20-F

MILLICOM INTERNATIONAL CELLULAR SA (TIGO)

20-F 2026-03-24 For: 2025-12-31
View Original
Added on April 05, 2026

As filed with the Securities and Exchange Commission on March 24, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

(Mark One)

☐    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

OR

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                           to                          .

OR

☐    SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

Commission file number: 001-38763

MILLICOM INTERNATIONAL CELLULAR S.A.

(Exact name of Registrant as specified in its charter)

Grand Duchy of Luxembourg (Jurisdiction of incorporation)

8400 NW 36th Street, Suite 530

Doral, FL 33166

United States

(Address of principal executive offices)

Bart Vanhaeren

Chief Financial Officer

8400 NW 36th Street, Suite 530

Doral, FL 33166

United States

Phone: +1 305 302 4907

Email: investors@millicom.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Common Shares, par value $1.50 per share TIGO The Nasdaq Stock Market LLC

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None (Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None (Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

169,000,000 common shares as of December 31, 2025

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes x No ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ☐ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes x No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer x    Accelerated Filer ☐    Non-accelerated Filer ☐    Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Yes ☒ No ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Yes ☐ No ☒

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Yes ☐ No ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

☐    U.S. GAAP

x    International Financial Reporting Standards as issued by the International Accounting Standards Board

☐    Other

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

☐ Item 17    ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes☐ No x

Annual Report on Form 20-F

2025

TABLE OF CONTENTS

PAGE
LETTER TO THE SHAREHOLDERS 10
PRESENTATION OF FINANCIAL AND OTHER INFORMATION 12
FORWARD-LOOKING STATEMENTS 12
CONSOLIDATED MANAGEMENT REPORT
KEY INFORMATION
Risk Factors 15
Risk Management (including Cybersecurity) 44
INFORMATION ON THE COMPANY 47
History and Development of the Company 47
Business Overview 48
Organizational Structure and Subsidiaries 59
OPERATING AND FINANCIAL REVIEW AND PROSPECTS 60
Operating Results 60
Liquidity and Capital Resources 76
Trend Information 80
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 81
Directors and Senior Management (including Share Ownership) 81
Compensation 81
Employees 82
FINANCIAL INFORMATION 82
Consolidated Statements and Other Financial Information 82
Significant Changes 84
THE OFFER AND LISTING 84
ADDITIONAL INFORMATION 84
Related Party Transactions 84
Material Contracts 84
Exchange Controls 86
Taxation 87
Documents on Display 94
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT RISK 94
CONTROLS AND PROCEDURES 97
AUDIT AND COMPLIANCE COMMITTEE FINANCIAL EXPERT 99
CODE OF ETHICS 99
CORPORATE GOVERNANCE 99
Corporate Governance Statement and Framework 99
Shareholders and Representation of Shareholders (Including Major Shareholders and Nomination Committee) 103
Board Governance 105
Board Profile: Skills and Experience 108
Board Program 111
Board Committees 114
--- ---
I. Audit and Compliance Committee 115
II. Nomination, Talent and Compensation Committee 119
Millicom Group Leadership Team 124
PRINCIPAL ACCOUNTANT FEES AND SERVICES 126
PURCHASES OF EQUITY SECURITIES 127
CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 127
FINANCIAL STATEMENTS 127
EXHIBITS 128

FORM 20-F CROSS REFERENCE GUIDE

Item in Form 20F Cross-Reference to Consolidated Management Report Pages
PART I
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS None - Not Applicable
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE None - Not Applicable
ITEM 3. KEY INFORMATION Key Information 15
A. Reserved
B. Capitalization and Indebtedness None - Not Applicable
C. Reasons for the Offer and Use of Proceeds None - Not Applicable
D. Risk Factors Key Information - Risk Factors 15
ITEM 4. INFORMATION ON THE COMPANY Information on the Company 47
A. History and Development of the Company Information on the Company - History and Development of the Company 47
B. Business Overview Information on the Company - Business Overview 48
C. Organizational Structure Information on the Company - Organizational Structure and Subsidiaries 59
D. Property, Plant and Equipment Information on the Company - Business Overview 48
Item 4A. Unresolved Staff Comments None - Not Applicable
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS Operating and Financial Review and Prospects 60
A. Operating Results Operating and Financial Review and Prospects - Operating Results 60
B. Liquidity and Capital Resources Operating and Financial Review and Prospects - Liquidity and Capital Resources 76
C. Research and Development, Patents and Licenses, etc. Information on the Company - Business Overview 48
D. Trend Information Operating and Financial Review and Prospects - Trend Information 80
E. Critical Accounting Estimates Not Applicable
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES Directors, Senior Management and Employees 81
A. Directors and Senior Management Corporate Governance - Board Governance - Board Profile: Skills and Experience; Corporate Governance - Group Leadership Team 123
B. Compensation Directors, Senior Management and Employees - Compensation 81
C. Board Practices Corporate Governance - Board Governance 136
D. Employees Directors, Senior Management and Employees - Employees 82
E. Share Ownership Corporate Governance - Board Profile: Skills and Experience; Corporate Governance - Group Leadership Team 108
--- --- ---
F. Disclosure of a Registrant's Action to Recover Erroneously Awarded Compensation None - Not Applicable
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS See 2 following lines
A. Major Shareholders Corporate Governance - Shareholders and Representation of Shareholders 104
B. Related Party Transactions Additional Information - Related Party Transactions 84
C. Interests of Experts and Counsel None - Not Applicable
ITEM 8. FINANCIAL INFORMATION Financial Information 82
A. Consolidated Statements and Other Financial Information Financial Information - Consolidated Statements and Other Financial Information 82
B. Significant Changes Financial Information - Significant Changes 84
ITEM 9. THE OFFER AND LISTING The Offer and Listing 84
A. Offer and Listing Details The Offer and Listing - Offer and Listing Details 84
B. Plan of Distribution None - Not Applicable
C. Markets The Offer and Listing 84
D. Selling Shareholders None - Not Applicable
E. Dilution None - Not Applicable
F. Expenses of the Issue None - Not Applicable
ITEM 10. ADDITIONAL INFORMATION Additional Information 84
A. Share Capital None - Not Applicable
B. Memorandum and Articles of Association Corporate Governance - Corporate Governance Statement and Framework 133
C. Material Contracts Additional Information - Material Contracts 84
D. Exchange Controls Additional Information - Exchange Controls 86
E. Taxation Additional Information - Taxation 87
F. Dividends and Paying Agents None - Not Applicable
G. Statement by Experts None - Not Applicable
H. Documents on Display Additional Information - Documents on Display 94
I. Subsidiary Information None - Not Applicable
J. Annual Report to Security Holders None - Not Applicable
ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Quantitative and Qualitative Disclosures about Market Risk 94
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES None - Not Applicable
A. Debt Securities None - Not Applicable
B. Warrants and Rights None - Not Applicable
C. Other Securities None - Not Applicable
D. American Depositary Shares None - Not Applicable
--- --- ---
PART II
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES None - Not Applicable
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS None - Not Applicable
ITEM 15. CONTROLS AND PROCEDURES Controls and Procedures 97
A. Disclosure Controls and Procedures Controls and Procedures 97
B. Management's Annual Report on Internal Control over Financial Reporting Controls and Procedures 97
C. Report of Independent Registered Public Accounting Firm Controls and Procedures 98
D. Changes in Internal Control over Financial Reporting Controls and Procedures 99
ITEM 16. RESERVED
Item 16A. Audit Committee Financial Expert Audit and Compliance Committee Financial Expert 99
Item 16B. Code of Ethics Code of Ethics 130
Item 16C. Principal Accountant Fees and Services Principal Accountant Fees and Services 126
Item 16D. Exemptions from the Listing Standards for Audit Committees None - Not Applicable
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers Purchases of Equity Securities 127
Item 16F. Change in Registrant's Certifying Accountant Change in Registrant's Certifying Accountant 127
Item 16G. Corporate Governance Corporate Governance - Corporate Governance Statement 100
Item 16H. Mine Safety Disclosure None - Not Applicable
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections None - Not Applicable
Item 16J. Insider Trading Policies Corporate Governance - Board Governance 100
Item 16K. Cybersecurity Risk Management 44
PART III
ITEMS 17 and 18. FINANCIAL STATEMENTS Financial Statements 127
ITEM 19. EXHIBITS Exhibits 128

Letter to Shareholders

Dear Shareholders,

At Millicom (Tigo), our mission is clear: to connect people, businesses, and communities across Latin America through reliable, high-quality digital infrastructure. As we reflect on 2025, we do so with a strong sense of progress and renewed confidence in the path ahead. The year marked an important step in our transformation, with tangible improvements in operational performance, financial results, and strategic positioning.

None of this progress would be possible without the continued trust and long-term support of our shareholders. Your confidence enables us to pursue our strategy with discipline and ambition, and we remain deeply committed to creating sustainable value over the long term.

Across Latin America, the digital economy continues to expand rapidly. Demand for connectivity, data services, and digital platforms continues to accelerate as individuals, businesses, and governments increasingly rely on robust digital infrastructure. In this environment, Millicom is uniquely positioned as a leading provider of fixed and mobile connectivity across the region.

In 2025, the benefits of the transformation and restructuring actions undertaken in 2024 became clearly visible in our performance. We entered the year with a sharper strategic focus, a more efficient operating structure, and a strengthened culture of execution. These foundations allowed us to deliver meaningful improvements across our financial and operational metric.

This progress translated into strong financial results. For the year, we generated $5.8 billion in Revenue while Net profit attributable to owners of the Company reached $1.3 billion, representing a significant improvement compared to the prior year and underscoring the operating leverage inherent in our model following the completion of our restructuring program as well as the monetization of our tower infrastructure.

Net cash provided by operating activities amounted to $1.7 billion, with Equity Free Cash Flow1 being a particular highlight in 2025, reaching a record level of $916 million. This performance was driven by higher profitability, disciplined capital expenditure, and improved working capital management. Our cash generation demonstrates the resilience and quality of our earnings, even amid ongoing foreign exchange volatility in parts of the region.

Capital allocation discipline was a defining feature of 2025. During the year, we completed the monetization of our tower infrastructure business, concluding a multi-year effort to unlock value from non-core assets while sharpening our focus on connectivity and digital services. The proceeds from this transaction enabled the payment of additional dividends to shareholders, supported balance sheet strength, and funded strategic growth opportunities, while maintaining our commitment to our defined leverage targets. Importantly, the transaction allows us to continue delivering high-quality network experience through long-term access arrangements while redeploying capital toward our core businesses.

Alongside this capital discipline, we continued to pursue carefully selected growth opportunities aligned with our long-term strategy. During the year, we completed the acquisitions of operations in Ecuador and Uruguay, further strengthening our regional footprint and enhancing the diversification of our earnings profile. Both operations were integrated using our proven operating framework, with a strong emphasis on execution, efficiency, and accountability. These additions broaden our presence to eleven countries, reinforcing our position as a leading digital infrastructure platform across Latin America.

Another important milestone in 2025 was the resolution of significant legacy matters. During the year, we reached a settlement with the U.S. Department of Justice fully absorbing the one-time impact of payments due. While the Deferred Prosecution agreement remains in effect, the settlement represents a relevant resolution of historical matters and provides greater clarity and focus going forward. With these issues largely behind us, we are better positioned to concentrate management attention and resources on execution, growth, and long-term value creation.

Taken together, our operational performance, disciplined capital allocation, and decisive actions on legacy matters reinforced the strength and resilience of Millicom’s financial profile. We generated robust cash flows, expanded margins, and preserved the flexibility required to support both shareholder returns and strategic priorities.

Subsequent to the close of 2025, we executed several strategic transactions that further strengthen Millicom’s position as a leading digital infrastructure platform in Latin America.

On January 27, 2026, Millicom was awarded 100% of EPM’s remaining shares in UNE EPM Telecomunicaciones S.A. (“Tigo Colombia”) through a public auction conducted by Empresas Públicas de Medellín (EPM). Millicom offered COP 418,741 per share, representing a total consideration of approximately COP 2.1 trillion (around $571 million). The transaction closed on January 29, 2026, consolidating our ownership in one of our most important markets. On February 6, 2026, we also completed the acquisition of Telefónica’s controlling 67.5% stake in Colombia Telecomunicaciones S.A. E.S.P. (“Coltel”) for approximately $214 million, further strengthening our position in Colombia. Finally, on February 10, 2026, Millicom, through a joint venture with NJJ, completed the acquisition of Telefónica Móviles Chile S.A., with a closing consideration of $50 million in cash and potential contingent earn-outs of up to $150 million.

Together, these transactions reflect our disciplined approach to strategic growth, strengthening our scale in key markets while continuing to support the development of high-quality digital infrastructure across Latin America.

As we look ahead, Millicom enters the next phase of its journey as a more focused, disciplined, and diversified company. Our strategic priorities remain clear: delivering the best possible customer experience, integrating recent acquisitions with rigor, operating with efficiency and financial discipline, and allocating capital in a manner that maximizes long-term value for our shareholders.

We are grateful to our customers, who continue to place their trust in our networks and services; to our employees, whose dedication and commitment drive our success every day; and to our shareholders, whose confidence and support are essential to our progress.

Together, we are building a stronger Millicom — one that is well positioned to support the digital transformation of Latin America while delivering sustainable, long-term value for all our stakeholders.

Sincerely,

Marcelo Benitez Maxime Lombardini
Chief Executive Officer Chair of the Board

(1) Equity free cash flow is a Non-IFRS measures. See "Operating and Financial Review and Prospects—Operating Results—Use of Non-IFRS Terms" section for more information on this measure.

PRESENTATION OF FINANCIAL AND OTHER INFORMATION

Financial statement information

We have included in this Annual Report the Millicom Group’s (as defined below) audited consolidated financial statements as of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023. The Millicom Group’s audited consolidated financial statements included herein and the accompanying notes thereto have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). We end our fiscal year on December 31. References to fiscal 2025, fiscal 2024 and fiscal 2023 refer to the years ended December 31, 2025, 2024 and 2023, respectively.

Our management determines operating and reportable segments based on the reports that are used by the chief operating decision maker (the "CODM") to make strategic and operational decisions from both a business and geographic perspective. As a consequence of the organizational changes implemented in 2023 and 2024 and considering the information being reviewed by the CODM to assess performance and allocate resources, Millicom's operating segments have been defined to align with its countries of operation. Our reportable segments consist of Guatemala, Colombia, Panama, Honduras, Paraguay, Bolivia and Other, which includes El Salvador, Nicaragua, Costa Rica, Uruguay and Ecuador. See “Operating and Financial Review and Prospects—Operating Results—Our segments.”

Presentation of data

We present operational and financial data in this Annual Report. Operational data, such as the number of customers, unless otherwise indicated, are presented for the Millicom Group at a consolidated level, and exclude our Honduras joint venture.

Financial data is presented either at a consolidated level or at a segmental level, as derived from our consolidated financial statements, including the notes thereto. At a consolidated level, we account for our operations in Honduras as a joint venture using the equity method of accounting. At a segmental level, we account for our operations in Honduras as if they were fully consolidated, as this reflects the way management views and uses internally reported information to make decisions.

We have made rounding adjustments to reach some of the figures included in this Annual Report. Accordingly, figures shown as totals in some tables may not be an exact arithmetic aggregation of the figures that preceded them, and percentage calculations using these adjusted figures may not result in the same percentage values as are shown in this Annual Report.

