MILLICOM INTERNATIONAL CELLULAR SATIGO财报

ITEM 4. INFORMATION ON THE COMPANY A. History and Development of the Company The Company’s legal name is Millicom International Cellular S.A. ("MIC S.A." or "the Company"). The Company uses the Tigo brand in all of the countries in which we do business.

MIC S.A. is a public limited liability company (société anonyme), organized and established under the laws of the Grand Duchy of Luxembourg on June 16, 1992. The Company’s address is: 2, Rue du Fort Bourbon, L-1249 Luxembourg, Grand Duchy of Luxembourg. The Company’s telephone number for the Head of Financial Reporting is: +352 27 759 018.

The Company’s U.S. agent is: C T Corporation, 28 Liberty Street, 42nd Floor, New York, New York 10005, United States.

MIC S.A. was formed in December 1990 when Kinnevik AB ("Kinnevik"), formerly named Industriförvaltnings AB Kinnevik, a company established in Sweden, and Millicom Incorporated, a corporation established in the United States, contributed their respective interests in international mobile joint ventures to form MIC S.A. See “Item 4. Information on the Company—B.

Business Overview” for historical information regarding the development of our principal business segments in our geographic markets. See “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Capital expenditures” for a description of our capital expenditures. The SEC maintains an Internet website that contains reports and other information about issuers, like us, that file electronically with the SEC.

The address of that website is www.sec.gov. The Company’s website address is www.millicom.com. The information contained on, or that can be accessed through, the Company’s website is not part of, and is not incorporated into, this Annual Report. B. Business Overview Introduction We are a leading provider of cable and mobile services dedicated to emerging markets.

Through our main brands Tigo® and Tigo Business™, we provide a wide range of digital services in nine countries in Latin America, including high-speed data, cable TV, direct-to-home satellite TV (“DTH” and when we refer to DTH together with cable TV, we use the term “pay-TV”), mobile voice, mobile data, SMS, MFS, fixed voice, and business solutions including value-added services (“VAS”).

We provide services on both a business-to-consumer (“B2C”) and a business-to-business (“B2B”) basis, and we have used the Tigo brand in all our markets since 2004.

We offer the following principal categories of services: • Mobile, including mobile data, mobile voice, and MFS to consumer, business and government customers; • Cable and other fixed services, including broadband, pay-TV, content, and fixed voice services for residential (Home) customers, as well as voice, data and VAS and solutions to business and government customers.

We provide both mobile and cable services in eight countries: Bolivia, Colombia, El Salvador, Guatemala, Honduras, Nicaragua, Panama and Paraguay. In addition, we provide cable services in Costa Rica. In Africa, we previously provided mobile services in Tanzania, which we disposed of in April 2022. In 2021, we also completed the disposal of our Ghana joint venture with Bharti Airtel.

These divestitures were part of our strategy to exit Africa to better invest capital in Latin America, and as a result of these transactions, we no longer have any operations in Africa.

Additionally, we have a large portfolio of infrastructure across Latin America, including in our Honduras joint venture, which includes 10,900 towers, 12 Tier III data centers and 193,000 kilometers of fiber. We also have an MFS business, Tigo Money, which is currently operating in Paraguay, Guatemala, El Salvador, Bolivia and Honduras.

In 2022, we also began preparations for the introduction of our MFS business in Panama. We conduct our operations through local holding and operating entities in various countries, which are either our subsidiaries (in which we are the sole shareholder or the controlling shareholder) or joint ventures with our local partners.

For further details, see note A to our consolidated financial statements.

In this Annual Report, our description of our operations includes the operations of all of these subsidiaries and joint ventures. 41 As of December 31, 2022, we provided services to 40.6 million mobile customers (45.7 including our Honduras joint venture), including 20.9 million 4G customers, which we define as customers who have a data plan and use a smartphone to access our 4G network.

As of that date, we also had 4.8 million customer relationships with a subscription to at least one of our fixed services. This includes 4.1 million customer relationships on our HFC and FTTH networks and 0.5 million DTH subscribers. The majority of the remaining customer relationships are served by our legacy copper network.

For the year ended December 31, 2022, our revenue was $5,624 million and our net profit was $129 million. We had approximately 20,000 employees, including our Honduras joint venture.

Our strategy Underpinning our strategy is management’s assessment that penetration rates for both mobile and fixed broadband services in our markets are low relative to penetration rates in other markets globally, and that these have potential to increase over time.

Based on our own subscriber data of mobile broadband penetration rates, as measured by the number of subscribers who use a smartphone to access mobile data services on 4G networks, were approximately 66% in Bolivia, 57% in Panama, 56% in Colombia, 55% in Paraguay, 53% in El Salvador, 51% in Honduras, 44% in Guatemala, and 38% in Nicaragua as of December 31, 2022.

Based on our own customer data and market intelligence, fixed broadband penetration rates, as measured by the number of residential broadband customers as a percentage of households in the country, were approximately 62% in Costa Rica, 55% in Colombia, 47% in Panama, 44% in El Salvador, 42% in Paraguay, 35% in Bolivia, 27% in Guatemala, 25% in Honduras , and 20% in Nicaragua as of December 31, 2022.

Pay-TV penetration rates, as measured by the number of pay-TV customers, including DTH, as a percentage of households in the country, were approximately 49% in Costa Rica, 44% in Guatemala, 43% in El Salvador, 42% in Panama, 41% in Colombia, 38% in Paraguay, 34% in Honduras, 22% in Bolivia, and 20% in Nicaragua as of December 31, 2022.

Based on the expectation that mobile and fixed broadband penetration rates in our markets will gradually rise over time, management has defined an operational strategy based on the following six principal pillars. Expand Broadband We are moving quickly to meet the growing demand for high-speed data from residential and business customers alike in our Latin American markets.

We are doing this by: • Expanding our HFC and FTTH networks : We are rapidly deploying our fixed broadband networks, and we complement our organic network build-out with small, targeted acquisitions. • Increasing our commercial efforts to fill the broadband networks : As we expand the networks, we also deploy commercial resources necessary to begin monetizing our investment by marketing our services to new potential customers.

In addition, our fixed broadband networks allow us to sell additional services to existing customers that drive ARPU growth over time. • Product innovation : We drive customer adoption by expanding our range of digital services and aggregating third-party content, as well as some exclusive local and international content, enabling us to differentiate ourselves from our competitors.

For example, we have agreements with local soccer teams, leagues and sports channels in Bolivia, Costa Rica, El Salvador, Guatemala, Honduras, Paraguay and Panama to air matches on our pay-TV channels.

We are committed to bringing the best content to our customers, and for that we partner with various players in the ecosystem, from studios to Over-the-Top providers (“OTTs”) and sports industry players.

Our cable network deployment is also critical to help prepare the company for convergence of fixed and mobile networks and services, a trend we expect will accelerate with the deployment of 5G technology in the future.

Monetize Mobile Our mobile networks continue to experience rapid data traffic growth, and we are very focused on making sure that incremental traffic translates into additional revenues.

Our mobile monetization strategy is built around several key drivers: • 4G/LTE network expansion : Our 4G networks enable us to deliver high volumes of data at faster speeds in a more cost-efficient manner than with 3G networks.

As of December 31, 2022, our 4G networks covered approximately 80% of the population in our markets, an increase from coverage of approximately 73% as of December 31, 2020. 42 • Smartphone adoption : More data-capable smartphone devices, particularly 4G/LTE, with a strong device portfolio and strategy to enable our customers to use data services on the move. • Stimulating data usage : More compelling data-centric products and services to encourage our consumers to consume more data, while maintaining price discipline.

Accelerate B2B The expansion of our fixed broadband networks as well as the development of state-of-the-art data centers, analytics, cloud and cybersecurity services is also creating new opportunities for us to target business customers by offering a more complete suite of information and communications technology (“ICT”) services.

As of December 31, 2022, we had a total of 12 Tier III data centers across our Latin America footprint, 9 of which are certified according to international standards.

Our strategy is to selectively evolve our portfolio into ICT-managed services to avoid excessive fragmentation and operational risk, while building the Tigo Business brand and differentiating ourselves through our service model and frontline execution.

We believe that the small and medium-size business (“SMB”) segment represents a particularly attractive opportunity for growth, as SMBs digitize their business and operations using digital communications, and implement cloud and data center solutions in line with what we see in more developed markets.

Drive Convergence Millicom has evolved from a traditional mobile operator to a provider of a comprehensive range of services through fixed line, mobile and MFS platforms.

