELE2

Sweden Consumer - Operational highlights RGUs & net adds - core and legacy services (thousands, pro forma) +3 652 -2 790 +12 1,796 -7 -74 381 432 1,180 +10 654 +1 801 +11 1,794 -2 -31 369 420 1,173 +24 655 +1 814 +13 1,804 +10 -25 351 411 1,175 +29 658 +3 827 +13 1,817 +13 -84 324 399 1,130 +20 661 +3 839 +12 1,822 +5 -47 313 388 1,105 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Core: Mobile Postpaid Fixed Broadband Digital TV Cable & Fiber Legacy: Mobile Prepaid DTT TV Fixed Tele & DSL ASPU year-on-year growth (%, pro forma) 5% 3% 1% -1% -3% -5% 1.8% 1.3% -2.0% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Moile Postpaid Fixed Broadband Digital TV Cable & Fiber Q1 highlights - Positive net adds in all core services, driven mainly by Comviq mobile postpaid and fixed broadband on both Com Hem and Boxer brands - Total mobile ASPU up 2.5% due to pre to postpaid migration and postpaid ASPU growth of +1.3%, driven by upsell to larger data buckets and Unlimited - Fixed broadband ASPU growth of +1.8% driven by upsell to higher speeds. Group agreements with some negative effect on Digital TV Cable and Fiber ASPU but positive effect on churn 6 TELE2

Sweden Consumer segment - Financials End-user service revenue (SEK million, pro forma, year-on-year growth %) +6% 472 +1% 571 +14% 1,152 +4% 128 384 300 +6% 479 +1% 595 +12% 1,168 +4% 124 377 294 +4% 476 +1 600 +11% 1,189 +3% 117 365 300 +5% 474 +0% 614 +10% 1,189 +4% 115 352 289 +3% 466 -1% 618 +8% 1,179 +2% 106 341 278 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Core: Mobile Postpaid Fixed Broadband Digital TV Cable & Fiber Legacy: Mobile Prepaid DTT TV Fixed Tele & DSL Underlying EBITDA ex. IFRS16 and margin (SEK million, pro forma) +6% 1,389 1,438 1,507 1,430 1,469 36% 36% 39% 35% 39% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Q1 highlights - Core services growing +3%, offset by -11% decline in legacy services - Stable end-user service revenue within Mobile. Fixed declining 2% driven by continued pressure within legacy services - Underlying EBITDA growth excluding IFRS 16 of +6%, as synergies start to materialize 7 TELE2

Sweden Business - Operational highlights Mobile RGUs (thousands, pro forma) +5% 855 868 881 889 896 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Mobile ASPU (SEK, pro forma) -6% 188 184 180 183 177 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 End-user service revenue (SEK million, pro forma, year-on-year growth %) -7% 261 +2% 325 -9% 472 -10% -5% 264 0% 309 -14% 475 -1% -2% 246 -4% 306 -10% 473 +4% -1% 280 +4% 298 -11% 485 +4% -2% 264 +1% 295 -9% 475 +1% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Mobile Fixed Solutions Q1 highlights - Increase in mobile RGU base of 5% as customer wins continue; new or extended contracts in the quarter include Rejlers, GDL Logistics, NCC, Toshiba and Linkoping University - Price competition still having an effect on ASPU Continued efforts to achieve end-user service revenue stabilization 8 TELE2

Sweden Business segment - Financials Revenue (SEK million, pro forma) -2% 145 467 1,058 140 421 1,048 152 352 1,025 136 504 1,063 167 446 1,034 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 End-user Equipment Wholesale Operator Underlying EBITDA ex. IFRS16 and margin (SEK million, pro forma) +1% 372 308 294 285 439 360 345 297 374 306 20% 19% 26% 19% 20% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 EBITDA EBITDA ex. Wholesale EBITDA margin ex. Wholesale Q1 highlights - Slightly negative growth in total revenue due to declines in end-user service revenue and equipment revenue - Underlying EBITDA growth of 1% excluding IFRS 16 - Refining business scope to achieve profitable growth 9 TELE2

Sweden overview Total end-user service revenue (SEK million, pro forma) -1% 4,249 4,269 4,249 4,273 4,189 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDA ex. IFRS 16 and margin (SEK million, pro forma) +5% 1,761 1,732 1,946 1,775 1,843 32% 31% 36% 30% 34% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDAaL - Capex* and cash conversion, rolling 12m (SEK million, pro forma) 5,273 5,325 5,417 5,348 5,315 75% 76% 76% 74% 73% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Q1 highlights - Underlying EBITDA growth excluding IFRS 16 of 5% driven primarily by cost synergies within Consumer - Stable cash generation when adjusting for the payment of the 700 MHz spectrum - Rolling 12 months cash conversion of 73% *Capex ex. spectrum and leases Cash conversion = (Underlying EBITDAaL - Capex) / Underlying EBITDAaL 10 TELE2

International TELE2

Baltics - Operational highlights Mobile RGUs +1% Q1 '18 Q1 '19 ASPU development +6% Q1 '18 Q1 '19 Brand campaign TELE2 POWER PACK Daugiau vertes, todel uztenka vieno NAUIAUSIA IRANGA GB+ NERIBOTI POKALBIAI TELE2 LAISVAS INTERNETAS ISMANUS SKAMBUCIU Q1 highlights - ASPU growth in all three markets led by Lithuania - RGU growth, despite challenges in Estonia, as consumer small-screen and mobile broadband more than offset prepaid decline Organic Adjusted for local currency and M&A 12 TELE2

Baltics - Financials Mobile end-user service revenue (SEK million) +7% 585 639 650 654 655 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDA ex. IFRS 16 and margin (SEK million) +16% 316 366 402 374 386 31% 33% 35% 31% 35% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDAaL - Capex* and cash conversion, rolling 12m (SEK million) 1,008 1,045 1,079 1,115 1,166 78% 78% 77% 76% 77% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Q1 highlights - Mobile end-user service revenue growth driven by both volume and ASPU - Lithuania growing mobile end-user service revenue by 11 % and underlying EBITDA excluding IFRS 16 by 25% - Growth in underlying EBITDA excluding IFRS 16 with all markets contributing Organic Adjusted for local currency and M&A *Capex ex. spectrum and leases Cash conversion = (Underlying EBITDAaL - Capex) / Underlying EBITDAaL 13 TELE2

Kazakhstan (discontinued) - Financials Mobile end-user service revenue (SEK million) +22% 534 613 628 650 632 Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDA ex. IFRS 16 and margin (SEK million) +60% 202 264 273 314 312 29% 34% 34% 39% 40% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Underlying EBITDAaL - Capex* and cash conversion, rolling 12m (SEK million) 314 492 638 779 881 43% 59% 68% 74% 76% Q1 '18 Q2 '18 Q3 '18 Q4 '18 Q1 '19 Q1 highlights - Mobile end-user service revenue driven by 19% ASPU increase and 2% increase in RGUs - Margin expansion driven by continued growth of mobile end-user service revenue and strong cost efficiency - Shareholder loan repayments of KZT 5.6bn (SEK 134m) in Q1 resulting in KZT 84bn (SEK 2.0bn) outstanding at year-end - Divestment process on track to close at mid-year Organic Adjusted for local currency and M&A *Capex ex. spectrum and leases Cash conversion = (Underlying EBITDAaL - Capex) / Underlying EBITDAaL 14 TELE2

Filing Compare · TELE2 AB