Certain references

Unless the context otherwise requires, references to the “Company” or “MIC S.A.” refer only to Millicom International Cellular S.A., a public limited liability company (société anonyme) organized and established under the laws of the Grand Duchy of Luxembourg, and the terms “Millicom,” “Millicom Group,” “our Group,” “we,” “us” and “our” refer to Millicom International Cellular S.A. and its consolidated subsidiaries and, where applicable, our joint venture in Honduras.

Unless otherwise indicated, all references to “U.S. dollars,” “dollars” or “$” are to the lawful currency of the United States of America; all references to “Euro” or “€” are to the lawful currency of the participating Member States in the Third Stage of European Economic and Monetary Union of the Treaty Establishing the European Community, as amended from time to time; and all references to “Swedish Krona” or “SEK” are to the lawful currency of the Kingdom of Sweden. For a list of the functional currency names and abbreviations in the markets in which we operate, see the introduction to the notes to our audited consolidated financial statements.

FORWARD-LOOKING STATEMENTS

This Annual Report contains statements that constitute “forward-looking” statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"). This Annual Report contains

certain forward-looking statements concerning our intentions, beliefs or current expectations regarding our future financial results, plans, liquidity, prospects, growth, strategy and profitability, as well as the general economic conditions of the industries and countries in which we operate. Forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future sales or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, our competitive strengths and weaknesses, our business strategy and the trends we anticipate in the industries and the economic, political and legal environments in which we operate and other information that is not historical information.

Many of the forward-looking statements contained in this Annual Report can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others. These statements appear in a number of places in this Annual Report and include, but are not limited to, statements regarding our intent, belief or current expectations with respect to:

•global economic conditions, foreign exchange rate fluctuations and high inflation, as well as local economic conditions in the markets we serve, which can be impacted by geopolitical developments outside of our principal geographic markets;

•potential disruption due to health crises, including pandemics, epidemics, or    other    public    health    emergencies, geopolitical events, armed conflict and acts by terrorists;

•telecommunications usage levels, including traffic, customer growth and the accelerated transition from traditional to digital services and alternative technologies;

•competitive forces, including pricing pressures, piracy, the ability to connect to other operators’ networks and our ability to retain market share in the face of competition from existing and new market entrants as well as industry consolidation;

•the achievement of our operational goals, environmental, social and governance targets, financial targets and strategic plans, including the anticipated efficiencies and savings of our cost-reduction project, the acceleration of cash flow growth, the expansion of our fixed broadband network and the reduction in net leverage;

•legal or regulatory developments and changes, or changes in governmental policy, including with respect to the availability and terms and conditions of spectrum and licenses, the level of tariffs, laws and regulations which require the provision of services to customers without charging, tax matters, controls or limits on the purchase of U.S. dollars, the terms of interconnection, customer access and international settlement arrangements;

•our ability to grow our business in our Latin American markets;

•adverse legal or regulatory disputes or proceedings;

•the success of our business, operating and financing initiatives and strategies, including partnerships and capital expenditure plans;

•our expectations regarding the growth in fixed broadband penetration rates and the return that our investment in broadband networks will yield;

•the level and timing of the growth and profitability of new initiatives, start-up costs associated with entering new markets, the successful deployment of new systems and applications to support new initiatives;

•our ability to optimize the utilization of our owned and leased towers, and increase our network coverage, capacity and quality of service by focusing capital on other fixed assets;

•relationships with key suppliers and costs of handsets and other equipment;

•disruptions in our supply chain due to economic and political instability, the outbreak of war or other hostilities, public health emergencies, natural disasters and general business conditions;

•our ability to successfully pursue acquisitions, investments or merger opportunities, integrate any acquired businesses in a timely and cost-effective manner, divest or restructure assets and businesses, and achieve the expected benefits of such transactions;

•the availability, terms and use of capital, the impact of regulatory and competitive developments on capital outlays, the ability to achieve cost savings and realize productivity improvements;

•technological development and evolving industry standards, including challenges in meeting customer demand for new technology and the cost of upgrading existing infrastructure;

•cybersecurity threats, a security breach or other significant disruption of our IT systems or those of our business, partners, suppliers or customers;

•the capacity to upstream cash generated in operations through dividends, royalties, management fees and repayment of shareholder loans;

•other factors or trends affecting our financial condition or results of operations; and

•various other factors, including without limitation those described under “Key Information—Risk Factors.”

This list of important factors is not exhaustive. You should carefully consider the foregoing factors and other uncertainties and events, especially in light of the political, economic, social and legal environments in which we operate. Forward-looking statements are only our current expectations and are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied in the forward-looking statements as a result of various factors, including, but not limited to, those identified under the section of this Annual Report entitled “Key Information—Risk Factors.”

CONSOLIDATED MANAGEMENT REPORT

KEY INFORMATION

Risk Factors

In addition to the other information contained in this Annual Report, you should carefully consider the following risk factors before investing in our common shares. If any of the possible events described below were to occur, the business, financial condition and results of operations of the Millicom Group could be materially and adversely affected. If that happens, the market price of our common shares could decline, and you could lose all or part of your investment.

Summary of Risk Factors

The following is a summary of the risk ,factors our business faces. The list below is not exhaustive, and investors should read this "Risk Factors" section in full. Some of the risks we face include:

•our ability to adapt to rapid technological change and continually evolving industry standards;

•our ability to generate expected returns on substantial investments;

•our ability to expand our customer base and retain market share by developing and operating our mobile, cable and broadband networks, Mobile Financial Services ("MFS") and distribution systems;

•our ability to achieve the anticipated benefits of acquisitions of businesses or technologies;

•our ability to successfully operate the leased towers and tower-related assets sold in 2025;

•the potential adverse effects of long-term content and service commitments;

•the impact of rising content and programming costs;

•our dependence on the availability of an attractive selection of programming from content providers;

•the impact of competition from a variety of content and programming platforms on the demand for our pay-TV services;

•our ability to acquire and renew licenses for spectrum and comply with the terms and conditions of the licenses;

•the potential adverse impact of legal proceedings, litigation, and government investigations;

•the failure of our MFS product to gain sufficient market acceptance;

•the impact of equipment and network systems failures, including as a result of a natural disaster, sabotage or terrorist attack;

•risks associated with the collection and processing of customer personal data;

•the failure to prevent or promptly detect and respond to cyber-attacks, and the disruption such failure could cause to our networks and systems, including the potential exposure or unauthorized disclosure of confidential information;

•the impact of pandemics and other public health crises on our operations, business and financial condition;

•our ability to compete with larger providers of telecommunications, cable and broadband services and alternative technologies;

•our dependency on key suppliers to provide us with products, devices, networks and systems;

•the effect of international actions on our supply chain, including trade sanctions;

•our reliance on third parties to operate and maintain parts of the network infrastructure we use;

•our access to interconnection and capacity agreements that are required to transmit voice and data to and from our networks;

•the impact of the political, legal and economic risks associated with the emerging markets in which we operate;

•our ability to successfully implement our strategic priorities, including through acquisitions, divestitures or mergers, and efficiently allocate capital;

•our ability to access debt and capital markets for our financing, refinancing, investing and operating needs;

•our dependence on short-term mobile revenue that is generated from prepaid customers;

•the effect that changes in economic, political and regulatory conditions in the United States could have on the economies in which we operate;

•The effect that changes in U.S. and foreign trade policies, including the imposition of tariffs, could have on our business, financial condition and operations;

•the impact of fluctuations or devaluations in local currencies in the markets in which we operate;

•our ability to convert local currencies into U.S. dollars to make payments, including on our indebtedness;

•the failure of our risk management and internal controls to prevent or detect fraud, violations of law or other inappropriate conduct;

•the impact of U.S. or other international sanctions laws, including restrictions on our ability to interact with business partners or government officials;

•our ability to obtain, maintain, enforce or defend the intellectual property rights required to conduct our business;

•the effect of work stoppages that may result from renegotiations of our labor contracts and actions lead by unions;

•our ability to generate cash in order to service our debt;

•our dependency on cash flows from our operations in Guatemala;

•our ability to attract and retain talent; and

•our ability to effectively monitor and respond to expectations regarding environmental, social and governance matters.

Additionally, the risk factors described in this section have been separated into four separate but interrelated areas:

1.risks related to the telecommunications, cable and MFS industries;

2.risks related to Millicom’s business in the markets in which it operates;

3.risks related to Millicom’s size, structure and leadership; and

4.risks related to share ownership, governance practices, and registration with the Securities and Exchange Commission ("SEC").

1.Risks related to the telecommunications, cable and MFS industries

a.Evolution of the telecommunications, cable and MFS industries

The telecommunications industry is characterized by rapid technological change and continually evolving industry standards.

The telecommunications industry is characterized by rapidly changing technology and evolving industry standards. The technology we use is increasingly complex, which leads to higher risks of implementation failure or service disruption. Success in the industry is increasingly dependent on the ability of operators to adapt to the changing technological landscape, including artificial intelligence and machine learning. The technologies utilized today may become obsolete or subject to competition from new technologies in the future. For example, our hybrid fiber-coaxial ("HFC") services may become obsolete once faster and more affordable fiber-to-the-home ("FTTH") services are available for consumers.

Growth in internet connectivity has led to the proliferation of entrants offering Voice over Internet Protocol (“VoIP”) services, video content services, and messaging services delivered over the internet. Such operators could displace the services we provide by using our customers’ internet access (which may or may not be provided by us) to enable the provision of communication, entertainment and information services directly to our customers. Failure to transform to data-driven products could have a negative impact on our legacy services and impact our results from operations.

Our ability to attract and retain customers is, in part, dependent on our ability to meet customer demand for new technology at the same, or at a quicker rate, than our competitors are able to do.

Failure to adapt and evolve could harm our competitive position, render our products or technology obsolete and cause us to incur substantial costs to replace our products or implement new technologies.

Implementing new technologies requires substantial investments which may not generate expected returns.

The introduction of new technologies may require significant capital expenditure on infrastructure, and there can be no guarantee that those investments will generate expected returns. For example, penetration rates for fixed broadband services in our markets are low relative to penetration rates in other markets globally. As the use of these services has the potential to increase substantially over time, we have expended significant resources to deploy both HFC and FTTH networks in several of our markets. However, an increasing number of local and regional providers of fiber connections are offering internet services with the same or higher data speeds at competitive prices, and competition for dedicated fiber optic services is intense. While we continue to expand these networks with the intention of capturing the anticipated demand, future offerings by our competitors that are aggressively priced or that offer additional services may prevent us from achieving the expected returns on this investment. If we are required to implement new technologies that are unable to generate sufficient returns, our profitability and ability to generate cash flow would be negatively affected, and we may be required to scale back our investments or delay the implementation of new technologies, which may have a negative impact on our growth and ability to attract and retain customers.

In addition, if competitive or other factors compel the need to invest in new technologies earlier than anticipated, previous equipment or technology may need to be impaired or written-down if replaced earlier than originally anticipated.

If we cannot successfully develop and operate our mobile, cable and broadband networks, MFS and distribution systems, we will be unable to expand our customer base and may lose market share and revenue.

Our ability to increase or maintain our market share and revenue is partly dependent on the success of our efforts to expand our business, the quality of our services and the management of our networks and distribution systems. As new technologies are developed or upgraded, such as advanced 5G systems and fiber optic cable networks, our equipment may need to be replaced or upgraded or we may need to rebuild our mobile, cable or broadband network, in whole or in part. In some cases, the COVID-19 pandemic accelerated the transition from traditional to digital services, including MFS, and the heightened customer expectations in these areas may require us to invest greater resources in technological improvements.

The initial build-out of our networks and distribution systems, together with sustaining sufficient network performance and reliability, is a capital-intensive process that is subject to risks and uncertainties which may delay the introduction of services and increase the cost of network construction or upgrade. With regard to our strategic efforts in broadband services, we seek to increase our market share in both the residential and commercial broadband markets by investing significant resources in HFC and FTTH networks, in addition to fixed broadband services through wireless communication networks, known as fixed wireless access ("FWA"). The provision of broadband services is highly capital intensive, and the long-term nature of the return on investment increases the risks to our operations. Potential difficulties include constraints on our ability to fund additional capital expenditures, as well as external forces, such as obtaining necessary permits from regulatory and other local authorities.

Unforeseeable technological developments may also render our services or distribution channels unpopular with customers or obsolete. To the extent we fail to expand, upgrade and modernize our networks and distribution systems on a timely basis relative to our competitors, we may not be able to expand our customer base and we may lose customers to competitors. If any of these risks materialize, we may be at a competitive disadvantage, which could result in the loss of customers or the inability to attract new customers and maintain or grow our market share. In turn, this would impact our revenue and profitability and our ability to generate cash to grow or sustain our businesses.

b.Content and content rights

Content and programming costs are rising (especially those with exclusivity rights), and we may not be able to pass the increased costs on to our customers.

In recent years, the cable TV and direct-to-home satellite TV industries (together “pay-TV”) have experienced a rapid escalation in the cost of content rights and programming. We expect these costs may continue to increase, particularly those related to exclusive and live broadcasts of sporting and other events. As of December 31, 2025, we had exclusivity rights over certain local soccer content in our markets, including Honduras, Panama, Paraguay, Guatemala, Costa Rica and El Salvador and we expect that the costs

of these rights may continue to increase significantly. If we are unable to moderate the growth in these costs or fully pass them on to our customers in the form of price increases, we may lose our rights to this content. Any failure to maintain such rights may reduce the desirability of our networks and negatively affect our profitability.

In addition, content is often priced in U.S. dollars, which may result in fluctuations in costs in the countries in which we sell content due to foreign exchange fluctuations.

We make long-term content and service commitments in advance even though we cannot predict the popularity of the services or ratings the programming will generate, and our mobile applications and cable content may not be accepted or widely used by our customers.

We acquire rights to distribute certain content or services for use by our mobile, pay-TV and broadband customers, and we have strategic partnerships with major digital players, such as Amazon. We make long-term commitments in advance even though we cannot predict the popularity of the services or ratings the programming will generate. In some instances, our commitments include minimum guarantees, which means that we are required to pay a certain agreed-upon amount regardless of the amount collected from the provision of such services. The commercial success of applications or content also depends on the quality and acceptance of other competing applications or content released into the marketplace at or near the same time.

The success of our pay-TV services depends on our ability to access an attractive selection of television programming from content providers.

The ability to provide movie, sports and other popular programming is a major factor that attracts customers to pay-TV services. We may not be able to obtain sufficient high-quality programming from third-party producers or exclusive sports content for our cable TV services on satisfactory terms or at all in order to offer compelling cable TV services, which could result in reduced demand for, and lower revenue and profitability from, our cable services.

Consumers are increasingly able to choose from a variety of platforms from which to receive content and programming.

A number of content providers have begun to sell their services through alternative distribution channels including IP-based platforms, smart-TVs and other app-compatible devices. Consumers may choose to purchase on-demand content through these alternative transmission methods, which may lead to reduced demand for our pay-TV services. If our customers choose to source their content through transmission methods that we do not offer, our customer base and revenue generation from content-related services such as pay-TV may decline, which would negatively impact our cash flow generation and return on investment in content-related services.

We may be subject to legal liability associated with providing online services or media content.