Convergence allows us to leverage our existing tangible and intangible assets, such as our network, our brand, and our local talent and market knowledge, to capture business synergies, generate new revenue streams from existing customers, attract new customers and reduce overall churn.

Our focus on convergence also reflects our expectation that future network deployments, such as 5G, will require significant fiber network capacity and capillarity, as well as the spectrum, radio and other components of today's mobile network.

Go Digital We are focusing on transforming and evolving our customer experience and operations through the digital innovation of products and channels to empower our customers to do everything digital first with the variety of offerings that is available in our digital ecosystem: Mi Tigo, Tigo Money, Mi Tienda, eCare, ONEtv, TigoSports and others.

Through Tigo ONEtv, our next-generation user experience platform, we provide an advanced pay-TV entertainment experience for our customers, with sophisticated personalization options and recommendations, seamless integration of content across linear and on-demand offerings, and robust multi-screen capabilities.

We also provide a valuable digital user experience through our Mi Tigo App for prepaid, postpaid and home customers, and our Tigo Money app for mobile financial services.

Our focus remains firmly set on not only driving the adoption and enjoyment of these digital channels by our customers, but also developing and empowering our customers with Mi Tienda and eCare to increase productivity and customer satisfaction through a user-friendly experience.

We are evolving our commercial distribution network to operate digitally, which we believe will improve both customer experience and operational efficiency. To enable a seamless and integrated experience across sales and care touchpoints, we are implementing a business transformation that interlinks user experience, digital innovation, business processes, and our back-end ICT systems.

Customer Centricity We are committed to providing the best customer service and experience possible in all of our markets. We have placed customer experience at the center of our decision-making as we continue to innovate across business lines and countries. Our focus has been simplifying how customers interact with us by implementing integrated, digital-first customer service channels.

To ensure we continue to improve our service quality, and being mindful of evolving customer demands, we use a variety of tools including customer engagement, local and regional trends, and consumption patterns to identify and improve access channels. 43 We have also adopted and deployed a net promoter score (“NPS”) program, designed to strengthen our customer-centric culture, and NPS is one of the metrics used to measure management performance under our incentive compensation plan.

Our services Our services are organized into two principal categories: Mobile and Cable and other fixed services. In addition, we sell telephone and other equipment, comprised mostly of mobile handsets. Mobile In our Mobile category, we provide mobile services, including mobile data, mobile voice, SMS and MFS, to consumers, business, and government.

Mobile is the largest part of our business and generated 57% of consolidated service revenue (and 59% of our Group Segment service revenue) for the year end ed December 31, 2022 and 50% of our consolidated service revenue (and 59% of our Group Segment service revenue) for the year ended December 31, 2021.

We provide Mobile services in every country where we operate, except Costa Rica. As of December 31, 2022, the Group had a total of 40.6 million Mobile customers, and 45.7 million Mobile customers including our Honduras joint venture.

Mobile data, mobile voice and SMS We provide our mobile data, mobile voice and SMS services through 2G, 3G and 4G networks in all our mobile markets. 4G is the fourth generation of mobile technology, succeeding 3G, and it is based on Internet Protocol (IP) technology, as opposed to prior generations of mobile communications which were based on and supported circuit-switched telephone service.

Our 4G networks enable us to offer services to our customers such as video calls and mobile broadband data with richer mobile content, such as live video streaming. The mobile market has been evolving, with consumption shifting significantly in recent years from voice and SMS to data.

Our ongoing deployment of 4G networks, the launch of our 5G network in parts of Guatemala City, Guatemala in 2022, and industry planning for the future deployment of 5G further support this evolution to more data-centric usage. We provide our mobile data, mobile voice and SMS services on both prepaid and postpaid bases.

In prepaid, customers pay for service in advance through the purchase of limited-duration data packages, and they do not sign service contracts.

Among various options that our customers can choose from, we offer packages that typically begin with a data allowance, and include a combination of voice minutes and SMS, with expiration dates varying in length from one or more days, up to a few weeks or months.

In postpaid, customers pay recurring monthly fees for the right to consume up to a predetermined maximum amount of monthly data, voice usage and SMS. In most cases, new postpaid customers sign a service contract with a typical length of one year.

MFS We provide a broad range of mobile financial services such as payments, money transfers, international remittances, savings, real-time loans and micro-insurance for critical needs through our MFS App, Tigo Money. Tigo Money allows our customers to send and receive money, without the need for a bank account.

As of December 31, 2022, we provided MFS to 5.7 million Tigo and non-Tigo customers, including our Honduras joint venture. 9.8% of our mobile customer base were Tigo Money users as of December 31, 2022. It complements our Mobile and Cable product offering and increases customer satisfaction and loyalty, increasing ARPU and reducing customer churn.

We are currently in the process of separating our Tigo Money business from our core telecommunications service operations in order to facilitate the development of new financial and strategic partnerships aimed at accelerating Tigo Money's growth and enhancing its value creation potential.

Cable and other fixed services In our Cable and other fixed services category, we provide fixed services, including broadband, fixed voice and pay-TV, to reside ntial (Home) consumers and to government and business (B2B) customers.

Cable and other fixed services generated 41% of our consolidated service revenue for the year ended December 31, 2022 and 48% of our consolidated service revenue for the year ended December 31, 2021.

Home 44 Our fixed-service residential customers (a “customer relationship”) generate revenue for us by purchasing one or more of our three fixed services, pay-TV, fixed broadband, and fixed telephony.

We refer to each service that a customer purchases as a revenue generating unit (“RGU”), such that a single customer relationship can have up to three RGUs in countries where we are permitted to sell all three services.

We provide Home services mainly over our HFC and FTTH networks, but we also offer pay-TV services via our DTH platform and broadband services using FWA and copper-based technologies in some markets.

Although most of our customers currently choose to receive broadband speeds on average of 100 Mbps, the HFC networks we are rolling out are based on DOCSIS 3.0 and allow us to offer speeds of up to 400 Mbps on our current infrastructure, which gives us scope to significantly raise our customers’ broadband speeds over time.

As we retire analog channels over time, our HFC network infrastructure allows us to offer faster speeds. We have rolled out DOCSIS 3.1 in some markets, which allows us to offer speeds of u p to 1 Gbps.

We have also begun to deploy FTTH in some markets as part of our greenfield fixed-network expansion, and we include FTTH network and customer metrics as a subset of our HFC network and customer metrics. We provide Home services in every country where we operate.

As of December 31, 2022, the Group had 4.8 million customer relationships, of which 4.1 million were connected to our HFC and FTTH networks, and we had 9.5 million RGUs, including 3.8 million broadban d RGUs on our networks. We provide our Home services on a postpaid basis, with customers paying recurring monthly subscription fees.

In most markets, we offer bundled fixed services, such as our triple-play offering of pay-TV, broadband internet and, where possible, fixed telephone. On average, our Home customers typically contract more than one fixed service from us.

In some markets, we also market our services on a convergent basis, bundling both fixed and mobile services, to a very small portion of our total customer base. B2B fixed We offer fixed-voice and data telecommunications services, managed services and cloud and security solutions to small, medium and large businesses and governmental entities.

We offer B2B fixed services in all of the markets in which we operate. We believe that B2B fixed provides a significant growth opportunity for Millicom driven by the changes in working habits and business models. These changes are creating additional growth opportunities through the adoption of cloud information technology, security and new software defined networks.

We expect that the ongoing expansion of our fixed broadband networks will help to make us more competitive and increase our share of the B2B fixed market over time.

In addition, as we expand our fixed networks throughout our markets, we can better compete for large enterprise and government contracts that typically require a national presence, and we will be better placed to offer fixed, mobile and other value-added services, such as cloud-based services and data center capacity.

We already see evidence of this in Colombia and Panama, where we have more extensive fixed networks than in our other markets, and where the proportion of revenue we generate from B2B fixed is significantly larger than in our other countries.

We have already deployed appr oximately 193,000 k ilometers of fiber in our markets, including our Honduras joint venture, and we are expanding our product portfolio to deliver more VAS and business solutions, such as cloud-based services and ICT managed services.

In 2019, we inaugurated a Tier 3 certified data center in Honduras, which further strengthened our ability to better serve SMBs and large enterprise customers that require robust infrastructure and redundancy to achieve their own operational efficiency goals and meet business continuity needs.

We have also established partnerships in the area of hypercloud, virtualization and Internet of Things, to capture the growth in the adoption of these technologies and help our customers accelerate their digital transformations. Our markets Overview The Millicom Group’s risks and rates of return for its operations are predominantly affected by operating in different geographical regions.