We host and provide a wide variety of services and products that enable our customers to conduct business, and engage in various online activities. The law relating to the liability of providers of these online services and products for the activities of their customers is still unsettled in some jurisdictions. Claims may be threatened or brought against us for defamation, negligence, breaches of contract, copyright or trademark infringement, unfair competition, tort, including personal injury, fraud, or other theories based on the nature and content of information that we use and store. In addition, we may be subject to domestic or international actions alleging that certain content we have generated or third-party content that we have made available within our services violates applicable law or third-party rights.

We also offer third-party products, services and content. We may be subject to claims concerning these products, services or content by virtue of our involvement in marketing, branding, broadcasting, or providing access to them, even if we do not ourselves host, operate, provide, or provide access to these products, services or content. Defense of any such actions could be costly and involve significant time and attention of our management and other resources, may result in monetary liabilities or penalties, and may require us to change our business in an adverse manner. For example, in Colombia we have faced litigation for the provision of services to customers that used our mobile services to attempt to extort money from third parties.

c.Licenses and spectrum

Available spectrum is limited, closely regulated and increasingly expensive.

The availability of spectrum is limited, closely regulated and can be expensive, and we may not be able to obtain it from the regulator or third parties at all or at a price that we deem to be commercially acceptable given competitive conditions. If we acquire spectrum through acquisition, regulators may require us to surrender spectrum to secure regulatory approval. We may need to incur significant capital expenditures in order to acquire or renew licenses or access infrastructure needed to continue to offer services to our customers or improve our current services.

Additional or supplemental licenses may be required to implement 5G technology in order to remain competitive, and we may be unable to acquire such licenses on reasonable terms or at all.

We may not be able to acquire or retain sufficient quantities of spectrum in our preferred band(s) which could impact the quality and efficiency of our networks and services and may negatively impact our profitability.

Our licenses may be suspended or revoked and we may be fined or penalized for alleged violations of law or regulations.

If we fail to comply with the conditions of our licenses or with the requirements established by the legislation or if we do not obtain permits for the operation of our networks and equipment, use of frequencies or additional licenses for broadcasting directly or through agreements with broadcasting companies, we may not have sufficient opportunity to cure any non-compliance. In the event that we do not cure any non-compliance, the applicable regulator may: levy fines; suspend or terminate our licenses, frequency permissions, or other governmental permissions; or refuse to renew licenses that are up for renewal.

Most of our licenses are granted for finite periods.

Most of our licenses are granted for specified terms, and we have no assurance that any license will be renewed upon expiration. Licenses due to expire in 2026 are our 850 MHz & AWS licenses in Paraguay, and a license in 2600 MHz for a minor spectrum block in Guatemala.

Licenses may contain additional obligations.

Licenses may contain additional obligations, including payment obligations and requirements to cover reduced service areas or permit a more limited scope of service (for example, around prisons in El Salvador and Honduras). The cost of extending coverage to reduced service areas may exceed the revenue generated from providing such services. Licenses may also contain coverage obligations, like in Colombia where 700 MHz frequency acquisitions were paid partly with cash and partly by committing to provide coverage to 1,636 districts over the course of five years. In addition, increased regulations may impose additional obligations on operators and these obligations may affect the retention and renewal of licenses or spectrum. For more information, see “Information on the Company—Business Overview—Regulation.”

d.Quality and resilience of networks and service

Equipment and network systems failures, including as a result of climate change, a natural disaster, sabotage or terrorist attack, cyber attacks or theft, could negatively impact our business.

Our business is dependent on certain sophisticated critical systems, including exchanges, switches, fiber, cable headends, data centers and other key network elements, physical infrastructure and billing and customer service systems. Our technological infrastructure is vulnerable to damage and disruptions from numerous factors, including climate change, fire, flood, windstorms and other natural disasters and extreme weather events, power outages, terrorist acts, equipment and system failures, human errors and intentional wrongdoings, including breaches of our network and information technology security. For example, in 2020, our mobile network was partially affected due to storm damage in Honduras, which resulted in the deterioration of service in certain parts of the country. Ongoing risks to our network include state-sponsored censorship, sabotage, theft and poor equipment maintenance.

Inability to manage a crisis could harm our brand and lead to increased government obligations in the future.

Telecommunications networks provide essential support to first responders and government authorities in the event of natural disasters, terrorist attacks, pandemics and other similar crises. If we fail to develop and implement detailed business continuity and crisis management plans, we may be unable to provide service at the level that is required or perceived to be required by the government, the regulator, our customers and by the public at large, and this could lead to reputational harm and to new and burdensome regulatory obligations in the future.

e.Regulation

The telecommunications and broadcasting market is heavily regulated.

The licensing, construction, ownership and operation of mobile telephone, broadband and cable TV networks, and the grant, maintenance and renewal of the required licenses or permits, as well as radio frequency allocations and interconnection arrangements, are regulated by national, state, regional or local governmental authorities in the markets in which we operate, which can lead to disputes with government regulators. For example, in 2013, the Colombian regulator challenged Colombia Móvil’s license fee, stating that it should be a significantly higher amount than we had recorded, although Colombia Móvil prevailed.

Certain other aspects of mobile telephone operations, including rates charged to customers, resale of mobile telephone services, and user registrations may be subject to public utility regulation in each market. Also, because of our market share, regulators could impose asymmetric interconnection or termination rates, which could undermine our competitive position in the markets in which we operate.

Changes in regulations may disrupt our business activities and reduce our revenue and profit margins for mobile services.

Regulatory changes may reduce or prohibit the provision of our services on a temporary or long-term basis. For example, since 2014, mobile operators in El Salvador and Honduras have been required to shut down services or reduce signal capacity in and around prisons. Similar laws have been enacted in Guatemala, although these were later nullified.

Moreover, regulations which make it commercially unviable to subsidize our mobile customers’ handsets; set an expiry date on when our customers must use their prepaid minutes, data or short message service ("SMS") bundles; or prohibit certain automatic deductions to customer accounts, could reduce revenue and profit margins for mobile services. For example, in 2015, the regulator in Colombia determined that handsets and telecommunication services could not be bundled and had to be invoiced separately. This had a direct impact on handset affordability and caused a sharp decline in our handset sales. In 2016, the regulator in Paraguay extended the unused prepaid data allowance from 30 to 90 days, which impacted the frequency at which a portion of our prepaid customers purchase additional data allowances from us. In 2019, the Legislative Assembly in El Salvador made a reform to the Consumer Protection Law, which required a change in the telecommunication companies' commercial activities. The reform called for the maintenance of unused data allowances for up to 90 days and prohibited automatic renewals, changing our financial results. Additionally, the reform banned broadcasts and collection activities outside business hours, impacting our clients' churn trends and payment behavior. In 2022, the Bolivian regulator prohibited operators from automatically making deductions to prepaid customer accounts for data usage services on an on-demand basis unless the customer has expressly opted-in to receive on-demand data. As a result, when a prepaid customer uses up their data allowance, the operator cannot automatically begin charging such user on an on-demand basis and must, instead, cancel data access until such customer either purchases a new data package or accepts on-demand data.

Our MFS product may be subject to new legislation and regulation.

We provide a broad range of MFS such as payments, money transfers, international remittances, real-time loans and micro-insurance. In most markets in which we have launched MFS, the laws and regulations governing our MFS are new and evolving, and, as they develop, regulations could become more onerous, requiring licensing by or registration with local regulators, imposing additional reporting or controls or limiting our flexibility to design new products, which may limit our ability to provide our services efficiently or at all.

The lack of established laws and regulations may make it difficult to identify which licenses and approvals (if any) are necessary and the processes for obtaining them, as well as the implications of holding such licenses or receiving such approvals. For the same reason, we cannot be certain that we will be able to

maintain licenses and approvals that we previously obtained, or renew them upon their expiration. While we currently believe that some of our MFS activities fall outside the scope of licensing requirements and do not require certain approvals, there can be no assurance that our interpretations of the rules and their exemptions are or will remain consistent with those of local regulators.

We have, in most of our markets, seen that fintech legislation is evolving, particularly as it relates to anti-money laundering and suspicious activity reporting. Any such changes may require us to make additional investments in tools and resources to meet such requirements. If we are unable to modify our service provision in time to comply with any new regulatory requirements, or new regulations are applied retroactively, we may be subject to penalties and the discontinuation or restriction of our operations, which could have a material adverse effect on our business, financial condition and results of operations.

For more information on the regulatory environment in the markets in which we operate, see “Information on the Company—Business Overview—Regulation.”

f.Cybersecurity and data protection

Cyber-attacks may cause equipment failures that render our networks or systems inoperable and could cause disruptions to our customers’ operations.

Cyber-attacks may cause equipment failures that render our networks or systems inoperable and could cause disruptions to our customers’, suppliers’ and vendors’ operations. The costs associated with a major cyber-attack on Millicom could include expensive incentives offered to existing customers and business partners to retain their business, increased expenditures on cybersecurity measures and the use of alternate resources and lost revenue from business interruption and litigation. In addition, the inability to operate or use our networks and systems, even for a limited period of time, may result in loss of market share to other communications providers. Such costs and disruptions may have a significant adverse effect on our business.

Our control environment and controls may not be sufficient to prevent or rapidly detect and respond to cyber-attacks.

As a telecommunications company, we are often targeted by threat actors, who are aware that our Company manages a large amount of critical and confidential data and that the impact of a cyber-attack could have a serious impact on critical businesses and a large number of individuals in the countries in which we operate. We may be impacted by phishing, breaches, ransomware attacks, extortion, insiders or external malicious actors targeting our systems, networks and data, or incidents affecting third parties on which our business relies.

Like many other companies, Millicom has been subject to ransomware attacks, web service attacks, denial of service attacks, unauthorized access to services or data and threats related to our operations in several Latin American countries where we operate. While the incidents were managed with a focus on minimizing the impact on customers, third parties and our services and we were able to recover and limit the loss of data, there can be no assurance that we will be able to prevent any future cyber-attacks that result in a material loss of data or other security breaches, notwithstanding the measures and control environment we have put in place.

Although we have taken and continue to take measures to prevent and mitigate cybersecurity incidents, whether caused by internal or external actors, there can be no assurance that we will be able to adequately anticipate or prevent them, as the tactics and techniques used by malicious threat actors are constantly evolving and may initially go undetected.

We collect and process customer personal data.

Our business involves the receipt, storage, and transmission of confidential information, including sensitive personal information and payment card information, confidential information about our employees, customers and suppliers, and other sensitive information about Millicom, such as our business plans, transactions and intellectual property. Unauthorized access to confidential information may be difficult to anticipate, detect, or prevent.

Data privacy laws and regulations apply broadly to the collection, use, storage, disclosure and security of personal information that identifies or may be used to identify an individual, such as names and contact information. Many countries have additional laws that regulate the processing, retention and use of communications data (both content and metadata), and in some countries, authorities can intercept communications, sometimes directly or without our knowledge. These laws and regulations are subject to frequent revisions and differing interpretations, and have generally become more stringent over time.

Requests from local law enforcement for customer data may also come into conflict with applicable privacy and data protection laws and customer expectations, creating risks to our local businesses arising from our responses to these requests.

Since we may offer certain services accessed by, or provided to customers within, the European Union and the United States, we may be subject to the European Union and U.S. privacy and data protection regulations, which impose significant penalties for non-compliance.

In addition, most of the countries in which we operate are considering or have passed legislation imposing data privacy requirements that could increase the cost and complexity of providing our services. Although we take precautions to protect data, we cannot guarantee that our safeguards will prevent any leakage of certain data or any unauthorized use. If changes are made to data privacy laws and regulations, we may need to incur additional costs to ensure that we are in compliance with such changes, which could include investments in data processes, data collection tools or data warehouses to further protect customer and employee data.

Finally, the increasing use of artificial intelligence (AI) tools and services introduces new considerations for data security. While AI technologies can enhance efficiency, they also present potential risks of inadvertent disclosure of confidential information if sensitive data is input into external AI platforms. We have implemented internal policies and controls to mitigate these risks, but as AI adoption grows, we must continue to monitor and manage this evolving threat.

Supply Chain attacks may disrupt our operations and expose the data we collect from customers.

Telecommunications companies rely on an extensive network of suppliers not only for hardware, software, and cloud services but also for processing and managing sensitive customer data. This creates a complex ecosystem where third parties may have direct access to personally identifiable information (PII) and may be integrated to our networks and systems in order to deliver services to our customers. Each supplier represents a potential entry point for attackers, and varying levels of cybersecurity maturity among vendors increase the likelihood of breaches. A successful compromise of a data-processing partner can lead to unauthorized access, data leaks, or manipulation of critical information, amplifying the overall risk beyond infrastructure vulnerabilities.

A breach involving a supplier that processes customer data can result in regulatory penalties, lawsuits, and reputational damage. Beyond financial losses, such incidents erode customer trust and may trigger compliance investigations across multiple jurisdictions. Operationally, this could disrupt service delivery, delay strategic projects, and force costly remediation efforts.

While our organization maintains internal controls to safeguard information security, we cannot fully govern the security posture of third-party providers. This inherent dependency introduces a persistent risk that must be acknowledged and managed proactively. Therefore, we remain committed to implementing strong monitoring, contractual safeguards, and incident response capabilities to ensure resilience against potential external vulnerabilities.

g.Competition

Our industry is experiencing consolidation that may intensify competition among operators.

The telecommunications and cable industry has been characterized by increasing consolidation and a proliferation of strategic transactions, a trend we are actively participating in, which may increase competition among operators. As we pursue consolidation opportunities, the resulting reduction in the number of competitors could lead to heighted competitive pressure from existing and newly formed larger

companies. We expect this trend of consolidation and strategic partnering to continue. Acquisitions or strategic relationships could harm us in a number of ways. For example:

•competitors could acquire or enter into relationships with companies with which we have strategic relationships and discontinue our relationship, resulting in the loss of distribution opportunities for our services or the loss of certain enhancements or value-added features to our services; for example, if a competitor entered into partnerships or negotiated exclusive rights to premium content, this could result in consumers choosing to move away from our service offerings to those of our competitors;

•a competitor could be acquired by a party with significant resources and experience that could increase the ability of the competitor to compete with our services, as was the case when América Móvil acquired the mobile business of Telefónica in Guatemala and when a subsidiary of Liberty Latin America Ltd. acquired América Móvil's operations in Panama; and

•other companies with related interests could combine to form new, formidable competition, which could preclude us from obtaining access to certain markets or content, or which could dramatically change the market and demand for our services, as was the case with the bankruptcy of Digicel Group One Limited. If global companies that offer services such as information, social media or on-demand content services obtained or entered into distribution agreements with infrastructure partners in our markets, we could lose customers to those providers.

Consumers in our industry can change service providers relatively easily at little to no cost, which renders the competition for subscribers between operators intense.

If new competitors enter into our markets or existing competitors offer more competitively priced products or services, such as eliminating installation fees, subsidizing handsets, modems, wireless routers or set-top boxes, or offering content, channels or applications that we do not offer, our customers may move to another operator. Most of our mobile customers are prepaid, which allows them to switch operators at any time without monetary penalty, and some of our cable operator competitors incentivize customers to accept longer contracts, making it difficult to subsequently switch operators.

Some of our customers use devices with dual SIM card capability, allowing them to also utilize our competitors' services, which may negatively affect our mobile revenue. If we are unable to develop strategies to encourage customers to retain us as their primary or sole provider, we could lose a larger percentage of our revenue to our competitors. Mobile number portability in our markets removes a disincentive to changing providers and increases competition and churn. As devices with eSIMs are introduced in our markets, allowing customers to change providers without changing their SIM cards, churn and pricing competition among providers may also increase.