Until the divestiture of our Tanzania business in April 2022, the Millicom Group had businesses in two main regions, Latin America and Africa, which constituted our two reportable segments.

As a result of the sale of the Tanzania business and its reclassification as discontinued operations, we no longer report an Africa segment in our financial statements included elsewhere in this Report. The Group now only operates in a single region, Latin America. See “Item 5. Operating and Financial Review and Prospects—A.

Operating Results—Our segments.” 45 The markets we serve are Bolivia, Colombia, Costa Rica, El Salvador, Guatemala, Honduras, Nicaragua, Panama and Paraguay. We provide Cable and other fixed services in each of these markets, and we provide Mobile services in each market except for Costa Rica.

Millicom Group For the years ended December 31, 2022 and 2021, we generated revenue of $5,624 million and $4,261 million , respectively. We provide mobile services in seven countries in Latin America.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements for the years ended December 31, 2022, 2021 and 2020, and the notes thereto, included elsewhere in this Annual Report. The following discussion contains forward-looking statements that involve risks and uncertainties.

Our actual results and the timing of events may differ materially from those expressed or implied in such forward-looking statements as a result of various factors, including those set forth in “Forward-Looking Statements” and “Item 3. Key Information—D. Risk Factors.” A.

Operating Results Factors affecting our results of operations Our performance and results of operations have been and will continue to be affected by a number of factors and trends, including principally: • Macro and socio-demographic factors .

These affect demand for and affordability of our services and include consumer confidence and expansion of the middle class, as well as foreign currency exchange rate volatility and inflation which can impact our cost structure and profitability. Growth in GDP per capita and expansion of the middle class make our services affordable to a larger pool of consumers.

The emerging markets we serve tend to have younger populations and faster household formation, and typically have more children per family, than developed markets, driving demand for our residential services, such as broadband internet and pay-TV. Digitalization of societies leads to more devices connected per household and more data needs.

Exposure to inflationary pressures and foreign currency exchange volatility may negatively impact our profitability or make our services more expensive for our customers; in this respect see “Item 11. Quantitative and Qualitative Disclosures About Risk—Foreign currency risk.” • Competitive intensity, which largely reflects the number of market participants and the financial strength of each .

Competitive intensity varies over time and from market to market. Markets tend to be more price competitive and less profitable for us when there are more market participants, and thus any future increase in the number of market participants in any of our markets would likely have a negative effect on our business. • Changes in regulation .

Our business is highly dependent on a variety of licenses granted by regulators in the countries where we operate. Any changes in how regulators award and renew these licenses could impact our business.

In particular, our mobile services business requires access to licensed spectrum, and we expect our business and the mobile industry in general will require more spectrum in the future to meet future mobile data traffic needs.

In addition, regulators can impose certain constraints and obligations that can have an impact on how we operate the business and on our profitability. • Technological change .

Our business relies on technology that continues to evolve rapidly, forcing us to adapt and deploy new innovations that can impact our investment needs and our cost structure, as well as create new revenue opportunities. This is true for both our mobile and fixed services.

With respect to our mobile services, while we are still deploying 4G networks, the industry is already well advanced in planning for the future deployment of 5G, which we expect will drive continued demand for data in the future.

With respect to our fixed services, the cable infrastructure we are deploying, largely based on the DOCSIS 3.0 standard, continues to evolve, and we are deploying alternatives such as DOCSIS 3.1 and FTTH in certain markets. Over time, 5G and other mobile technologies may also be considered as viable alternatives for fixed services.

In the meantime, an important recent trend in the Latin American telecommunications market has been the growth in fixed broadband penetration. We have significantly increased the coverage of our HFC network largely in response to demand for high-speed fixed broadband services.

Technological change is also impacting the capabilities of the equipment our customers use, such as mobile handsets and set-top boxes, and potential change in this area may impact demand for our services in the future. • Changes in consumer behavior and needs .

In recent years, consumption of mobile services has shifted from voice and SMS to data services due largely to changes in consumer patterns, including for example the adoption and growth of social media, made possible by new smartphones on 4G and 5G networks capable of high quality live video streaming. 55 • Political changes.

The countries where we operate are characterized as having a high degree of political uncertainty, and electoral cycles can sometimes impact business investment, consumer confidence, and broader economic activity, as well as inflation and foreign exchange rates.

Moreover, changes in government can sometimes produce significant changes in taxation and regulation of the telecommunications industry that can have a material impact on our business and financial results. • COVID-19. On March 11, 2020, the World Health Organization declared the coronavirus outbreak a pandemic.

Governments in the vast majority of our markets imposed lockdowns that caused sharp reductions in mobility and were among the most stringent in the world, according to data compiled by the University of Oxford. Government restrictions forced many of our stores and distribution channels to close, which had a significant adverse affect on our gross sales.

Additionally, governments in some countries mandated that companies such as ours continue to provide services to non-paying clients, waive fees for late payments, or defer payments over an extended period of time, among other measures. These measures had a material negative impact on our collections, thus causing higher provisions for bad debt.

While the COVID-19 pandemic did not significantly impact our financial condition and results of operations in 2021 or 2022, the ultimate severity and impact of the pandemic will depend on future developments, as variant strains of the virus have led to increased uncertainty.

Additional factors and trends affecting our performance and the results of operations are set out in "Item 3. Key Information—D.

Risk Factors." Factors affecting comparability of prior periods Acquisitions On November 12, 2021, Millicom signed and closed an agreement to acquire the remaining 45% equity interest in its joint venture business in Guatemala (“Tigo Guatemala”) from our local partner for $2.2 billion in cash. As a result, Millicom owns a 100% equity interest in Tigo Guatemala.

See note A.1.2. to our audited consolidated financial statements for additional details regarding this acquisition and the accounting treatment thereof. In the years ended December 31, 2022 , 2021 and 2020, the Group also completed certain other minor acquisitions.

Discontinued operations Tanzania On April 19, 2021, we announced the signing of an agreement for the sale of our operations in Tanzania to a consortium led by Axian. The transaction was completed on April 5, 2022 for initial cash consideration of approximately $101 million (subject to final price adjustments).

See note E.4. to our audited consolidated financial statements for additional details regarding this divestiture. Ghana On March 3, 2017, we and Bharti Airtel Limited ("Airtel") announced that we had entered into an agreement for MIC S.A.'s subsidiary Tigo Ghana Limited and Airtel's subsidiary Airtel Ghana Limited to combine their operations in Ghana.

As per the agreement, we and Airtel had equal ownership and governance rights in the combined entity ("AirtelTigo"). On April 19, 2021, we announced that we had signed a definitive agreement to sell our ownership in AirtelTigo to the Government of Ghana, and the sale was subsequently completed on October 13, 2021.

Guatemala and Honduras joint ventures Though we hold a majority ownership interest in the entities that own the Honduras joint venture, the board of directors is composed of equal numbers of directors from Millicom and from our respective partners, and the shareholders’ agreements for each entity require unanimous board approval for key decisions relating to the activities of these entities.

As such, we have determined that neither party controls the entities, and we therefore account for our investments in these entities as equity method investments.

Prior to November 12, 2021, we held a majority interest in the entities that comprised the Guatemala joint venture and accounted for our investments in these entities as equity method investments, as neither we nor our partners controlled the entities.

As a result of the acquisition of the remaining 45% equity interest in our operations 56 in Guatemala on November 12, 2021, we have consolidated Tigo Guatemala in our audited consolidated financial statements since November 12, 2021.

We report our share of the net income of these joint ventures in our consolidated statement of income under the caption “Share of profit in joint ventures.” The share of the net income of the Guatemala joint venture is reflected in this caption up until November 12, 2021.

On and after November 12, 2021, the Guatemala operations are consolidated within our audited consolidated statement of income. For additional details on the Guatemala and Honduras joint ventures, see note A.2. to our audited consolidated financial statements.

Our segments Our management determines operating and reportable segments based on the reports that are used by the chief operating decision maker to make strategic and operational decisions from both a business and geographic perspective. The Millicom Group’s risks and rates of return for its operations are predominantly affected by operating in different geographical regions.

Until the divestiture of our Tanzania business in April 2022, the Millicom Group had businesses in two main regions, Latin America and Africa, which constituted our two reportable segments.

As a result of the sale of the Tanzania business and its reclassification as discontinued operations, we no longer report an Africa segment in our financial statements included elsewhere in this Report. The Group now only operates in a single region, Latin America.