If we are unable to compete effectively and match or mitigate our competitors' strategies or aggressive competitive behavior, in pricing our services or acquiring new and preferred customers, or if we are unable to develop strategies to encourage customers to retain us as their primary or sole provider, we could suffer adverse revenue impacts or higher costs for customer retention, which could, individually or together, have a material adverse effect on our business, financial condition and results of operations.

Consumers in the telecommunications industry now have many alternative means of communicating.

The proliferation of VoIP and video streaming offerings and other services delivered over the internet (referred to as “Over-the-Top” or “OTT” services) for voice, instant messaging, and video content has significantly increased competitive risk and has driven down revenue from legacy voice, SMS and linear TV services. While these alternative communication methods require usage of data, there are no guarantees that consumers will use our networks to obtain data services.

h.Environment and sustainability

Failure to comply with environmental requirements could result in monetary fines, reputational damage or other obligations.

Certain of our business operations are subject to environmental laws and regulations since they involve fuel consumption, carbon dioxide emission, and disposal of network equipment and old electronics. Environmental requirements have become more stringent over time, and pending or proposed new regulations could impact our operations or costs.

Increasing scrutiny and evolving expectations from customers, regulators, investors and other stakeholders with respect to our environmental, social and governance practices may impose additional costs on us or expose us to new or additional risks.

Companies are facing increasing scrutiny from customers, regulators, investors and other stakeholders with respect to their environmental, social and governance (“ESG”) practices. Views about ESG are diverse and rapidly changing, particularly as they relate to the environment, health and safety, diversity, labor conditions and human rights. New regulations or guidance relating to ESG standards, as well as the perspectives of customers, investors and other stakeholders regarding these standards, may affect our business activities and increase disclosure requirements, which may increase costs. If investors and other stakeholders determine that we have not made sufficient progress on or adequately addressed ESG matters, we could be subject to negative publicity in traditional or social media, and our reputation, ability to retain customers and employees, and financial condition and results of operations could be adversely affected.

i.Supplier management

We are dependent on key suppliers to provide us with products and devices.

We rely on handset distributors, manufacturers and application developers to provide us with the handsets, hardware and services demanded by our customers. The key suppliers of our handsets and set-top boxes, in terms of both volume of sales and importance to our operations, are Apple, B-Mobile, Blu, Honor, Maxwest, Motorola, OPPO, Samsung, Tecno, Vivo, Xiaomi and ZTE. We import directly from original equipment manufacturers ("OEMs"), or we source our handsets through their authorized distributors in each of our markets.

We are dependent on key suppliers to provide us with networks and systems.

We seek to standardize our network equipment to ensure compatibility, ease equipment replacement and reduce downtime of our network and contract with a limited number of international suppliers to achieve economies of scale, which means that we rely on a limited number of manufacturers to provide network and telecommunications equipment and technical support. The key suppliers of equipment and software for our existing networks are Huawei, Ericsson, Nokia, PPC, Fiberhome, Harmonic, Kaon, Vantiva, Juniper, Intraway and VMWare.

We have limited influence over these key suppliers, and even less over their suppliers and the continuity of their supply chains, which could be disrupted in many ways. Therefore, we cannot assure you that we will be able to obtain required products or services on favorable terms or at all. Any failure of key suppliers to provide software and equipment could interfere with our operations. For example, in recent years, we experienced significant disruptions in the supply of microchips due to a global shortage that affected our suppliers, which we addressed by accumulating strategic inventories and substituting alternative products to sustain our operations. While we did not experience such disruptions in 2024 or 2025, there can be no assurance that we will not be subject to future shortages or other similar disruptions, which could have a significant adverse effect on our business.

International actions including trade sanctions and export restrictions could disrupt or otherwise negatively impact our supply chain.

In May 2019, the U.S. government announced executive action aimed at addressing U.S. national security risks arising from the use of non-U.S. technology. In furtherance of this order, the U.S. Department of Commerce issued an interim final rule in January 2021 that allows the U.S. government to prohibit certain information and communications technology and services (“ICTS”) transactions to address U.S. national security threats. In June 2023, the U.S. Department of Commerce issued a final rule that amended the ICTS interim final rule, which clarified the scope and criteria relevant to evaluating whether certain ICTS transactions present U.S. national security threats. Although the extent and potential consequences of the U.S. government's review of ICTS transactions remain uncertain, they may have a material adverse effect on our ability to maintain and expand our networks and business by obtaining products or services from suppliers such as Huawei. There are a number of alternative suppliers available to us; however, if we are unable to obtain adequate alternative supplies of equipment or technical support in a timely manner, on acceptable commercial and pricing terms, our ability to maintain and expand our networks and business may be materially and adversely affected.

We rely on interconnection and capacity agreements, the terms of which could be made less favorable due to market participants or regulatory changes.

Interconnection and capacity agreements are required to transmit voice and data to and from our networks. Our ability to provide services would be hampered if our access to local interconnection and international capacity was limited, or if the commercial terms or costs of interconnection and capacity agreements with other local, domestic and international carriers of data and communications were significantly altered, or if an operator is not able to provide interconnection due to operation and maintenance issues or natural disasters.

We depend upon certain third parties to operate and maintain parts of the network infrastructure we use, including certain towers and network infrastructure, and related services.

In 2023, after determining that ownership of mobile communications towers no longer confers a competitive advantage, we began the process of moving towers at more than 9,000 sites into a separate company, as further discussed under "Information on the Company—Business Overview—Property, Plant and Equipment—Tower infrastructure." These transfers were completed in 2025 and the carved-out tower company was sold to a third party as part of a sale-leaseback transaction. We have also sold tower assets that were leased-back. We may engage in similar tower sale-leaseback transactions in the future.

We also have entered into managed services agreements in certain of our markets to outsource the maintenance and replacement of our network equipment. Although the contracts impose performance obligations on the operators and tower management companies, we cannot guarantee that they will meet these obligations or implement remedial action in a timely manner, which may result in these towers or networks not being properly operated. If our managed services agreements terminate, we may be unable to find a cost-effective, suitable alternative provider, and we may no longer have the necessary expertise in-house to perform comparable services. For example, if our tower network service provider is unable to properly maintain our towers, we may suffer a degradation in the quality or coverage of our mobile services.

We and our customers are dependent on third-party suppliers of electricity to power transmission and customer premise equipment.

Significant failure or disruption in the supply of power to the businesses and households that subscribe to our services, or to the data centers that we operate, could have a negative impact on the experience of our customers, which could result in claims against us for failure to provide services and reduce our revenue.

2.Risks related to Millicom’s business in the markets in which it operates

The outbreak of pandemics or other public health crises has had, and may again have, a significant negative effect on our operations, business and financial condition.

The outbreak of a pandemic or similar public health crises (including COVID-19) could significantly disrupt our business operations for an extended period. The measures taken to combat a pandemic or public health crisis and ameliorate its effects, such as the closing of retail stores or other distribution channels, as well as other government mandates to provide services to non-paying clients, have had, and may again have, a significant negative effect on our operations.

The full impact of a pandemic or public health crisis cannot be predicted and depends on several factors, including the geographic spread and duration of the illness, the resurgence or emergence of variant strains of the illness, the availability and effectiveness of vaccines, vaccine hesitancy, the response by governments, private sector participants and the public to contain the illness or address its impacts, and the associated disruption to business and commerce generally, all of which are highly uncertain and could have a significant adverse effect on our business.

a.Emerging Market Risks

Most of our operations are in emerging markets that may be subject to greater risks than more developed markets, including in some cases significant political, legal and economic risks.

Emerging market governments and judiciaries often exercise broad, unchecked discretion, and are susceptible to abuse and corruption and rapid reversal of political and economic policies on which we

depend. Political and economic relations among the countries in which we operate are often complex and have resulted, and may in the future result, in conflicts, which could materially harm our business.

The economies of emerging markets are vulnerable to market downturns and economic slowdowns elsewhere in the world. Emerging markets are also subject to adverse global political events and geopolitical tensions, such as the ongoing conflict between Russia and Ukraine. Such events may result in sanctions, disruptions in global supply chains, military actions and macroeconomic instability, each of which may adversely affect the economies of emerging markets. As has happened in the past, financial problems or an increase in the perceived risks associated with investing in emerging economies could dampen foreign investment in these markets and materially adversely affect their economies, which may cause our business and results of operations to suffer.

Turnover of political leaders or parties in emerging markets as a result of a scheduled election upon the end of a term of service or in other circumstances may also affect the legal and regulatory regime in those markets to a greater extent than turnover in established countries. Some of the emerging markets in which we operate are susceptible to social unrest, which may lead to military conflict in some cases.

b.Strategy and strategic direction

We may not be able to successfully implement our strategic priorities.

Our strategic priorities include, among others, expansion of our high-speed data networks (4G, HFC and FTTH), facilitation of growth in our mobile data and fixed broadband segments, implementation of 5G technology transformation projects to improve our operating performance and efficiency and the implementation of cost efficiency programs. We also regularly evaluate potential opportunities to consolidate or form strategic partnerships or alliances with other large competitors. There can be no assurance that our strategy will be successfully implemented and will not cause changes in our operational efficiencies or structure, that it will achieve the desired financial or operational objectives. In addition, the implementation of our strategic priorities could result in increased costs, conflicts with employees, local shareholders and other stakeholders, business interruptions, and difficulty in recruiting and retaining key personnel. Further, we could enter into partnerships or strategic alliances that require significant investment or other undertakings from us (including non-compete agreements) or that limit our financial flexibility or pose limitations on our ability to control or exercise significant influence over companies or businesses in which we have an ownership stake or over which we exercise control, which could, in turn, result in our having to deconsolidate assets, liabilities and results of operations associated with those businesses.

Lack of sufficient information or poor quality of available information regarding our industry, operations or markets may lead to missed opportunities or inefficient capital allocation.

As the factors we consider in formulating our strategy change (including information, such as customer data insights or new markets into which we may consider entering), we face the risk of not having access to sufficient industry, operational or market data inputs to properly inform our decision-making or needing to rely on poor-quality information. There is also a risk that the data to which we have access will be analyzed improperly, if the relevant personnel lack appropriate experience, oversight, or relevant skill sets in data analysis, including through insufficient consideration of interrelationships of key variables such as market dynamics, trends, availability of cash and resources, agility, opportunities and risk factors affecting our business. If we are forced to make assumptions regarding key variables and are unable to consider alternatives to, and consequences of, strategic decisions on a fully informed basis, it may lead to missed opportunities or inefficient capital allocation that could have an adverse effect on our business, financial condition or results of operations.

We may not achieve the anticipated benefits following the acquisition of the remaining 45% equity interest in our Guatemala business.

On November 12, 2021, we signed and closed an agreement to acquire the remaining 45% equity interest in our Guatemala joint venture business from our local partner for $2.2 billion in cash. In November 2021, we obtained bridge financing to fund the acquisition, which we refinanced in part with the issuance of equity and long-term debt. We also consolidated the indebtedness from our Guatemala joint venture business in connection with the acquisition. Our leverage and debt service requirements may make it more difficult for us to capitalize on changes in market conditions or other strategic opportunities. While we have taken, and will continue to take, steps to facilitate the growth of our operations in Guatemala and improve our operating performance and efficiency, our strategy may ultimately prove to be unsuccessful. If we are unable to generate sufficient cash flow from our operations in Guatemala and future borrowings are not

available, we may not be able to pay our indebtedness or fund our other liquidity needs, which could have a material adverse effect on our business, financial condition and results of operations.

Our acquisitions expose us to risks that could adversely affect our business, and we may not achieve the anticipated benefits of acquisitions of businesses or technologies.

As a part of our business strategy, we may make business acquisitions (including complementary technologies and/or products), such as our acquisition of the remaining 45% equity interest in our Guatemala business in November 2021, and each of our acquisitions in Uruguay and Ecuador in 2025 (and our expected acquisition in Colombia pursuant to the definitive purchase agreement signed in 2025) . Any acquisition involves numerous risks and operational, financial, and managerial challenges, including the following, any of which could adversely affect our business, financial condition, or results of operations:

•difficulties in identifying and acquiring products, technologies, proprietary rights or businesses that will help our business;

•difficulties in integrating operations, technologies, services, and personnel;

•diversion of financial and managerial resources from existing operations;

•the risk of entering new development activities and markets in which we have little to no experience;

•risks related to the assumption of known and unknown liabilities;

•risks related to our ability to raise sufficient capital to fund additional operating activities; and

•the issuance of our securities as partial or full payment for any acquisitions and investments could result in material dilution to our existing shareholders.

If we fail to integrate any acquired business into our operations, or if we fail to properly evaluate acquisitions or investments, we may not achieve the anticipated benefits of any such acquisitions, we may incur costs in excess of what we anticipate, and management resources and attention may be diverted from other necessary or valuable activities.

c.Industry structure, market position and competition

We face intense competition from other larger telecommunications and cable and broadband providers.

The markets in which we operate are highly competitive. Our main mobile and fixed competitors include major international and regional telecommunication providers such as América Móvil, Telefónica and Liberty Latin America. Many of our main competitors have substantially greater resources than we do in terms of access to capital. Some of our competitors are state-owned entities, which may prioritize social objectives over profitability. In some of our markets, our competitors may have access to more spectrum and provide greater or better area coverage, and they may face fewer regulatory burdens than we do.

We face a challenging competitive environment in Colombia, our largest market.

On March 12, 2025, we entered into a definitive agreement to acquire 67.5% of Telefónica Colombia, or Telecomunicaciones S.A. ESP BIC ("Coltel"). On January 27, 2026, Millicom was awarded 100% of the EPM's remaining shares in UNE EPM Telecommunicaciones S.A. and on February 6, 2026, Millicom closed the acquisition of Telefónica’s controlling 67.5% equity stake in Coltel. See Note H, "Subsequent Events" to the audited consolidated financial statements included elsewhere in this Annual Report.

While these transactions improve our market position, we remain subject to intense competition from América Móvil and other players like WOM. Additionally, our increased market share may lead to more stringent regulatory oversight or the imposition of asymmetric regulations by Colombian authorities, which could limit our competitive flexibility. Given the importance of Colombia to our results, any failure to sustain or improve our position in the mobile services sector could have a material impact on our consolidated financial results.

Competition is driven by a number of factors, most notably price and increasingly customer experience.

Within our markets, operators compete for customers principally on the basis of price, promotions, services offered, advertising and brand image, quality and reliability of service, mobile coverage and overall customer experience. Telecom services are largely commoditized services, and the ability to differentiate these services among operators is limited. Competition may result in pricing pressure, reduced margins and profitability, an increase in customer churn and reduced revenue and market share.

The effects of competition have been exacerbated by recent inflationary pressures, and the need to increase prices for our products and services has become increasingly more common. Competitive pressures could prevent us from implementing or sustaining such price increases, or implementing price increases that are commensurate with inflation, which may have a material adverse impact on our business, financial condition and results of operations.

There may be more mobile operators than the market is able to sustain.

Additional licenses may be awarded in already competitive markets, and regulators may incentivize competition by offering favorable conditions to new entrants, such as holding spectrum auctions in which certain blocks of spectrum are reserved for new entrants, or by capping the amount of spectrum that existing players can acquire, as in Colombia's 2019 auction of licenses to use a total of 40 MHz in the 700 MHz band.