As a result, the Millicom Group now manages and reports a single segment, called the "Group Segment." Group Segment financial information includes our Honduras joint venture as if it were fully consolidated, as this reflects the way management reviews and uses internally reported information to make decisions about operating matters and to provide increased transparency to investors on those operations.

Group Segment financial information also includes our operations in Guatemala as if they were fully consolidated for all comparative periods, for the same reasons. On November 12, 2021, we acquired the remaining 45% equity interest in our Guatemala joint venture business, and we now fully consolidate our operations in Guatemala.

Prior to this date, we held a 55% stake in our operations in Guatemala and accounted for them using the equity method of accounting and as a joint venture, along with our operations in Honduras.

Our customer base We generate revenue mainly from the mobile and cable and other fixed services that we provide and, to a lesser extent, from the sale of telephone and other equipment. For a description of our services, see “Item 4. Information on the Company—B.

Business Overview—Our services.” Our results of operations are therefore dependent on both the size of our customer base and on the amount that customers spend on our services. We measure the amount that customers spend on our services using a telecommunications industry metric known as ARPU, or average revenue per user per month.

We define ARPU for our Mobile customers as (x) the total mobile and mobile financial services revenue (excluding revenue earned from tower rentals, call centers, data and mobile virtual network operators, visitor roaming, national third parties roaming and mobile telephone equipment sales revenue) for the period, divided by (y) the average number of Mobile subscribers for the period, divided by (z) the number of months in the period.

We define ARPU for our Home customers as (x) the total Home revenue (excluding equipment sales, TV advertising and equipment rental) for the period, divided by (y) the average number of customer relationships for the period, divided by (z) the number of months in the period.

ARPU is not subject to a standard industry definition, and our definition of ARPU may be different from that of other industry participants.

We provide certain customer data below that we believe will assist investors in understanding our performance and to which we refer later in this section in discussing our results of operations. 57 Group mobile customers As of December 31, 2022 2021(i) 2020(i) (ii) (in thousands, except where noted) Mobile Customers 40,576 39,802 37,115 of which are 4G customers 20,886 19,046 16,129 Mobile customer ARPU (in U.S. dollars) $ 6.1 $ 6.3 $ 6.6 (i) Recast to reflect Tanzania in discontinued operations, as discussed above.

(ii) Tigo Guatemala is fully consolidated since the acquisition of the remaining 45% shareholding on November 12, 2021. Figures as of December 31, 2020 include Tigo Guatemala as if it was consolidated. Including our Honduras joint venture with 5,152 thousand mobile customers, our Group Segment had 45,728 thousand mobile customers as of December 31, 2022, as disclosed by country below.

Mobile customers by country in our Group As of December 31, 2022 2021 2020 (in thousands) Bolivia 3,687 4,119 3,920 Colombia 11,511 11,271 10,025 El Salvador 3,026 2,919 2,685 Guatemala 11,793 11,754 11,416 Nicaragua 3,860 3,757 3,493 Panama 2,441 2,095 1,957 Paraguay 4,258 3,887 3,618 Our Honduras Joint Venture had 5,152 thousand mobile customers as of December 31, 2022, 5,079 thousand customers as of December 31, 2021 and 4,620 customers as of December 31, 2020.

Group Home customers As of December 31, 2022 2021 (i) 2020 (i) (ii) (in thousands, except where noted) Total homes passed 12,905 12,083 11,625 Total customer relationships 4,811 4,704 4,369 HFC / FTTH homes passed 12,632 11,810 11,284 HFC / FTTH customer relationships (iii) 4,139 3,988 3,588 HFC / FTTH RGUs 8,708 8,360 7,319 HFC / FTTH broadband internet RGUs 3,778 3,637 3,218 Home ARPU (in U.S. dollars) $ 26.6 $ 28.4 $ 28.0 58 (i) Recast to reflect Tanzania in discontinued operations, as discussed above.

(ii) Tigo Guatemala is fully consolidated since the acquisition of the remaining 45% shareholding on November 12, 2021. Figures as of December 31, 2020 include Tigo Guatemala as if it was consolidated.

(iii) Including our Honduras joint venture with 172,000 HFC / FTTH customer relationships, our Group Segment had 4.3 million HFC / FTTH customer relationships as of December 31, 2022. Results of operations We have based the following discussion on our consolidated financial statements included elsewhere in this Annual Report.

You should read it along with these financial statements, and it is qualified in its entirety by reference to them. See “Item 5. Operating and Financial Review and Prospects—A.

Operating Results—Factors affecting comparability of prior periods.” Group Consolidated results of operations for the years ended December 31, 2022 and 2021 The following table sets forth certain consolidated statement of income data for the periods indicated: Year ended December 31, Percentage Change 2022(ii) 2021(i) (U.S. dollars in millions, except percentages) Revenue 5,624 4,261 32.0 % Cost of sales (1,506) (1,197) (25.8) % Gross profit 4,118 3,063 34.5 % Operating expenses (1,890) (1,546) (22.3) % Depreciation (999) (804) (24.3) % Amortization (345) (310) (11.4) % Share of profit in joint ventures 32 210 (84.6) % Other operating income (expenses), net (2) 5 NM Operating profit 915 619 47.9 % Interest and other financial expenses (617) (495) (24.6) % Interest and other financial income 18 23 (23.0) % Revaluation of previously held interests — 670 NM Other non-operating (expenses) income, net (78) (49) (57.2) % Loss from other joint ventures and associates, net — (40) 98.8 % Profit (loss) before taxes from continuing operations 238 728 (67.3) % Charge for taxes, net (222) (158) (41.1) % Profit (loss) for the year from continuing operations 16 570 (97.2) % Profit (loss) for the year from discontinued operations, net of tax 113 (28) NM Net profit (loss) for the year 129 542 (76.2) % (i) Re-presented for discontinued operations (see note A.4. to our audited consolidated financial statements).

(ii) 2021 financial information includes the impact of our acquisition of the remaining 45% shareholding in Tigo Guatemala (approximately 1.5 months of statement of income data as from November 12, 2021). See note A.1.2. to our audited consolidated financial statements. As a result, 2022 yearly figures are not directly comparable with 2021 yearly figures.

Revenue Revenue increased by 32.0% for the year ended December 31, 2022 to $5,624 million from $4,261 million for the year ended December 31, 2021.

The increase in revenue of $1,393 million reflects the impact of the acquisition of Tigo Guatemala, as discussed above, which was partially offset by the depreciation of currencies in Colombia and Paraguay during the year. 59 Guatemala represented 29%, Colombia represented 24%, Panama, Bolivia, Paraguay and El Salvador each represented between 8% and 12%, and Costa Rica and Nicaragua represented less than 6% of our consolidated revenue for the year ended December 31, 2022.

Guatemala experienced the highest relative increase in revenues of $1,391 million, or 611%, due to consolidation of Tigo Guatemala for the full year ended December 31, 2022 compared to the year ended December 31, 2021. El Salvador increased $29 million, or 6.4%, due to strong results across the business.

Panama revenue increased $18 million, or an increase of 2.9%, due to strong results in the Mobile business. Revenue increased by 3.7% in Nicaragua and 0.2% in Paraguay as both countries saw continued strength in the Mobile business during the year.

Revenue declined in Bolivia by 0.4% as a result of a change in regulation affecting the Mobile business and a regional strike. Revenue in Costa Rica declined 2.6% as a result of the depreciation of the Costa Rican colon during the year, which offset growth in our Home and B2B businesses.

In Colombia, revenue declined 5.5% as a result of the depreciation of the Colombian peso which offset strong organic growth in our Mobile business driven by postpaid customers. Cost of sales Cost of sales increased by 25.8% for the year ended December 31, 2022 to $1,506 million from $1,197 million for the year ended December 31, 2021.

Of t he increase, $322 million was attributable to the Tigo Guatemala acquisition. The remaining $14 million decline was primarily due to the impact of the depreciation of the Colombian peso and the Paraguayan guarani on our cost of sales.

Operating expenses Operating expenses increased by 22.3% for the year ended December 31, 2022 to $1,890 million from $1,546 million for the year ended December 31, 2021. Of the increase, $324 million was attributable to the Tigo Guatemala acquisition.

The remaining $21 million of the increase was primarily due to increased investment to support the development and expansion of our Tigo Money and Towers businesses, increased energy and employee costs, as well as sales and marketing costs to support growth, especially in our Colombia business.

Depreciation Depreciation increased by 24.3% for the year ended December 31, 2022 to $999 million from $804 million for the year ended December 31, 2021. Substantially all of the increase was attributable to the consolidation of Tigo Guatemala and the related purchase price allocation.

Amortization Amortization increased 11.4% for the year ended December 31, 2022 to $345 million from $310 million for the year ended December 31, 2021. Of the increase, $88 million was attributable to the Tigo Guatemala acquisition, which offset a decline in amortization due to the one-off accelerated brand amortization in Panama in 2021.

Share of profit in joint ventures Share of profit in joint ventures decreased by 84.6% for the year ended December 31, 2022 to $32 million from $210 million for the year ended December 31, 2021.

The decrease reflects the impact of the Tigo Guatemala acquisition, as Tigo Guatemala contributed $183 million to share of profit in joint ventures for the year ended December 31, 2021 but was not included in the year ended December 31, 2022 due to its full consolidation.

Excluding the impact of the Tigo Guatemala acquisition, share of profit in joint ventures would have increased by $6 million, due to increased profitability in Honduras.

Other operating income (expenses), net Other operating income (expenses), net, decreased by $7 million for the year ended December 31, 2022 to an expense of $2 million from an income of $5 million for the year ended December 31, 2021. Of the decrease, $3 million was attributable to the Tigo Guatemala acquisition.

The decline was mainly due to $7 million in expenses related to a software contract termination for the year ended December 31, 2022 compared to a gain from an earn-out offset by losses from a disposal in our equity investment in Helios Towers for the year ended December 31, 2021.

Interest and other financial expenses Interest and other financial expenses increased by 24.6% for the year ended December 31, 2022 to $617 million from $495 million for the year ended December 31, 2021, reflecting the consolidation of Tigo Guatemala, which contributed $89 million to the increase, and the subsequent issuance of debt by us and Tigo Guatemala. 60 Interest and other financial income Interest and other financial income decreased by 23.0% for the year ended December 31, 2022 to $18 million from $23 million for the year ended December 31, 2021, which reflects the non-recurring gain from the exchange of the 6.625% Senior Notes due 2026 for newly issued 4.500% Senior Notes due 2031.

Of the increase, $37 million was attributable to the Tigo Guatemala acquisition. Other non-operating (expenses) income, net Other non-operating expenses increased by $28 million for the year ended December 31, 2022 to an expense of $78 million from an expense of $49 million for the year ended December 31, 2021.

The increase was mainly due to foreign exchange losses for the year ended December 31, 2022 compared to a revaluation charge of the put-option liability in Panama for $26 million and losses on foreign exchange, which was partially offset by the mark-to-market revaluation of Helios Towers for an $18 million gain for the year ended December 31, 2021.

Of the increase, $2 million was attributable to the Tigo Guatemala acquisition. Revaluation of previously held interest As a result of the acquisition of the remaining 45% shareholding in Guatemala, the Group had to revalue its 55% previously held investment at the fair value implied by the transaction.

This resulted in the recognition of a gain of $670 million with a corresponding increase in goodwill in 2021.

Loss from other joint ventures and associates, net Loss from other joint ventures and associates, net decreased by $39 million for the year ended December 31, 2022 to $0 million from a loss of $40 million for the year ended December 31, 2021 that was attributable to our former operations in Ghana.

Charges for taxes, net Charges for taxes, net increased by 41.1% for the year ended December 31, 2022 to $222 million from $158 million for the year ended December 31, 2021. A majority of the increase, was attributable to the consolidation of Tigo Guatemala as of November 12, 2021.

The increase was also impacted by the net effect of the recognition and derecognition of certain deferred tax assets in UNE and Colombia Móvil, respectively, as well as an amnesty settlement.

The main components of charges for taxes, net are the income tax generated by our operations and the withholding tax we pay when cash is repatriated from our local operations.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES A. Directors and Senior Management Directors The following table sets forth information of each member of the Company’s Board of Directors as of the date of this filing: Name Position Year First Elected Mr. José Antonio Ríos García (1) Chairman 2017 Ms. Pernille Erenbjerg Deputy Chair 2019 Mr. Odilon Almeida Member 2015 Mr.

Bruce Churchill Member 2021 Mr. Tomas Eliasson Member 2022 Mr. Lars-Johan Jarnheimer Member 2021 Ms. Mercedes Johnson Member 2019 Mr. Mauricio Ramos Member 2020 Mr. James Thompson Member 2019 (1) First appointed as Chairman in January 2019. Biographical information of each member of the Company’s Board of Directors is set forth below. Mr.

José Antonio Ríos García , Non-executive Director and Chairman of the Board. Mr. José Antonio Ríos García was re-elected to the Board in May 2022 and was first appointed as Chairman of the Board on January 7, 2019. Mr.

Ríos, born in 1945, is a proven global business executive with over 30 years of sustained leadership at key multinational companies such as Millicom, Global Crossing (Lumen Technologies), Telefónica S.A., Hughes Electronics, DirecTV and the Cisneros Group of Companies. In addition to being the Chairman of Millicom’s Board of Directors, Mr.

Ríos is currently a Board member and the Chairman of the Compensation Committee of Cirion Technologies and a Senior Advisor and Consultant of Pan American Finance. Until September 2020, he was the Chairman and CEO of Celistics Holdings, a leading mobile payment platform and cellular top-up distribution business, providing intelligent solutions for the consumer electronic technology industry across Latin America.

Prior to joining Celistics, Mr. Ríos was the founding President and CEO of DirecTV Latin America (Galaxy Latin America), and the International President of Global Crossing, the telecommunications company later acquired by Level 3 Communications, and then merged with Lumen Technologies. Mr. Ríos holds an Industrial Engineering degree from the Universidad Católica Andrés Bello, Caracas, Venezuela. Ms.

Pernille Erenbjerg , Non-executive Director, Deputy Chair of the Board, and Chair of the Compensation Committee . Ms. Pernille Erenbjerg was re-elected to the Board in May 2022. Ms. Erenbjerg, born in 1967, is formerly the President and Group Chief Executive Officer of TDC, the leading provider of integrated communications and entertainment solutions in Denmark and Norway. Previously, Ms.

Erenbjerg served as TDC’s Chief Financial Officer and as Executive Vice President of Corporate Finan ce. Prior to joining TDC in 2003, Ms. Erenbjerg worked for 16 years in the auditing industry, finishing in 2003 as an equity partner in Deloitte.

Currently, Ms Erenbjerg is also Chair of the Board of Viaplay Group, which provides international streaming services, a Board member and Deputy Chair of Genmab, a publicly traded international biotechnology company with headquarters in Denmark, and a Non-Executive Board Member of RTL Group, a leading entertainment company in Europe. Ms.

Erenbjerg holds an M.Sc. in Business Economics and Auditing from Copenhagen Business School. Mr. Odilon Almeida , Non-executive Director, Chairman of the Compliance and Business Conduct Committee. Mr. Odilon Almeida was re-elected to the Board in May 2022. Mr. Almeida, born in 1961, is a senior global leader in the financial, fin-tech, telecom, and consumer goods sectors.

From March 2020 to November 2022, Mr. Almeida was the President and Chief Executive Officer of ACI Worldwide Inc, , and served as a member of the company’s Board of 76 Directors. Previously, he was President of Western Union Global Money Transfer, and Operating Partner at Advent International, one of the world’s largest private equity funds.

He also held various roles including BankBoston (now Bank of America), The Coca-Cola Company and Colgate-Palmolive. Mr. Almeida holds a Bachelor of Civil Engineering degree from the Maua Engineering School in São Paulo, Brazil, a Bachelor of Business Administration degree from the University of São Paulo and an M.B.A. with specialization in Marketing from the Getulio Vargas Foundation, São Paulo.

He advanced his education with executive studies at IMD Lausanne, The Wharton School, and Harvard Business School. Mr. Bruce Churchill , Non-executive Director, Member of the Audit Committee. Mr. Churchill was re-elected to the Board in May 2022. Mr. Churchill was born in 1957 and also serves on the Board of Wyndham Hotels and Resorts.

Previously, he served as a member of the Board of Directors of Computer Sciences Corporation from August 2014 until 2017, when this company merged with HP Enterprise. He was also the President of DIRECTV Latin America LLC from 2004 to 2015 and served as Chief Financial Officer of DIRECTV from January 2004 to March 2005.

Prior to joining DIRECTV, he served as President and Chief Operating Officer of STAR TV and he held senior positions for Fox Television and Paramount Pictures. Mr. Churchill has over 30-years of operational and strategy experience in the media industry, the latter part of which was gained from senior management roles in Latin America. Mr.