Entry by new competitors may have a significant disruptive effect on our markets.

New competitors may enter our markets with pricing or other product or service strategies, primarily designed to gain market share, that are significantly more competitive than our offers, leading to, for example, significant price competition and lower margins or increased churn.

In certain of our mobile markets, such as Colombia, our competitors may have a dominant market position.

Having a dominant market position may provide our competitors with various competitive advantages including from economies of scale, access to spectrum, the ability to significantly influence market dynamics and market regulation.

Our competitors may be able to provide better pay-TV services than we are able to provide.

Our pay-TV services compete with other pay-TV services that may offer a greater range of channels to a larger audience, reaching a wider area distribution (especially in rural areas) for a lower price than we charge for our pay-TV services. We also compete with satellite distribution of free-to-air television programming, which viewers can receive by purchasing a satellite dish and a set-top box without any physical cabling. Furthermore, our cable networks are subject to the risk of overbuild and our pay-TV content is subject to the possibility of wireless substitution.

Many of the mobile telecommunications markets in which we operate have high mobile penetration levels, inhibiting growth opportunities.

The markets in which we operate have mobile phone service penetration levels that typically exceed 100% of the population. Although there are some opportunities for further growth, our efforts to develop additional sources of revenue may not be successful. Therefore, high mobile penetration rates could constrain future growth and produce an intensification of pricing pressures on all of our mobile services, which could adversely affect our future profitability and return on investments.

We may not be able to achieve market acceptance of our mobile financial services.

Although the use of mobile financial services and digital payments has increased throughout the world, there can be no assurance that this increase will result in the acceptance of our MFS across the markets in which we operate. For example, our Tigo Money business is currently deployed in several of our markets, and, as of December 31, 2025, we had a total of 2.8 million active users. However, we may be unable to achieve the required level of market acceptance in order for us to recover the investment costs involved in developing and launching such services, and any failure to achieve such acceptance may cause us to reduce our product offerings or exit certain of our markets.

The future market acceptance of our MFS depends on a variety of factors, including community trust in digital financial services and companies that are not traditional financial institutions, entrenched preferences in traditional payment methods, and the availability of alternative MFS that are more popular or widely accepted by the population.

d.Customer base and customer experience

A significant proportion of our mobile revenue is generated from prepaid customers and is short-term in nature.

Prepaid customers do not sign service contracts and may be more likely than postpaid customers to switch mobile operators and take advantage of promotional offers by other operators. Many of our prepaid mobile customers subscribe to short-term packages that are valid for only one day. As a result, we cannot be certain that prepaid customers or short-term data package customers will continue to use our services in the future. Prepaid customers generated approximately 57% of our mobile service revenue during 2025.

The transition to more subscription-based businesses creates new challenges.

Our transition toward an increasingly subscription-based revenue model has implications for our personnel, systems, and business procedures, as we must dedicate increasing levels of management attention and resources toward managing and mitigating risks related to accounts receivables and collections, as well as billing and customer care. If we are unable to implement and manage the information systems and to properly train our employees, we could experience elevated levels of customer churn and bad debt, which would negatively impact our financial results.

e.Political

Many of the countries in which we operate have a history of political and social instability.

Some of the countries in which we operate may be subject to greater political and economic risk than developed countries. Some of the countries in which we operate suffer from political instability, civil unrest, or war-like actions by anti-government insurgent groups. These problems may continue or worsen, potentially resulting in significant social unrest or civil war. For example, Bolivia, Panama and Guatemala, and to a lesser extent, Colombia, have recently experienced civil, social and political unrest.

Any political or social instability or hostilities in the markets in which we operate can hinder economic growth and reduce discretionary consumer spending on our services, and may result in damage to our networks or prevent us from selling our products and services.

We face a number of risks as a result of political and social instability in the countries in which we operate, ranging from the risk of network disruption, sometimes resulting from government requests to shut down our networks as well as forced and illegal abuse of our network by political forces, to the need to evacuate some or all of our key staff from certain countries, in which case there is no guarantee that we would be able to continue to operate our business as previously conducted in such countries. Any of these events would adversely affect our results of operations.

In addition, changing U.S. policies affecting criminal, gang and drug-related violence may affect the countries in which we operate. In January 2025, the Trump administration issued an Executive Order instructing the U.S. Department of State to designate certain international cartels and transnational criminal organizations as Foreign Terrorist Organizations (“FTOs”). For example, on December 16, 2025, the Clan del Golfo in Colombia was newly designated as an FTO. These designations expand the scope of U.S. enforcement tools and may expose individuals or companies with operations in the countries to which such FTOs may be linked, whether or not the individuals or companies are directly or indirectly linked to criminal activity, to increased scrutiny, civil or criminal liability, and business disruption.

f.Legal and regulatory

The nature of legislation and rule of law in emerging markets may affect our ability to enforce our rights under licenses or contracts or defend ourselves against claims by third parties.

The nature of much of the legislation in emerging markets, the lack of consensus about the scope, content and pace of economic and political reform and the rapid evolution of the legal systems in emerging markets, place the enforceability and, possibly, the constitutionality of, laws and regulations in doubt and result in ambiguities, inconsistencies and anomalies. These factors could affect our ability to enforce our rights under our licenses or our contracts, or to defend our company against claims by other parties. For example, if we enter litigation proceedings with a third party in a country in which we operate, and within a legal system which may be less transparent and less robust in its judgment and rulings, we may face penalties or decrees that compel us to cease or partially cease the provision of certain of our services or the operation of our networks, or invalidate or suspend our licenses or rights therein.

New or proposed changes to laws or new interpretations of existing laws in the markets in which we operate may harm our business.

We are subject to a variety of national and local laws and regulations in the countries in which we do business. These laws and regulations apply to many aspects of our business. Violations of applicable laws or regulations could damage our reputation or result in regulatory or private actions with substantial penalties or damages. In addition, any significant changes in such laws or regulations or their interpretation, or the introduction of higher standards or more stringent laws or regulations, could have an adverse impact on our business, financial condition, results of operations and prospects. For example, in Colombia in 2017, the regulator introduced caps to wholesale rates on mobile services, which forced us to lower our prices for both voice and data services, and it also cut interconnection rates.

Developing legal systems in the countries in which we operate create a number of uncertainties for our businesses.

The legal systems in many of the countries in which we operate are less developed than those in more established markets. This creates uncertainties with respect to many of the legal and business decisions that we make, including, among others, potential for negative changes in laws, gaps and inconsistencies between the laws and regulatory structure, difficulties in enforcement, broad regulatory authority held by telecommunications regulators, inconsistency and lack of transparency in the judicial interpretation of legislation and corruption in judicial or administrative processes or systems. We may not always have access to efficient avenues for appeal and may have to accept the decisions imposed upon us. For more information concerning the legal proceedings to which we are subject, see “Financial Information—Consolidated Statements and Other Financial Information—Legal Proceedings.”

g.Macro-economic and currency

The economies of emerging markets, including those in which we operate, are vulnerable to market downturns and economic slowdowns elsewhere in the world.

Telecommunications in emerging markets in general and in our markets in particular, account for a significant part of gross domestic product (“GDP”) and disposable income. As such, any change in economic activity level may impact our business. Furthermore, as consumers in emerging markets have relatively lower levels of disposable income, the demand for our products and services is significantly exposed to the risk of economic slowdown.

As has happened in the past, financial problems or an increase in the perceived risks associated with investing in emerging economies could dampen foreign investments in these markets and materially adversely affect their economies. An economic downturn, a substantial slowdown in economic growth or a deterioration in consumer spending could have an adverse effect on the level of demand for our products and services and our growth. We are particularly susceptible to any deterioration in the economic environment of the countries in which we have our largest operations, namely Colombia, Guatemala, Paraguay, Honduras, Panama and Bolivia.

Changes in economic, political and regulatory conditions in the United States or in U.S. laws and policies governing foreign trade and foreign relations could have an impact on the economies in which we operate.

A slowdown in the U.S. economy may have an adverse impact on the economies of many of the countries in which we operate. In addition, any decision taken by the U.S. government that has an impact on the Latin American economy, such as reducing commercial activity between the countries in which we operate and the United States, increasing tariffs, limiting immigration, increasing interest rates or slowing direct foreign investments, could adversely affect the disposable income of consumers.

For example, remittances make up a large part of the GDP of certain countries in which we operate. A remittance is a transfer of money by a foreign worker located in the United States to an individual or family in his or her home country. An increase in deportations of foreign workers from the United States, either due to changes in immigration policy, enforcement actions, or legal challenges, could result in fewer remittances. Additionally, the financial strain of relocation and reintegration of these workers in their home countries may further diminish their disposable income and their ability to provide financial support. A decline in remittance flows could have a direct negative impact on the economies of several of the Latin American nations where we operate, which rely on remittances as a key source of income and poverty alleviation for millions of families. Starting in January 2026, the U.S. government began imposing a 1% tax on anyone sending money

abroad. With no minimum transaction limit, even small transfers will be taxed, meaning that this tax could reduce net remittances received in our markets from the U.S.

Changes in U.S. and foreign trade policies, including the imposition of tariffs and retaliatory tariffs, and other factors beyond our control may adversely impact our business, financial condition, and results of operations.

U.S. trade policies, including the imposition of tariffs, and potential related actions by other countries are outside of our control and may affect our results of operations. Recently, the United States announced tariffs on imports from a broad range of countries which we anticipate will cause inflationary pressures, possible retaliatory tariffs and higher costs of products sold by our customers, vendors, partners, and suppliers, reducing demand, compressing margins, and impairing their financial performance and ability to meet obligations. If maintained, the announced U.S. tariffs, as well as related measures that could be taken by other countries, could affect our results of operations.

Fluctuations or devaluations in local currencies in the markets in which we operate against our U.S. dollar reporting as well as our ability to convert these local currencies into U.S. dollars to make payments, including on our indebtedness, could materially adversely affect our business, financial condition and results of operations.

A significant amount of our costs, expenditures and liabilities are denominated in U.S. dollars, including capital expenditures and borrowings. We mainly collect revenue from our customers in local currencies, and there may be limits to our ability to convert these local currencies into U.S. dollars. Local currency exchange rate fluctuations in relation to the U.S. dollar may have an adverse effect on our earnings, assets and cash flows. To the extent that our operations retain earnings or distribute dividends in local currencies, the amount of U.S. dollars ultimately received by MIC S.A. is also affected by currency fluctuations.

The Amendments to IAS 21, 'The Effects of Changes in Foreign Exchange Rates', effective as of January 1, 2025, clarify when a currency is exchangeable into another currency and how a company estimates a spot rate when a currency lacks exchangeability. During fiscal year 2025, we determined the Bolivian Boliviano (BOB) lacked exchangeability into other currencies under the Amendments, requiring us to estimate the applicable spot exchange rate. The use of an estimated exchange rate has affected our results of operations in Bolivia, which represents approximately 6% of our total revenue for the year ended December 31, 2025. Future changes in currency convertibility or estimates of exchange rates in Bolivia or other markets in which we operate could increase volatility and further affect our results of operations.

A significant amount of our debt and long-term financial commitments are denominated in U.S. dollars.

Where possible and where financially viable, we borrow in local currency to mitigate the risk of exposure to foreign currency exchange. Our ability to reduce our foreign currency exchange exposure may be limited by a lack of long-term financing in local currencies or derivative instruments in the currencies in which we operate. As such, there is a risk that we may not be able to finance local capital expenditure needs or reduce our foreign exchange exposure by borrowing in local currency. For more information, see “Quantitative and Qualitative Disclosures About Market Risk—Foreign currency risk.”

Due to the lack of available financial instruments in many of the countries or currencies in which we operate, we may not be able to hedge against foreign currency exposures.

We had net foreign exchange gains of $71 million in fiscal year 2025 compared to net foreign exchange losses of $43 million in fiscal year 2024 and net foreign exchange gain of $31 million in fiscal year 2023. At the operational level, we seek to match the currencies of our cash inflows and outflows, but while this practice reduces, it does not eliminate, our significant foreign exchange exposure to the U.S. dollar.

The governments of the countries in which our operations are located may impose foreign exchange controls that could restrict our ability to receive funds from the operations.

Substantially all our revenue is generated by our local operations, and MIC S.A. is reliant on its subsidiaries’ and joint ventures’ ability to transfer funds to it. None of the foreign exchange controls that exist in the countries in which our companies operate significantly restricts the ability of our operating companies to pay interest, dividends, technical service fees, and royalty fees or repay loans by exporting cash,

instruments of credit or securities in foreign currencies. However, foreign exchange controls may be strengthened, or introduced, which could restrict MIC S.A.’s ability to receive funds.

In addition, in some countries it may be difficult to convert local currency into foreign currency due to limited liquidity in foreign exchange markets. These restrictions may constrain the frequency for possible upstreaming of cash from our subsidiaries to MIC S.A. in the future. These and any similar controls enacted in the future may cause delays in accumulating significant amounts of foreign currency, and increase foreign exchange risk, which could have an adverse effect on our results of operations.

We are exposed to the potential impact of any alteration to, or abolition of, foreign exchange which is “pegged” at a fixed rate against the U.S. dollar.

Any “unpegging,” particularly if the currency weakens against the U.S. dollar, has in the past and could in the future have an adverse effect on our business, financial condition or results of operations. Currently, Bolivia operates a fixed peg to the U.S. dollar. However, in light of the recent shortage of U.S. dollars, the increased use of alternative currencies such as the Chinese Yuan, and the increasing threat of an economic downturn, there can be no assurance that such peg will be maintained in the future.

h.Taxation

Unpredictable tax systems give rise to significant uncertainties and risks that could complicate our tax strategy and business decisions.

The tax laws and regulations in the markets in which we operate are complex and subject to varying interpretations. The tax authorities in the markets in which we operate are often arbitrary in their interpretation of tax laws, as well as in their enforcement and tax collection activities. Our interpretations and application of the tax and regulations could differ from that of the relevant governmental taxing authority. Tax declarations are subject to review and investigation by a number of authorities, which are empowered to impose fines and penalties on taxpayers, and in some cases criminal penalties on company personnel. Tax audits may result in additional costs to our Group if the relevant tax authorities conclude that entities of the Group did not satisfy their tax obligations in any given year. Such audits may also impose additional burdens on our Group by diverting the attention of management resources. The outcome of these audits could harm our business, financial condition, results of operations, cash flows or prospects. For example, on March 28, 2022, the supreme court in one of the jurisdictions in which we operate issued a $16.2 million ruling against our business, primarily for taxes related to incoming international calls and the deductibility of interest expenses in 2010. We are also addressing tax disputes with local tax authorities in several jurisdictions, further described under “Financial Information—Consolidated Statements and Other Financial Information—Legal Proceedings—Tax disputes.”

Adverse decisions of tax authorities or changes in tax treaties, laws, rules or interpretations could have a material adverse effect on our business, results of operations, financial condition or cash flows.

The organizational structure and business arrangements between the various legal entities in the group may give rise to taxation-related risks, including risks related to the pricing of services which might be challenged if not made on an arm’s-length basis and the taxation of shell entities.

Tax authorities could argue that some of the services provided among the various legal entities in the Group are on terms more favorable than those that could be obtained from independent third parties and assess higher taxes or fines in respect of the services MIC S.A. provides.

i.Litigation and claims

Some of the litigation or claims that we face can be complex, costly, and highly disruptive to our business operations.