Churchill holds an M.B.A. from Harvard Business School and a B.A. in American Studies from Stanford University. Mr. Tomas Eliasson, Non-executive Director, Member of the Audit Committee and Compliance and Business Conduct Committee. Mr. Eliasson was elected to the Board in May 20 22.

He was born in 1962 and currently serves as an non-executive director on the boards of Riksbankens Jubileumsfond, Boliden and Telia. He has extensive knowledge of Millicom, having served as a non-executive director, and chairman of the audit committee for seven years between 2014 and 2021.

Previously he served as CFO of Sandvik AB, Electrolux, ASSA ABLOY Group and Seco Tools. Mr. Eliasson holds a B.Sc in Business Administration and Economics. Mr. Lars-Johan Jarnheimer , Non-executive Director, member of the Compensation Committee. Mr. Jarnheimer was re-elected to the Board of Millicom in May 2022.

He was born in 1960 and currently serves as Chairman of the Board of Telia Company, a telecommunications group with presence in Nordic and eastern European countries, Chairman of the Board of INGKA Holding B.V. (Ikea) among others.

He has extensive experience in various boards of Scandinavian companies, as well as having held CEO and managing director positions in the telecommunications and media industries, including at Tele 2 and Comviq GSM. Mr. Jarnheimer holds a B.Sc. in Business Administration and Economics from Lund and Växjö University. Ms.

Mercedes Johnson , Non-executive Director and Chair of the Audit Committee and member of the Compliance and Business Conduct Committee. Ms. Johnson was re-elected to the Board in May 20 22. Ms.

Johnson, born in 1954, also serves on the Board of Directors of three other NASDAQ or NYSE listed technology companies - Synopsys, a provider of solutions for designing and verifying advanced silicon chips, Teradyne, a developer and supplier of automated semiconductor test equipment and Analog Devices, a multinational semiconductor company specializing in data conversion, signal processing and power management technology .

During her executive career, Ms. Johnson held positions such as Chief Financial Officer of Avago Technologies (now Broadcom) and Chief Financial Officer of LAM Research Corporation. Ms. Johnson holds a degree in Accounting from the University of Buenos Aires. Mr. Mauricio Ramos , Executive Director and Chief Executive Officer. Mr.

Mauricio Ramos, born in 1968, joined Millicom in April 2015 as CEO and was re-elected as an Executive Director in May 2022. Before joining Millicom, he was President of Liberty Global’s Latin American division, a position he held from 2006 until February 2015. During his career at Liberty Global, Mr.

Ramos held several leadership roles, including positions as Chairman and CEO of VTR in Chile and President of Liberty Puerto Rico. Mr. Ramos is also a member of the Board of Directors of Charter Communications (US). Currently, Mr.

Ramos also serves as (i) a Member of the Board of Directors of Charter Communications (US), (ii) Chair of the US Chamber’s US-Colombia Business Council (USCBC), and (iii) Commissioner at the Broadband Commission for Sustainable Development.

H e received a degree in Economics, a degree in Law, and a postgraduate degree in Financial Law from Universidad de los Andes in Bogota. Mr. James Thompson , Non-executive Director, Member of the Audit Committee and of the Compensation Committee. Mr. Thompson was re-elected to the Board in May 2022. Mr.

Thompson, born in 1961, is the Managing Principal of Kingfisher Single Family Office. He is also a non-executive Director of C&C Group plc and serves on its audit committee. Previously, he was a Managing Principal at Southeastern Asset Management. Between 2001 and 2006, he opened and managed Southeastern Asset Management’s London research office. Mr.

Thompson holds an MBA from the Darden School at the University of Virginia, and a Bachelor’s degree in Business Administration from the University of North Carolina. 77 Board Diversity Matrix (As of December 31, 2022) Country of Principal Executive Offices “Home Country”: Luxembourg Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 9 Female Male Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 2 7 0 0 Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction 4 LGBTQ+ 0 Did Not Disclose Demographic Background 0 Members of the Executive Team The following table lists the names and positions of the members of our Executive Team.

Name Position Mr. Mauricio Ramos Executive Director and Chief Executive Officer Mr. Sheldon Bruha Executive Vice President, Chief Financial Officer Ms. Susy Bobenrieth Executive Vice President, Chief Human Resources Officer Mr. Salvador Escalón Executive Vice President, Chief Legal and Compliance Officer Mr. Esteban Iriarte Executive Vice President, Chief Operating Officer Mr.

Karim Lesina Executive Vice President, Chief External Affairs Officer Mr. Xavier Rocoplan Executive Vice President, Chief Technology and Information Officer Biographical information of the members of our Executive Team is set forth below. Mr. Sheldon Bruha , Executive Vice President, Chief Financial Officer . Mr.

Bruha, born in 1967, joined Millicom in January 2022 and assumed his role as Executive Vice President, Chief Financial Officer in April 2022. Prior to joining Millicom, he was the Chief Financial Officer at Frontier Communications, one of the largest fixed-line communication providers in the United States, where he successfully helped navigate the business through its financial restructuring.

Prior to joining Frontier, he held several senior financial leadership roles at Cable & Wireless plc, including head of corporate development, where he led the strategic transformation and re-shaping of the company prior to its sale to Liberty Latin America. He also held senior financial leadership roles at CDI Corp. Mr.

Bruha started his career at Lehman Brothers and held senior investment banking positions in its New York and London offices, focusing on the telecommunications industry. He has a a Bachelor of Science (Honors) degree in Business Administration from Washington University. Ms. Susy Bobenrieth , Executive Vice President, Chief Human Resources Officer . Ms.

Susy Bobenrieth, a global Human Resource professional, born in 1965, joined Millicom in October 2017 with over 25 years of experience in major multi-national companies that include Nike Inc., American President Lines and IBM. As an ex-Nike Executive, she has extensive international knowledge and proven results in leading large scale organizational transformations, driving talent management agenda and leading teams.

She is passionate about building great businesses with high performing teams. Ms. Bobenrieth has deep international experience having lived and worked in Mexico, USA, Brazil, Netherlands, and Spain. She received a degree from the University of Maryland, University College in 1989. Mr. Salvador Escalón , Executive Vice President, Chief Legal and Compliance Officer. Mr.

Salvador Escalón, born in 1975, was appointed as Millicom’s General Counsel in March 2013, became Executive Vice President in July 2015, and 78 became Chief Legal and Compliance Officer in 2020. Mr. Escalón leads Millicom’s Legal, Ethics and Compliance team and advises the Board of Directors and senior management on legal, compliance, and governance matters.

He joined Millicom as Associate General Counsel Latin America in April 2010. From January 2006 to March 2010, Mr. Escalón was Senior Counsel at Chevron Corporation, with responsibility for legal matters relating to Chevron’s downstream operations in Latin America. Previously, he was in private practice at the law firms Skadden, Morgan Lewis and Akerman. Mr.

Escalón has a J.D. from Columbia Law School and a B.B.A. in Finance and International Business from Florida International University. Mr. Esteban Iriarte , Executive Vice President, Chief Operating Officer . Mr. Esteban Iriarte, born in 1972, was appointed as Executive Vice President, Chief Operating Officer (COO), Latin America in August 2016. Previously, Mr.

Iriarte was General Manager of Millicom’s Colombian businesses where, in 2014, he led the merger and integration of Tigo and the fixed-line company UNE. Prior to leading Tigo Colombia, Mr. Iriarte was head of Millicom’s regional Home and B2B divisions.

From 2009 to 2011, he was CEO of Amnet, a leading service provider in Central America for broadband, cable TV, fixed line and data services that was bought by Millicom in 2008. In 2016 Mr. Iriarte joined the board of Sura Asset Management. Sura is one of Latin America’s biggest financial groups. Mr.

Iriarte received a degree in Business Administration from the Pontificia Universidad Católica Argentina “Santa María de los Buenos Aires," and an M.B.A. from the Universidad Austral in Buenos Aires. Mr. Karim Lesina , Executive Vice President, Chief External Affairs Officer . Mr. Karim Lesina, born in 1975, joined Millicom in November 2020. Before joining Millicom, between 2007 and 2020, Mr.

Lesina held, among others, the position of Senior Vice President, International External and Regulatory Affairs at AT&T, directing the internal, international and regulatory affairs teams, as well as the external and regulatory affairs teams across four international affiliates: Turner, Warner Media, AT&T Latin America and DirecTV. Prior to his term at AT&T, from 2005 to 2007, Mr.

Lesina worked in the corporate affairs team at Intel as the Government Affairs Manager for Europe, Africa and the Middle East. Mr. Lesina began his career at multinational public relations and communications firms. Born in Dakar (Senegal) Mr. Lesina is an Italian-Tunisian national and has a master’s degree in Economics of Development from the Catholic University of Louvain-la-Neuve. Mr.