From time to time, in the ordinary course of our business, we are involved in legal proceedings. Some of these legal proceedings can be complex, costly, and highly disruptive to our business operations. Certain of these proceedings may be spurious in nature and may demand significant energy and attention from management and other key personnel. Moreover, from time to time, we face litigation involving inflated claims for damages and litigation that may be improperly brought against us. The risks associated with these cases may be exacerbated by a lack of transparency in the judicial systems of certain markets in which we operate, which may affect the predictability, timing or outcomes of legal proceedings. The assessment of the

outcome of legal proceedings, including our potential liability, if any, is a highly subjective process that requires judgments about future events that are not within our control. The amounts ultimately received or paid upon settlement or pursuant to final judgment, order or decree may differ materially from amounts accrued in our financial statements. In addition, litigation or similar proceedings could impose restraints on our current or future manner of doing business. For example, if we enter litigation proceedings with a regulator in a country in which we operate, we may face penalties or decrees that compel us to cease or partially cease the provision of certain of our services or the operation of our networks.

j.Business conduct

We may not be able to fully mitigate the risk of inappropriate conduct by our employees, business partners and counterparties.

Millicom’s employees interact with customers, contractors, suppliers and counterparties, and with each other, every day. All employees are expected to respect and abide by the Group's values and Code of Conduct, commonly referred to as the “Sangre Tigo” culture. While Millicom takes numerous steps to prevent and detect inappropriate conduct by employees, contractors and suppliers that could potentially harm the Group's reputation, customers, or investors, such behavior may not always be detected, deterred or prevented. The consequences of any failure by employees to act consistently with the “Sangre Tigo” expectations could include litigation, regulatory or other governmental investigations or enforcement actions.

We are subject to anti-corruption and anti-bribery laws.

We are subject to a number of anti-corruption laws in the countries in which we operate and are located, in addition to the Foreign Corrupt Practices Act (“FCPA”) in the United States and the Bribery Act in the United Kingdom. Our failure to comply with anti-corruption laws applicable to us could result in penalties, which could harm our reputation and harm our business, financial condition, results of operations, cash flows or prospects. The FCPA generally prohibits covered companies, their officers, directors and employees and their intermediaries from making improper payments to foreign officials for the purpose of obtaining or keeping business and/or other benefits. We operate in countries which pose elevated risks of corruption violations, and in certain of our markets, we have been and may continue to be subject to governmental investigations that include the telecommunications sector. If we are not in compliance with anti-corruption laws and other laws governing the conduct of business with government entities and/or officials (including local laws), we may be subject to criminal and civil penalties and other remedial measures. Moreover, investigations of any actual or alleged violations of such laws or policies related to us could be time consuming, distracting to management and expensive, with the potential to harm our business, financial condition, results of operations, cash flows or prospects. For example, in November 2025, our Guatemalan Subsidiary, Comunicaciones Celulares SA (Comcel), entered into a two-year Deferred Prosecution Agreement (DPA) with the U.S . Department of Justice (DOJ) to resolve an investigation concerning historical improper payments made to Guatemalan government officials. Under the terms of the DPA, Comcel paid a $60 million fine and forfeit $58.2 million in approximate benefits derived from the improper payments. We also agreed to certain terms as part of the DPA, such as ongoing cooperation and disclosure requirements, as well as continued remediation and implementation of compliance measures.

Our anti-corruption policies, procedures and internal controls may not be effective in complying with anti-corruption laws.

We regularly review and update our policies, procedures and internal controls designed to provide reasonable assurance that we, our employees, joint ventures, distributors and other intermediaries comply with the anti-corruption laws to which we are subject. For example, our business in Guatemala retained external legal counsel to review its policies and procedures related to anti-corruption issues, including examining certain allegations of improper payments made several years ago. However, anti-corruption policies, procedures and internal controls are not always effective against this risk. We cannot assure you that such policies or procedures or internal controls work effectively at all times or protect us against liability under these or other laws for actions taken by our employees, joint ventures, distributors and other intermediaries with respect to our business or any businesses that we may acquire.

Our MFS service is complex and increases our exposure to fraud and money laundering.

Our MFS product has been developed through different distribution channels, and despite measures that we have taken or will take to adequately secure our payment systems, we remain susceptible to potentially illegal or improper uses of our payment services. Risks may include the use of our payment services in connection with fraudulent sales of goods or services, sales of prohibited or restricted products and money laundering.

Our policies and procedures may not be fully effective in identifying, monitoring and managing these risks. For example, we are not able to monitor the sources and uses of funds that flow through our MFS application, Tigo Money, in every case. As a result, we may be held liable for fraudulent transactions or transactions that violate trade sanctions or other legal or regulatory requirements, and an increase in negative publicity regarding our payment systems could harm our reputation and reduce consumer confidence in our services. In addition, we may face legal actions or regulatory sanctions as a result of any such activity.

Our services also involve cash handling, which exposes us to the risk of fraud and money laundering. In certain of our markets, we must keep our customers’ MFS cash in local currency demand deposits in local banks and ensure customers’ access to MFS cash, exposing us to local banking risk.

Anti-money laundering laws are often complex. We endeavor to conform to the highest standards but cannot be certain that we will be able to fully meet all applicable legal and regulatory requirements at all times. Violations of anti-money laundering laws or other regulations applicable to our MFS offerings could expose us to monetary fines or other legal actions or regulatory sanctions, which could have a material adverse effect on our business, financial condition and results of operations.

We may incur significant costs from fraud, which could adversely affect us.

Our high profile and the nature of the products and services that we offer make us a target for fraud. Many of the markets in which we operate lack fully developed legal and regulatory frameworks and have low conviction rates for fraudulent activities, decreasing deterrence for such schemes. We have been in the past and may in the future be susceptible to fraudulent activity by our employees or third-party contractors despite having robust internal control systems in place across our operations, which could have a material adverse effect on our results of operations.

We also incur costs and revenue losses associated with the unauthorized or unintended use of our networks, including administrative and capital costs associated with the unpaid use of our networks, as well as with detecting, monitoring and reducing incidences of fraud. Fraud also impacts interconnection costs, capacity costs, administrative costs and payments to other carriers for unbillable fraudulent roaming charges. Any continued or new fraudulent schemes could have an adverse effect on our business, financial condition and results of operations.

Our risk management and internal controls may not prevent or detect fraud, violations of law or other inappropriate conduct.

If any of our customers, suppliers, or other business partners receive or grant inappropriate benefits or use corrupt, fraudulent or other unfair business practices, we could be subject to legal sanctions, penalties and harm to our reputation. Given our international operations, group structure, and size, our internal controls, policies and our risk management practices may not be adequate in preventing, detecting or responding to any such incidents which could have a material negative impact on our reputation, business activities, financial position and results of operations.

We may be directly or indirectly affected by U.S. or other international sanctions laws, which may place restrictions on our ability to interact with business partners or government officials.

We operate in certain countries in which international sanctions may be imposed by the U.S., the U.K. or the European Union, and we may be required to comply with such sanctions. Such sanctions may restrict our ability to implement our strategy or conduct our business in the manner in which we expect. For example, in response to the November 2021 presidential election in Nicaragua, the U.S., the EU and the U.K. announced sanctions against the Nicaraguan Public Ministry and various Nicaraguan institutions and government officials, including the deputy director general and director general of TELCOR, the nation's principal telecommunications regulator. In October 2022, these sanctions were subsequently expanded by the United States, and the U.S. government also imposed visa restrictions on over 500 Nicaraguan individuals with ties to the Nicaraguan government. Concurrently, the European Union broadened its existing sanctions to TELCOR

and seven Nicaraguan individuals, including the director of TELCOR. Finally, several Nicaraguan government officials and other key actors are currently included on the Specially Designated Nationals and Blocked Persons list of the U.S. Office of Foreign Assets Control, as well as the U.K. and EU sanctions lists. While it remains uncertain what impact current and future sanctions may have on our operations in Nicaragua and other markets, they may have a material adverse effect on our ability to maintain and expand our networks and business.

k.People, health and safety

Threats to the safety of our employees or contractors could affect our ability to provide our services.

Heightened states of danger may exist in certain of the countries in which we operate, including as a result of civil unrest, criminal activity, and the threat of natural or man-made disasters. Such events can pose significant risks to the health and safety of our employees and contractors and may impede or delay our ability to provide services to our customers or potential customers. In those locations, we may incur additional costs to maintain the safety of our personnel, customers, suppliers, and contractors. Despite the precautions, the safety of our personnel, customers, suppliers, and contractors in these locations may continue to be at risk.

Enforcement of standards of safety and the promotion of a culture of safety may not prevent the frequency or severity of health and safety incidents.

Although we implement and provide training on health and safety matters, particularly related to the risks of working on telecommunications towers or on TV poles, there is no guarantee that our employees or our contractors will comply with applicable safety standards. For example, in 2024, we unfortunately suffered one employee fatality and two fatalities in our contracted services. If we fail to implement these procedures or if the procedures we implement are ineffective, we may suffer the loss of, or injury to, our employees or contractors, as well as expose ourselves to possible litigation and reputational harm.

l.Brand and reputation

Failing to maintain our intellectual property rights and the reputation of our brands would adversely affect our business.

Our intellectual property rights, including our key trademarks and domain names, including our Tigo brand name, which is well known in the markets in which we operate, are extremely important assets and contribute to our success in our markets. If we are unable to maintain the reputation of and value associated with them, we may not be able to successfully retain and attract customers. Furthermore, our reputation may be harmed if any of the risks described in this “Risk Factors” section materialize. Any damage to our reputation or to the value associated with our Tigo brand could have a material adverse effect on our business, financial condition and results of operations.

Impairment of our intellectual property rights would adversely affect our business.

We rely upon a combination of trademark and copyright laws, database protections and contractual arrangements, where appropriate, to establish and protect our intellectual property rights. However, intellectual property rights are especially difficult to protect in many of the markets in which we operate. In these markets, the regulatory agencies charged to protect intellectual property rights are inadequately funded, legislation is underdeveloped, piracy is commonplace, and enforcement of court decisions is difficult. The diversion of our management's time and resources along with potentially significant expenses that could be involved in protecting our intellectual property rights in our markets, or losing any intellectual property rights, could materially adversely affect our business, financial condition and results of operations.

Failing to manage unauthorized access to our services and networks could adversely affect our business.

Our ability to increase or maintain our market share and revenue is partly dependent on the controlled access to our services and networks. Sophisticated piracy techniques are continuously evolving, and preventing unauthorized use of our services and networks is inherently difficult. Although we have taken and continue to take measures designed to prevent unauthorized access to our services and networks, any unauthorized use could harm our relationships with our content providers or result in a loss of revenue, which may adversely affect our business, financial condition and results of operations.

m.Workforce

A significant portion of our workforce is represented by labor unions, and we could incur additional costs or experience work stoppages as a result of the renegotiations of our labor contracts.

As of December 31, 2025, approximately 12% of our employees participated in collective employment agreements. While we have collective bargaining agreements in place, we could incur significant additional labor costs and/or experience work stoppages as a result of subsequent negotiations or new minimum wage legislation, which could adversely affect our business operations. In addition, we cannot predict what level of success labor unions or other groups representing employees may have in further organizing our workforce or the potentially negative impact they would have on our operations. Furthermore, our strategic objectives may include divestitures of certain business lines, internal restructuring and other activities that impact employees. We cannot assure you that we will be able to maintain a good relationship with our labor unions and works council. Any deterioration in our relationship with our unions and works council could result in work stoppages, strikes or threats to take such an action, which could disrupt our business and operations materially and adversely affect the quality of our services and harm our reputation.

3.Risks related to Millicom’s size and structure and leadership

a.Size - capacity and limitations

The amount, structure and obligations connected with our debt could impair our liquidity and our ability to expand or finance our future operations.

As of December 31, 2025, our consolidated indebtedness excluding lease liabilities was $6,886 million, of which MIC S.A. incurred $2,416 million directly, and MIC S.A. guaranteed $480 million of indebtedness incurred by its subsidiaries. Including lease liabilities, our consolidated indebtedness was $9,472 million as of December 31, 2025. In addition, at December 31, 2025 our joint venture in Honduras, which is non-recourse to MIC S.A., had $367 million of debt and lease liabilities of $392 million.

We may incur additional debt in the future. Although certain of our outstanding debt instruments contain restrictions on the incurrence of additional indebtedness, these restrictions are subject to a number of significant qualifications and exceptions and, under certain circumstances, the amount of indebtedness that could be incurred in compliance with these restrictions could be substantial. The acquisition of additional debt could, among other things, require us to dedicate a substantial portion of our cash flow to payments on our debt, place us at a competitive disadvantage compared to competitors who might have less debt, restrict us from pursuing strategic acquisitions or reduce our ability to pay dividends or implement share buybacks and prevent us from complying with our dividend policy.

We have incurred and assumed, and expect to incur and assume, additional indebtedness in connection with recent acquisitions.

We funded our acquisitions in Panama and Nicaragua mainly by incurring additional indebtedness, including through the issuance of a $750 million 6.25% bond on March 25, 2019, and the issuance by our subsidiary Telecomunicaciones Digitales, S.A. (formerly known as Cable Onda S.A.) of a $600 million 4.5% bond in November 2019. Additionally, during 2022, we refinanced the $2,150 million bridge loan that we obtained to fund the acquisition of the remaining 45% equity interest in our joint venture business in Guatemala with the issuance of new long-term debt by our local subsidiary and new equity. Also, in October 2025 our acquisition in Uruguay was partially funded with a new local-currency loan of approximately $159m equivalent.

Our increased indebtedness following consummation of these or other acquisitions could have the effect, among other things, of reducing our flexibility to respond to changing business and economic conditions as well as reducing funds available for capital expenditures or acquisitions, and creating competitive disadvantages for us relative to other companies with lower indebtedness levels.

b.Portfolio of operations

Most of our operations are in emerging markets and may be subject to greater risks than similar businesses in more developed markets.

Investors in emerging markets should be aware that these markets are subject to greater risks than more developed markets, including in some cases significant political, legal and economic risks. Investors should fully consider the significance of the risks involved in investing in a company with significant operations in emerging markets and are urged to consult with their own legal, financial and tax advisors.

We pursue acquisitions, investments and merger opportunities from time to time which may subject us to significant risks, and there is no assurance that we will be successful or that we will derive the expected benefits from these transactions.

From time to time, we pursue acquisitions of, investments in strategic partnerships and mergers with businesses (including other providers that we compete with), technologies, services and/or products that complement or expand our business. Some of these transactions are, and other potential transactions could be, significant relative to the size of our business and operations. For example, on March 12, 2025, we entered into a definitive agreement to acquire 67.5% of Telefónica Colombia, or Telecomunicaciones S.A. ESP BIC ("Coltel"). Pursuant to the agreement, we also agreed to participate in the public sale process to acquire the remaining 32.5% of Coltel held by La Nación and other investors, and to participate in a separate public sale process to acquire the remaining equity interest in our existing operations in Colombia held by Empresas Públicas de Medellín. Our aggregate investment in these transactions is expected to be approximately $1 billion; however, there are numerous factors beyond our control that could affect the total amount of the investment, including but not limited to the prices fixed by the public sale processes. On January 27, 2026, Millicom was awarded 100% of the EPM's remaining shares in UNE EPM Telecommunicaciones S.A. and on February 6, 2026, Millicom closed the acquisition of Telefónica’s controlling 67.5% equity stake in Coltel. See Note H, "Subsequent Events" to the audited consolidated financial statements included elsewhere in this Annual Report.