Xavier Rocoplan , Executive Vice President, Chief Technology and Information Officer . Mr. Xavier Rocoplan, born in 1974, started working with Millicom in 2000 and joined the Executive Team as Chief Technology and Information Officer in December 2012. Mr.

Rocoplan is currently heading all mobile and fixed network and IT activities across the Group as well as all Procurement & Supply Chain. Mr. Rocoplan first joined Millicom in 2000 as CTO in Vietnam and subsequently for South East Asia. In 2004, he was appointed CEO of Millicom’s subsidiary in Pakistan (Paktel), a role he held until mid-2007.

During this time, Mr. Rocoplan launched Paktel’s GSM operation and led the process that was concluded with the disposal of the business in 2007. He was then appointed as head of Corporate Business Development, where he managed the disposal of various Millicom operations (e.g.

Asia), the monetization of Millicom infrastructure assets (towers) as well as numerous spectrum acquisitions and license renewal processes in Africa and in Latin America. Mr. Rocoplan holds master's degrees in engineering from Ecole Nationale Supérieure des Télécommunications de Paris and in economics from Université Paris IX Dauphine. B.

Compensation For the financial year ended December 31, 2022, the total compensation paid to MIC S.A.’s directors was $1.7 million and to the CEO and current CFO the total cash compensation plus benefits (excluding pension) was $4.2 million.

The total amounts set aside or accrued by Millicom to provide pension, retirement or similar benefits for the directors, CEO and current CFO was $0.4 million.

The Company provides information on the individual compensation of its directors and certain members of its executive management in its annual report filed with the Registre de Commerce et des Sociétés (Luxembourg Trade and Companies Register), the Société de la Bourse de Luxembourg S.A. (Luxembourg Stock Exchange) and the Commission de Surveillance du Secteur Financier (CSSF).

As that annual report is made publicly available, the relevant individual compensation information it contains for directors and executive management is included below. Remuneration of Directors The remuneration of the non-executive members of the Board of Directors comprises an annual fee and shares of MIC S.A.

Director remuneration is proposed by the Nomination Committee and approved by the shareholders at the AGM or other shareholders’ meetings. At the AGM held on May 4, 2022, MIC S.A.’s shareholders approved the compensation for the eight non-executive directors expected to serve from that date until the 2023 AGM consisting of two components: (i) cash-based compensation and (ii) share-based compensation.

The share-based compensation is in the form of fully paid- 79 up shares of MIC S.A.

Such shares are provided from the Company’s treasury shares or alternatively issued within MIC S.A.’s authorized share capital exclusively in exchange for the allocation from the share premium reserve (i.e., for nil consideration from the relevant directors), in each case divided by the average Millicom closing share price on the Nasdaq in the US for the three-month period ending April 30, 2022, or US$24.99 per share, provided that shares shall not be issued below the par value.

In respect of directors who do not serve an entire term from the 2022 AGM until the 2023 AGM, the fee-based and the share-based compensation is pro-rated pro rata temporis . Director remuneration for the year ended December 31, 2022 is set forth in the following table. Board and committees Remuneration 2022 (1) (USD '000) Non-Executive Directors Mr.

José Antonio Ríos García 315.0 Ms. Pernille Erenbjerg 260.0 Mr. Odilon Almeida 185.0 Mr. Bruce Churchill 182.5 Mr. Tomas Eliasson 195.0 Mr. Lars-Johan Jarnheimer 172.5 Ms. Mercedes Johnson 217.5 Mr.

James Thompson 195.0 Total 1,722.5 (1) Remuneration covers the period from May 4, 2022 to the date of the AGM in May 2023 as resolved at the shareholder meeting on May 4, 2022.

Share-based compensation for the period from May 4, 2022 to May 2023 was calculated by dividing the approved remuneration by the average Millicom closing share price on the Nasdaq in the US for the three-month period ending April 30, 2022 and represented a total of 40,017 shares.

Total remuneration for the period from May 4, 2022 to May 2023 after deduction of applicable withholding tax at source comprised 73% in shares and 27% in cash. Remuneration of Executive Management 1. Compensation Committee’s Report This report describes the remuneration philosophy—and related policy and guidelines—as well as the governance structures and processes in place.

It also sets out the remuneration of Directors, as well as compensation of global senior management for the current and prior financial reporting years. . . 1.1 Role of the Compensation Committee The Compensation Committee monitors and evaluates (i) programs for variable remuneration to senior management, including both ongoing programs and those that have ended during the year; (ii) the application of the guidelines for remuneration to the Board and senior management established at the shareholders' meeting; and (iii) the current remuneration structures and levels in the Company.

The Compensation Committee makes recommendations to the Board regarding the compensation of the CEO and his direct reports; approves all equity plans and grants; and manages Executive Team succession planning. Final approval of the CEO remuneration requires Board approval. . The evaluation of the CEO is conducted by the Compensation Committee.

The evaluation criteria and the results of the evaluation are then discussed by the Chairman with the entire Board. In 2022, the Board concluded that the CEO provided exceptional leadership in helping the Company achieve the financial and operational targets for the year. In evaluating his performance, the Board considered the way he delivered on financial commitments.

Additionally, 80 the CEO delivered against ESG commitments which focused on environmental, DE&I and social programs which focus on women entrepreneurs in our markets. These programs are aligned to the Company’s overall purpose.

Together with meeting the financial targets discussed below, in his STI payout the CEO received $1,650,460 in cash and $4,373,719 granted in deferred shares that vest over three years for the Group's 2022 performance.

The Chairman of the Board conveyed the results of the review and evaluation to the CEO. 1.2 Compensation Committee Charter The Group’s Compensation Committee Charter can be found on our website under the Board Committees section and covers overall purpose/objectives, committee membership, committee authority and responsibility, and the committee’s performance evaluation. 1.3 Compensation Committee Membership and Attendance 2022 Committee Position First Appointment Meeting Attendance % Ms.

Pernille Erenbjerg Chairman January 2019 6 of 6 100 Mr. Lars-Johan Jarnheimer Member May 2021 6 of 6 100 Mr. James Thompson Member January 2019 6 of 6 100 Overall Attendance 18 of 18 100 In addition, the Chairman of the Board, Mr.

José Antonio Ríos García, attended all of the regularly scheduled meetings of the Compensation Committee. 1.4 Areas Covered in 2022 The Compensation Committee met six times in 2022. Areas of focus included overseeing executive rewards and retention, managing the impact of the rights issuance in our variable pay plans, and supporting the variable compensation approach for the new fintech business.

Topic Commentary Bonus (STI) and performance reports Reviewed and approved the Global Senior Management Team's 2021 performance reports and individual Executive Team payouts for STI/LTI (cash/equity) Reviewed and approved 2022 short-term variable compensation targets. Compensation review Approved all payments for CEO and Executive Team members. Reviewed executive remuneration and governance trends and developments.

Reviewed and approved the peer group for the CEO and the Executive Team benchmarking. Approved changes to CEO and Executive Team compensation elements based on market competitiveness. Share-based incentive plans Approved the 2019 LTI (PSP) vesting. Reviewed and approved all equity grants.

Reviewed and approved the 2022 share units plan (DSP and PSP) rules. 81 Reviewed and approved the 2022 long-term variable compensation targets. Reviewed and approved the reduction of the LTI opportunity for 2022 and the corresponding increase in the share component of the STI. Reviewed the replenishment of the treasury share balance reserved for share-based incentive plans.

Reviewed share ownership guidelines and the compliance of each covered employee. Reviewed performance and projections of outstanding LTI plans (2020, 2021 and 2022). Reviewed equity plans participant turnover. Reviewed and approved the required adjustments to the existing unvested share plans due to the rights.

Approved the accelerated vesting of share grants to Tanzania employees as a consequence of the divestiture of that asset. Global reward strategy and executive remuneration review Reviewed remuneration/C&B philosophy and strategy. Variable pay design Discussed and approved STI and LTI design for 2023.

Reviewed and approved the achievement of the MSU 2022 Tranche Reviewed and approved STI and LTI performance measures for 2023. Other Reviewed and approved exceptional items, new hire equity grants, etc. Reviewed Executive Team’s severance payouts in a change of control.

Reviewed and discussed results of 2022 "Say on Pay." Approved the payments associated with the retirement of the previous CFO. Compensation Committee governance Reviewed and approved the Compensation Committee annual meeting cycle and calendar. Reviewed the Compensation Committee Charter. Updated Executive Compensation dashboard. Reviewed and approved the use of an external compensation consultant. 2.