Further, we may pursue other strategic transactions that could subject us to significant risks.

These transactions involve, and any similar transactions in the future could involve, a number of risks and present financial, managerial, governance and operational challenges, including: diverting management's attention from running our existing business or from other viable acquisition or investment opportunities; incurring significant transaction expenses; increased costs to integrate financial and operational reporting systems, technology, personnel, customer base and business practices of the businesses involved in any such transaction with our business; not being able to integrate our businesses in a timely fashion or at all; loss of control or significant influence, potential exposure to material liabilities not discovered in the due diligence process or as a result of any litigation arising in connection with any such transaction; and failure to retain key management and other critical employees.

Moreover, we may not be able to successfully complete acquisitions, mergers and strategic partnerships due to various challenges, such as the failure to obtain required regulatory approvals or strong competition from our competitors and other prospective acquirers who may have substantially greater resources than we do in terms of access to capital and may be able to pay more than we can with respect to merger or acquisition opportunities (which may include other participants in the public sale processes for the equity interests in Coltel held by La Nación and other investors and the equity interests in our existing operations in Colombia held by Empresas Públicas de Medellín).

There can be no assurance that we will be able to complete such transactions in the manner that we anticipate or at all, or that we will realize the expected operating efficiencies, synergies, cost savings, revenue enhancements or other benefits from such transactions. Any inability to realize the full extent of the anticipated benefits from such transactions could have a material adverse effect on our business, financial condition and results of operations.

Divestitures or restructuring of assets and businesses subject us to significant risks and may not realize expected benefits.

We may seek to divest or restructure existing operations and investments in ways that enhance the optionality for certain assets and facilitate the attraction of growth capital, such as our plans to create new organizational structures for our Towers and Tigo Money businesses. Any such divestiture or restructuring could involve a number of risks and could present financial, managerial and operational challenges including: diverting management attention from running our existing business or from pursuing other strategic opportunities; incurring significant transaction expenses; maintaining certain liabilities or obligations to

indemnify the buyer of the divested business as part of the sale conditions; and the possibility of failing to properly manage the newly created entity or time the exit to achieve an optimal return.

Furthermore, the timing of divestitures and restructurings of assets and businesses may not result in optimal returns, and the amount and timing of proceeds or expected returns may be lower than our initial investment or the corresponding carrying value on our balance sheet. For example, we were unable to obtain any proceeds from the divestiture of our joint venture in Ghana.

Our ability to make significant decisions in certain of our operations may depend in part upon the consent of independent shareholders.

We have local shareholders in certain markets that exercise significant control, including a non-controlling partner in Colombia and a joint venture partner in Honduras. In these operations, our ability to make significant strategic decisions or to receive dividends or other distributions may depend in part upon the consent of current or future independent shareholders, and our operations may be negatively affected in the event of disagreements with or breaches by our partners.

Further, our ability to successfully operate our business in Colombia may be hindered due to the governance arrangements for that business, which require the approval of our local partner to make certain decisions. For example, our operations in Colombia were constrained by the near-term maturity of a significant amount of debt, which led us to make a joint capital contribution with our local partner in October 2023 and thereby avoid the bankruptcy of our operations in Colombia. Although we ultimately reached an agreement with our local partner on the capital contribution, there can be no assurance that our business in Colombia will satisfy its debt obligations in the future or that we could come to an agreement with our local partner to satisfy such obligations or modify our agreements with our local partners as part of our strategy for Colombia.

Millicom's central functions provide essential support and services to our operating subsidiaries and joint ventures.

These services include, financing, procurement, technical and management services, business support services (including a shared services center in El Salvador, corporate offices in Guatemala and Colombia, and a multinational corporation headquarters (SEM) in Panama, among others), digital transformation, customer experience, procurement, human resources, legal, information technology, marketing services and advisory services related to the construction, installation, operation, management and maintenance of its networks. If Millicom's central functions are unable to provide these services to our operating subsidiaries and joint ventures on a timely basis and at a level that meets our needs, our operating subsidiaries and joint ventures may be disrupted.

The majority of Millicom's operating subsidiaries and joint ventures operate under the Tigo trademark.

We take efforts to protect the Tigo trademark, but we may not always succeed in preventing others from using the trademark in countries in which we do not operate or from using similar trademarks, which could dilute the value of our trademark and result in brand confusion to consumers. The Tigo trademark could also be the subject of intellectual property infringement. Trademark protection is important because our trademark is what helps our customers differentiate our products and services from those of our competition, helps build brand loyalty, and represents our goodwill and reputation.

c.Talent acquisition and retention

We may be unable to obtain or retain adequate managerial and operational resources.

Our operating results depend, in significant part, upon the continued contributions and capacity of key senior management and technical personnel. Certain key employees possess substantial knowledge of our business and operations. We cannot assure you that we will be successful in retaining their services or that we would be successful in hiring and training suitable replacements without undue costs or delays. If we are unable to retain senior leadership to operate and grow our business, we may not be able to develop our business at the pace or with the required level of sophistication that enables us to meet our strategic and financial objectives.

Competition for personnel in our markets and certain central functions is intense due to scarcity of qualified individuals.

Millicom has been working with its local teams to build and implement talent development plans and to identify high-performance individuals for future advancement or hiring, as the markets in which we operate have limited availability of talent with advanced skill sets in key areas such as the digital and technology fields. We cannot assure you, however, that we will be successful in these efforts.

d.Financing and cash flow generation

MIC S.A. is a holding company and is dependent on cash flow from its operating subsidiaries and joint ventures.

MIC S.A.’s primary assets consist of shares in its subsidiaries and joint ventures and cash in its bank accounts. MIC S.A. has no significant revenue generating operations of its own, and therefore its cash flow and ability to service its indebtedness and pay dividends to its shareholders will depend primarily on the operating performance and financial condition of its subsidiaries and joint ventures and its receipt of funds in the form of dividends or otherwise.

There are legal limits on dividends that some of MIC S.A.’s subsidiaries and joint ventures are permitted to pay. Further, some of our indebtedness imposes restrictions on dividends and other restricted payments, which are described under “Operating and Financial Review and Prospects—Liquidity and Capital Resources—Financing.”

Our ability to generate cash depends on many factors beyond our control, and we may need to resort to additional external financing.

Our ability to generate cash is dependent on our future operating and financial performance. This will be impacted by our ability to successfully implement our business strategy, as well as general economic, financial, competitive, regulatory, and technical elements and other factors beyond our control. If we cannot generate sufficient cash, we may, among other things, need to refinance all or a portion of our debt, obtain additional financing, delay capital expenditure or sell assets.

We require a significant amount of capital to operate and grow our business. We fund our capital needs in part through borrowings in the public and private credit markets. Adverse changes in the credit markets, including increases in interest rates, could increase our cost of borrowing and/or make it more difficult for us to obtain financing for our operations or refinance existing indebtedness. In addition, our borrowing costs can be affected by short- and long-term debt ratings assigned by independent rating agencies, which are based, in significant part, on our performance as measured by customary credit metrics. A decrease in these ratings would likely increase our cost of borrowing and/or make it more difficult for us to obtain financing. A severe disruption in the global financial markets could impact some of the financial institutions with which we do business, and such instability could also affect our access to financing.

In particular, periods of industry consolidation require businesses to raise debt and equity capital to remain competitive. An inability to access capital during such periods could have an adverse effect on our business, financial condition or results of operations.

The cash flow we generate is highly dependent on our operations in Guatemala.

Our operations in Guatemala have historically generated healthy cash flows. If the financial condition of our operations in Guatemala deteriorates, or if we fail to diversify our sources of cash flow, our liquidity could suffer, which could impact our capital allocation and limit our ability to reduce our leverage, reinvest in our business or remunerate our shareholders.

Our ability to pay dividends to our shareholders, consummate share repurchase programs or otherwise remunerate shareholders is subject to our distributable reserves and solvency requirements.

Any determination to pay dividends, adopt share repurchase programs or otherwise remunerate shareholders in the future will be at the discretion of our Board of Directors (as to interim dividends) and at the discretion of the shareholders at the annual general meeting (the "AGM") upon recommendation of the Board of Directors (as to annual dividends or share repurchases) and will depend upon our results of operations, financial condition, distributable reserves, contractual restrictions, restrictions imposed by

applicable law and other factors our Board of Directors and the shareholders at the AGM, respectively, deem relevant.

We are not required to pay dividends on our shares or otherwise remunerate shareholders, and holders of our shares have no recourse if dividends are not declared. Our ability to pay dividends or otherwise remunerate shareholders may be further restricted by the terms of any of our existing and future debt or preferred securities. Additionally, because we are a holding company, our ability to pay dividends on our shares is limited by restrictions on the ability of our subsidiaries to pay dividends or make distributions to us, including restrictions on our ability to repatriate funds and under the terms of the agreements governing our indebtedness.

We have adopted, and may in the future adopt, share repurchase programs under which we are authorized to repurchase our shares. However, there can be no assurance that any future share repurchase program will be fully consummated. The amount, timing and execution of any share repurchase program may fluctuate based on our priorities for the use of cash or as a result of changes in cash flows, tax laws, and the market price of our shares. Any reduction or discontinuance by us of dividend payments or repurchases of our shares may cause the market price of our shares to decline.

4.Risks related to share ownership, governance practices and registration with the SEC

a.Share price, trading volume and market volatility

The price of our common shares might fluctuate significantly, and you could lose all or part of your investment.

Volatility in the market price of our common shares may prevent you from being able to sell our common shares at or above the price at which you purchased such shares. The trading price of our common shares has been and may in the future be volatile and subject to wide price fluctuations in response to various factors, including, among others: market conditions in the broader stock market in general, or in our industry in particular; actual or anticipated fluctuations in our financial and operating results; introduction of new products and services by us or our competitors; entry to new markets or exit from existing markets; issuance of new or changed securities analysts’ reports or recommendations, or the failure to receive industry analyst coverage; sales of large blocks of our shares; additions or departures of key personnel; regulatory developments; and litigation and governmental investigations or actions.

These and other factors may cause the market price and demand for our common shares to fluctuate substantially, which may limit or prevent investors from readily selling common shares and may otherwise negatively affect the liquidity of our common shares.

In addition, in the past, when the market price of a stock has been volatile, holders of that stock have often instituted securities class action litigation against the company that issued the stock. If any of our shareholders brought a lawsuit against us, we could incur substantial costs defending the lawsuit. Such a lawsuit could also divert the time and attention of our management from our business.

Future sales of our common shares, or the perception in the public markets that these sales may occur, may depress our share price, and future sales of our common shares may be dilutive.

Sales of substantial amounts of our common shares in the public market, or the perception that these sales could occur, could adversely affect the price of our common shares and could impair our ability to raise capital through the sale of shares. In the future, we may issue our shares, among other reasons, if we need to raise capital or in connection with merger or acquisition activity. The amount of our common shares issued in connection with a capital raise or acquisition could constitute a material portion of our then-outstanding share capital. Sales of shares in the future may be at prices below prevailing market prices, thereby having a dilutive impact on existing holders and depressing the trading price of our common shares.

b.Legal and regulatory compliance and burden

The obligations associated with being a public company in the United States require significant resources and management attention.

As a public company in the United States, we incur legal, accounting and other expenses that we did not previously incur. We are subject to the reporting requirements of the Exchange Act, the Sarbanes-Oxley Act,

the listing requirements of the Nasdaq Stock Market and other applicable securities rules and regulations. The Exchange Act requires that we file annual and current reports with respect to our business, financial condition and results of operations. The Sarbanes-Oxley Act requires, among other things, that we establish and maintain effective internal controls and procedures for financial reporting.

Furthermore, the need to establish and maintain the corporate infrastructure demanded of a U.S. public company may divert management’s attention from implementing our strategy. We have made, and will continue to make, changes to our internal controls and procedures for financial reporting and accounting systems in order to meet our reporting obligations as a U.S. public company. However, the measures we take may not be sufficient to satisfy these obligations. In addition, compliance with these rules and regulations has increased our legal and financial compliance costs and has made some activities more time-consuming. For example, these rules and regulations make it more expensive for us to obtain director and officer liability insurance.

In addition, changing laws, regulations and standards relating to corporate governance and public disclosure are creating uncertainty for U.S. public companies. These laws, regulations and standards are subject to varying interpretations, in many cases due to their lack of specificity, and, as a result, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies. This could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing revisions to disclosure and governance practices. If our efforts to comply with new laws, regulations and standards differ from the activities intended by regulatory or governing bodies due to ambiguities related to their application and practice, regulatory authorities may initiate legal proceedings against us.

We are a foreign private issuer and, as a result, are not subject to U.S. proxy rules but are subject to Exchange Act reporting obligations that, to some extent, are more lenient and less frequent than those of a U.S. issuer.

We report under the Exchange Act as a non-U.S. company with “foreign private issuer” status, as such term is defined in Rule 3b-4 under the Exchange Act. Because we qualify as a foreign private issuer under the Exchange Act and although we follow Luxembourg laws and regulations with regard to such matters, we are exempt from certain provisions of the Exchange Act that are applicable to U.S. public companies, including:

(i)the sections of the Exchange Act regulating the solicitation of proxies, consents or authorizations in respect of a security registered under the Exchange Act;

(ii)the sections of the Exchange Act requiring insiders to file public reports of their stock ownership and trading activities and providing for liability for insiders who profit from trades made in a short period of time; and

(iii)the rules under the Exchange Act requiring the filing with the SEC of quarterly reports on Form 10-Q containing unaudited financial and other specified information, or current reports on Form 8-K, upon the occurrence of specified significant events.

Foreign private issuers are required to file their annual report on Form 20-F by 120 days after the end of each fiscal year, while U.S. domestic issuers that are accelerated filers are required to file their annual report on Form 10-K within 75 days after the end of each fiscal year. Foreign private issuers are also exempt from the Regulation Fair Disclosure, aimed at preventing issuers from making selective disclosures of material information. As a result of the above, even though we are contractually obligated and intend to make interim reports available to our shareholders, copies of which we are required to furnish to the SEC on a Form 6-K, and even though we are required to file reports on Form 6-K disclosing whatever information we have made or are required to make public pursuant to Luxembourg law or distribute to our shareholders and that is material to our company, you may not have the same protections afforded to shareholders of companies that are not foreign private issuers.

If we fail to maintain an effective system of internal control over financial reporting, we may be unable to accurately report our financial results or prevent fraud, and investor confidence in our company and the market price of our shares may be adversely affected.

We are subject to reporting obligations under the U.S. securities laws. The SEC, as required by Section 404 of the Sarbanes-Oxley Act, adopted rules requiring every public company to include in its annual report a management report on such company’s internal control over financial reporting containing management’s assessment of the effectiveness of its internal control over financial reporting. In addition, an independent registered public accounting firm must attest to and report on the effectiveness of such company’s internal

control over financial reporting except where the company is a non-accelerated filer. We currently are a large accelerated filer.