Our Compensation Philosophy and Core Principles The philosophy, guidelines, objectives, and policy applicable to remuneration of the Global Senior Management Team were approved by the shareholders (item 22) of the AGM held on May 4, 2022. 2.1 Core Principles T he Compensation Committee worked using the following objectives for the Global Senior Management Team's compensation . 82 What we strive for What it means Competitive and fair Levels of pay and benefits to attract and retain the right people.

Drive the right behaviors Reward policy and practices that drive behaviors supporting our Company strategy and business objectives. Shareholder alignment Variable compensation plans that support a culture of entrepreneurship and performance, and incorporate both short-term and longer-term financial and operational metrics strongly correlated to the creation of shareholder wealth.

Long-term incentives are designed to maintain sustained commitment and ensure the interests of our Global Senior Management Team are aligned with those of our shareholders. Pay for performance Total reward structured around pay in line with performance, providing the opportunity to reward strong corporate and individual performance.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A. Major Shareholders To the extent known to the Company, it is neither directly nor indirectly owned or controlled by another corporation, any government, or any other person.

In addition, there are no arrangements, known to the Company, the operation of which may result in a change in its control in the future.

The table below sets out beneficial ownership of our common shares (directly or through SDRs), par value $1.50 each, by each person who beneficially owns more than 5% of our common shares at December 31, 2022. 103 Name of Shareholder Common Shares Percentage of Share Capital Société Générale S.A.

(1) 13,744,989 8.0 % Xavier Niel (2) 12,046,741 7.0 % Dodge & Cox (3) 8,844,432 5.1 % (1) Information herein is based upon a Schedule 13G filed with the SEC on February 6, 2023.

Based solely upon Amendment No. 1 to Schedule 13G, filed with the SEC on February 10, 2023, Société Générale S.A. held 43,188 of our common shares (0.03% of common shares outstanding) as of February 6, 2023.

(2) Information herein is based upon a Schedule 13G jointly filed with the SEC on November 4, 2022 by Atlas Investissement, NJJ Holding and Xavier Niel.

Based solely upon a Schedule 13D, jointly filed with the SEC on February 24, 2023 by Atlas Luxco S.à r.l., Atlas Investissement, NJJ Holding and Xavier Niel, Xavier Niel held 34,173,526 of our common shares (approximately 20% of common shares outstanding) as of February 24, 2023. The sole owner of Atlas Luxco S.à r.l. is Atlas Investissement.

The sole owner of Atlas Investissement is NJJ Holding. The sole owner of NJJ Holding is Xavier Niel, and as a result, Xavier Niel is deemed to be the beneficial owner of NJJ Holding, Atlas Investissement and Atlas Luxco S.à r.l.

(3) Information herein is based upon Amendment No. 1 to Schedule 13G filed with the SEC on February 14, 2023. As of December 31, 2021 Dodge & Cox held 5,182,144 of our common shares (5.1% of common shares then outstanding). As of December 31, 2020 Dodge & Cox held 4,856,615 of our common shares (4.8% of common shares outstanding).

Except as otherwise indicated, the holders listed above (“holders”) have sole voting and investment power with respect to all shares beneficially owned by them. The holders have the same voting rights as all other holders of MIC S.A. common shares.

For purposes of this table, a person or group of persons is deemed to have “beneficial ownership” of any shares as of a given date which such person or group of persons has the right to acquire within 60 days after such date.

For purposes of computing the percentage of outstanding shares held by the holders on a given date, any security which such holder has the right to acquire within 60 days after such date (including shares which may be acquired upon exercise of vested portions of share options) is deemed to be outstanding, but is not deemed to be outstanding for the purpose of computing the percentage ownership of any other person.

Based upon the SDR ownership reported by Euroclear Sweden AB, as of December 31, 2022 there were 117 SDR holders in the United States holding 34,131,030 SDRs (representing 19.8% of the outstanding share capital as of such date).

According to the records held by Broadridge Corporate Issuer Solutions Inc. reported as of December 31, 2022, there were 77 shareholders in the United States holding 15,555,948 common shares (representing 9.0% of the outstanding share capital as of such date).

However, these figures may not be an accurate representation of the number of beneficial holders nor their actual location because most of the common shares and SDRs were held for the account of brokers or other nominees. B.

Related Party Transactions The disclosure as to related party transactions in our audited consolidated financial statements is in some respects broader than that required by Form 20-F.

As required by Form 20-F, “related parties” includes enterprises that control, are controlled by or are under common control with MIC S.A., associates, individuals owning directly or indirectly an interest in the voting power of the Company that gives them significant influence over MIC S.A., close family members of such persons, key management personnel (including directors and senior management) and any enterprises in which a substantial interest in the voting power is owned, directly or indirectly, by certain of the persons listed above.

For the purposes of note G.5. to our audited consolidated financial statements, related parties also includes the entities described below, which is beyond the scope of the Form 20-F definition. Nonetheless, for purposes of consistency of presentation, we use the broader definition of related parties used in our audited consolidated financial statements for purposes of this Item 7.B.

The Company conducts transactions with certain related parties on normal commercial terms and conditions. Below are the Millicom Group’s significant related parties: Empresas Públicas de Medellín (EPM) , the non-controlling shareholder in our Colombian operations. EPM is a state-owned, industrial and commercial enterprise, owned by the municipality of Medellin, and provides electricity, gas, water, sanitation, and telecommunications.

EPM owns 50% of our operations in Colombia.Transactions with EPM represent mainly purchases in the form of leases.

Miffin Associates Corp (Miffin), our joint venture partner in Guatemala until November 12, 2021, date on which Miffin ceased to be a related party, as Millicom signed and closed an agreement to acquire the remaining 45% equity 104 interest in our joint venture business in Guatemala from Miffin. The Millicom Group purchases and sells products and services from Miffin.

Transactions with Miffin represent recurring commercial operations, such as purchase of handsets and sale of airtime.

Cable Onda Partners , the non-controlling shareholders in Tigo Panama until June 29, 2022, date on which Cable Onda Partners ceased to be a related party, as the non-controlling shareholders of Tigo Panama exercised their put option right to sell their remaining 20% shareholding to Millicom.

Our partners in Panama were, until June 29, 2022, the non-controlling shareholders of Tigo Panama and owned 20% of the company, and indirectly 20% of Grupo de Comunicaciones Digitales S.A. (formerly Telefónica Móviles Panamá, S.A.), which was acquired by Tigo Panama in August 2019.

The Company had the following expenses and income and gains from transactions with related parties for the periods indicated: Year ended December 31 Expenses from transactions with related parties 2022 2021 2020 (US$ millions) Purchases of goods and services from Miffin (i) — (165) (216) Purchases of goods and services from EPM (45) (39) (37) Other expenses (18) (16) (57) Total (63) (220) (310) (i) Miffin entities are not considered as related parties since November 12, 2021 (see note A.1.2. to our audited consolidated financial statements).

Year ended December 31 Income and gains 2022 2021 2020 (US$ millions) Sale of goods and services to Miffin (i) — 299 327 Sale of goods and services to EPM 11 14 15 Other revenue 1 2 2 Total 11 314 343 (i) Miffin entities are not considered as related parties since November 12, 2021 (see note A.1.2. to our audited consolidated financial statements).

As at December 31, the Company had the following balances with related parties: 2022 2021 (US$ millions) Liabilities Payables to Honduras joint venture (i) 48 69 Payables to EPM 39 38 Payables to Panama non-controlling interests (ii) — 1 Other accounts payable 2 2 Total 88 110 (i) Mainly dividends.

(ii) The non-controlling shareholders in Tigo Panama are not considered as related parties since June 29, 2022 (see note A.1.2. to our audited consolidated financial statements). 105 2022 2021 (US$ millions) Assets Receivables from EPM 2 2 Receivables from Honduras joint venture (i) 13 62 Receivables from Panama non-controlling interests (ii) — 1 Other accounts receivable — 5 Total 15 70 (i) In November 2020, our operations in Honduras completed a shareholding restructuring whereby Telefónica Celular S.A. acquired the shares of Navega S.A. de C.V. from its existing shareholders.

The sale consideration, which was expected to be paid in several installments through November 2023, was paid in full as of December 31, 2022. (ii) The non-controlling shareholders in our Panama operations are not considered as related parties since June 29, 2022 (see note A.1.2. to our audited consolidated financial statements). C.

Interests of Experts and Counsel Not applicable to Annual Report filing.