Our management has concluded that our internal control over financial reporting was effective as of December 31, 2025. See “Disclosure Controls and Procedures.” Our independent registered public accounting firm has issued a report as of December 31, 2025. See “Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting.” However, if we fail to maintain an effective internal control over financial reporting in the future, our management and our independent registered public accounting firm may not be able to conclude that we have effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act. If we fail to achieve and maintain an effective internal control environment, we could suffer material misstatements in our consolidated financial statements and fail to meet our reporting obligations, which would likely cause investors to lose confidence in our reported financial information. This could in turn limit our access to capital markets, harm our results of operations, and lead to a decline in the trading price of our shares. Additionally, ineffective internal control over financial reporting could expose us to increased risk of fraud or misuse of corporate assets and subject us to potential delisting from the stock exchange on which we list, regulatory investigations and civil or criminal sanctions.

We may lose our foreign private issuer status in the future, which could result in significant additional costs and expenses.

As a foreign private issuer, we are not required to comply with the same periodic disclosure and current reporting requirements of the Exchange Act, and related rules and regulations, that apply to U.S. domestic issuers. Under Rule 3b-4 of the Exchange Act, the determination of foreign private issuer status is made annually on the last business day of an issuer’s most recently completed second fiscal quarter and, accordingly, we will make the next determination with respect to our foreign private issuer status based on information as of June 30, 2026.

In the future, we could lose our foreign private issuer status if, for example, a majority of our voting power were held by U.S. citizens or residents and we fail to meet additional requirements necessary to avoid loss of foreign private issuer status. The regulatory and compliance costs to us under U.S. securities laws as a domestic issuer may be significantly higher.

If we are not a foreign private issuer, we will be required to file periodic reports and registration statements on U.S. domestic issuer forms with the SEC, which are more detailed and extensive than the forms available to a foreign private issuer. We will also be required to comply with U.S. federal proxy requirements, and our officers, directors and controlling shareholders will become subject to the short-swing profit recovery provisions of Section 16 of the Exchange Act. We may also be required to modify certain of our policies to comply with good governance practices associated with U.S. domestic issuers. Such conversion and modifications will involve additional costs. In addition, we may lose our ability to rely upon exemptions from certain corporate governance requirements on U.S. stock exchanges that are available to foreign private issuers.

c.Shareholder protection

Xavier Niel owns a significant amount of Millicom’s shares, giving him substantial management influence that may not align with the interests of our other shareholders.

As of December 31, 2025, Atlas Investissement S.A.S., formerly known as Atlas Luxco S.à r.l. (“Atlas”), owned 70,470,018 shares, representing 42.2% of the voting shares of the Company (excluding treasury shares of 1,906,226). The sole owner of Atlas is Atlas Investissement S.A.S., the sole owner of Atlas Investissement S.A.S. is Iliad Holding S.A.S. and the sole owner of Iliad Holding S.A.S. is Maya S.A.S. , which is owned by Xavier Niel and his children. In addition, four of our eight directors are affiliated with Mr. Niel.

As a result, Mr. Niel has the ability to exert significant influence over our strategic, operating and financial policies. Mr. Niel also has the ability to influence the election of our directors and the outcome of other corporate actions requiring shareholder approval, such as a merger or sale of the Company, a sale of all or substantially all of our assets, or amendments to our Articles of Association. This concentration of voting power could have a significant effect in delaying, deferring or preventing an action that might otherwise be beneficial to our other shareholders or that could be disadvantageous to our shareholders with interests different from those of Mr. Niel. In addition, the significant concentration of ownership may adversely affect

the market value of our common shares due to investors’ perception that conflicts of interest may exist or arise.

Although we are not considered to be a “controlled company” under Nasdaq corporate governance rules, we could in the future become a controlled company if Atlas were to acquire more than 50% of the voting power of the Company. If this were to occur, we may in the future elect to rely on the “controlled company” exemptions under the Nasdaq corporate governance rules, particularly in the event that we no longer qualify as a foreign private issuer and therefore cease to be eligible for the exemptions separately provided by such status. In that event, our shareholders would not have the same protection afforded to shareholders of companies that are subject to all of the Nasdaq corporate governance standards.

MIC S.A. is incorporated in Luxembourg, and Luxembourg law differs from U.S. law and may afford less protection to holders of our shares.

The Company is incorporated under and subject to Luxembourg laws. Luxembourg laws may differ in some material respects from laws generally applicable to U.S. corporations and shareholders, including the provisions relating to interested directors, mergers, sales, amalgamations and acquisitions, takeovers, shareholder lawsuits and indemnification of directors. Luxembourg laws governing the shares of Luxembourg companies may not be as extensive as those in effect in the United States, and Luxembourg law and regulations in respect of corporate governance matters might not be as protective of shareholders as state corporation laws in the United States. Therefore, our shareholders may have more difficulty in protecting their interests in connection with actions taken by our directors and officers or our principal shareholders than they would as shareholders of a corporation incorporated in the United States. For example, neither our articles of association, as amended and restated (the "Articles of Association") nor Luxembourg law provides for appraisal rights for dissenting shareholders in certain extraordinary corporate transactions that may otherwise be available to shareholders under certain U.S. state laws.

In addition, under Luxembourg law, by contrast to the laws generally applicable to U.S. corporations, the duties of directors of a company are in principle owed to the company only, rather than to its shareholders. It is possible that a company may have interests that are different from the interests of its shareholders. Shareholders of Luxembourg companies generally do not have rights to take action themselves against directors or officers of the company. Directors or officers of a Luxembourg company must, in exercising their powers and performing their duties, act in good faith and in the interests of the company as a whole and must exercise due care, skill and diligence.

Directors have a duty to disclose any personal interest in any contract or arrangement with the company in case such interest would constitute a conflict of interest. If any director has a direct or indirect financial interest in a matter which has to be considered by the Board of Directors which conflicts with the interests of the company, Luxembourg law provides that such director will not be entitled to take part in the relevant deliberations or exercise his or her vote with respect to the approval of such transaction. If the interest of such director does not conflict with the interests of the company, then the applicable director with such interest may participate in deliberations on, and vote on the approval of, that transaction. If a director of a Luxembourg company is found to have breached his or her duties to that company, he or she may be held personally liable to the company in respect of that breach of duty. A director may, in addition, be jointly and severally liable with other directors implicated in the same breach of duty.

The ability of investors to enforce civil liabilities under U.S. securities laws may be limited.

MIC S.A. is a Luxembourg public limited liability company (société anonyme) and some of its directors and executive officers are residents of countries other than the United States. Most of the Company’s assets and the assets of some of its directors and executive officers are located outside the United States. As a result, it may not be possible for investors in our securities to effect service of process within the United States upon such persons or the Company or to enforce in U.S. courts or outside the United States judgments obtained against such persons or the Company. In addition, it may be difficult for investors to enforce, in original actions brought in courts in jurisdictions located outside the United States, liabilities predicated upon the civil liability provisions of U.S. securities laws.

We have been advised by our Luxembourg counsel, Hogan Lovells (Luxembourg) LLP that the United States and Luxembourg do not have a treaty providing for reciprocal recognition and enforcement of judgments in civil and commercial matters. Therefore, a judgment for the payment of money rendered by a U.S. federal or state court will only be recognized and enforced against MIC S.A. by a court in Luxembourg without re-examination of the merits of the case if (i) it is a final judgment which is not subject to appeal or

any other means of contestation and (ii) it complies with the applicable enforcement procedure (exequatur) conditions, as set out in the relevant provisions of the Luxembourg New Code of Civil Procedure (Nouveau Code de Procédure Civile) and Luxembourg case law.

As a foreign private issuer and as permitted by the listing requirements of the Nasdaq, we may rely on certain home country governance practices rather than the Nasdaq corporate governance requirements.

As a foreign private issuer and in accordance with Nasdaq Listing Rule 5615(a)(3), we may comply with home country governance requirements and certain exemptions thereunder rather than complying with certain of the corporate governance requirements of Nasdaq. For example, Luxembourg law does not require that a majority of our Board of Directors consists of independent directors. While we currently have a Board of Directors that is independent of the Company (i.e., the board members are not members of management or employees of the Company), our Board of Directors may in the future include fewer independent directors than would be required if we were subject to Nasdaq Listing Rule 5605(b)(1). For more information on our reliance on certain home country practices and how they deviate from Nasdaq rules, see "Corporate Governance—Corporate Governance Statement and Framework."

Risk Management

Risks and Uncertainty

Millicom operates its business in emerging markets with unpredictable political and economic environments, presenting a higher level of inherent risk compared to mobile and cable businesses in more mature markets. Our governance and oversight structure is designed to reduce uncertainties and mitigate these risks. Thus, we only accept risks in our businesses and markets to the extent that opportunities for sufficient returns exist, and where we can design, implement, and operate appropriate systems and controls to manage those risks.

We recognize that risk is linked with opportunity and closely aligned with strategic goals. Our risk management focus is on reducing uncertainty to enhance decision-making in strategy formulation and the allocation of capital and resources.

Risk Management

The Board of Directors is responsible for ensuring a sound system of risk management and internal controls and overseeing the processes that govern the identification, assessment, and prioritization of risks. The Audit and Compliance Committee monitor these activities by reviewing risk management reports, methodologies, and the effectiveness of controls across the organization.

Responsibility for maintaining effective internal controls is delegated to the CEO and the Group Leadership Team with oversight provided by the Audit and Compliance Committee. The Group Leadership Team is supported by a dedicated Business Control team responsible for the internal control framework. In addition, each country has its own local Business Control team responsible for monitoring and strengthening the local control environment.

Risks are identified and managed by management, with prioritization based on the likelihood of occurrence and potential impact to the business. Risks are quantified, measured, and monitored using risk indicators, and action plans are implemented to reduce gaps between current and target risk levels. Millicom has a management risk committee comprised of members of the Group Leadership Team and central functions responsible for key enterprise risks (the "Management Risk Committee"). The Management Risk Committee meets at least quarterly to review the evolution of key risks, monitor risk levels against appetite and tolerance, and assess potential future uncertainties and how they may manifest themselves as risks to Millicom's business. The Audit & Compliance Committee also meets quarterly and reviews reports on status of enterprise risks and internal controls. The Chief Risk Officer is part of the Group Leadership Team.

The Internal Audit & Enterprise Risk Management function is responsible for designing, implementing, and monitoring Millicom’s enterprise risk management framework and processes. Results from internal audits and risk assessments are regularly reported to both the Management Risk Committee and the Audit & Compliance Committee.

Technology and Information

Information Security

Our Global Chief Information Security Officer ("CISO") manages the information security program and reports to the Chief Technology and Information Officer ("CTIO"). The CISO is responsible for identifying, managing and mitigating technology-centric risks throughout the Company. The CISO oversees regional information security teams to ensure the confidentiality, integrity and availability of all business-critical information systems and assets, and the regional information security teams work closely with business and technology leaders to ensure compliance with corporate policies and regional information security regulatory requirements within the various countries where we conduct business. Guillaume Duhaze is the current CTIO, and Lourdes Lay Sánchez, the Company's CISO.

Cybersecurity Risk Management

Cybersecurity risk management is an integral part of our overall enterprise risk management. We manage cybersecurity risks through our information security program, which is designed to align with the National Institute of Standards and Technology Cybersecurity Framework ("NIST CSF"). Our information security program manages cybersecurity risks by creating a framework for identifying the source of cybersecurity threats and incidents (including threats associated with the use of services provided by third-party service providers), training employees and specialized roles, implementing measures to protect critical data and data flows, monitoring essential networks and applications, identifying and remediating vulnerabilities and informing executive management and our Board of Directors of material cybersecurity threats and incidents.

Our cybersecurity team also engages a third-party consultant for risk incident detection and vulnerability assessment, which employs a risk management program based on Rapid7's solutions. We confer with our third-party consultant to assess the adequacy and strength of our monitoring efforts, address operational issues and drive continuous improvement.

In 2025, we did not identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect our business strategy, results of operations or financial condition. However, despite our efforts, we cannot eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced an undetected cybersecurity incident. For more information about these risks, please see "Key Information—1. Risks related to the telecommunications, cable and MFS industries—f. Cybersecurity and data protection" in this Annual Report.

Cybersecurity Risk Governance

Role of the Board of Directors

Our Board of Directors has overall oversight responsibility for our risk management and delegates cybersecurity risk management oversight to the Audit and Compliance Committee of the Board of Directors. The Audit and Compliance Committee is responsible for ensuring that management has processes in place that are designed to mitigate cybersecurity risks to an acceptable level, in line with the Company's risk appetite and risk tolerance, and to:

•monitor the Company’s information security program, including the activities performed by the information security team;

•provide oversight and direction on information security risk management, including cybersecurity and related threats;

•ensure that the Company allocates the proper level of resources to information security and cybersecurity;

•monitor results and remediation of findings from audit and assurance activities related to the Company’s information security program; and

•ensure that material information security and cybersecurity issues affecting the Company’s internal control environment are communicated to the Audit and Compliance Committee of the Company.

Role of Management

While our Board of Directors has overall responsibility for the oversight of our enterprise risk management, our management is responsible for day-to-day risk management. Our cybersecurity risk management is under the direction of our CTIO and CISO, and they are primarily responsible for defining and implementing our information security program and cybersecurity risk management (which we do not engage third parties for). In particular, our CTIO and CISO are responsible for identifying, considering and assessing material cybersecurity risks on an ongoing basis, establishing processes and risk indicators to ensure that such potential cybersecurity risk exposures are monitored, and implementing mitigating actions and plans to lower risks to targeted levels. In addition, our CTIO and CISO oversee the design of trainings on cybersecurity risks that are provided to all employees at least annually and specialized trainings for key roles within the Company. Both our employees and third party employees participated in our security

awareness and training campaign in 2025 covering key threats—including but not limited to phishing risk—as well as prevention and company procedures. We have also maintained a strong focus on specialized security training for privileged users. We implemented targeted training and awareness sessions and tests to reinforce secure practices and assess their knowledge. This initiative has been essential for enhancing our security controls.

We engage specialized third parties for specific elements of our program (e.g., risk detection and vulnerability assessment leveraging Rapid7 solutions), while overall cyber risk management remains the responsibility of our CTIO and CISO. We (i) will furnish a Form 6‑K for any material cybersecurity incident and (ii) will disclose on an annual basis material information regarding our cybersecurity risk management, strategy and governance on Form 20-F.

Our CTIO and CISO receive reports from our cybersecurity team and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents. Under the cybersecurity incident response plan, our CISO assigns a severity rating to each incident, and an escalation matrix is used to provide notifications to management and the Board of Directors based on the severity and duration of the incident.

In addition, our CTIO and CISO provide a quarterly update to the Audit and Compliance Committee on Millicom's cybersecurity risk management that includes reports on cybersecurity threats and incidents, mitigation strategies and remediation plans, recent developments in cybersecurity and updates to the Company's cybersecurity programs. Our CTIO and CISO provide a similar cybersecurity update to management, typically once a month.

Our CTIO and CISO are experienced information systems security professionals. Our CTIO has more than 30 years of experience in the telecommunications industry, particularly with technology-related aspects of telecommunication companies. His presence in the telecommunications business makes him knowledgeable about the technology and cybersecurity risks that are specific to the industry and our markets. Our CISO has over 20 years of experience in information technology, including 15 years in information technology security, information security, and managing cybersecurity risks, and is certified in cybersecurity by the Information System Security Certification Consortium (ISC2).

INFORMATION ON THE COMPANY

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 it does 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: 148-150 Boulevard de la Pétrusse, L-2330 Luxembourg, Grand Duchy of Luxembourg. The Company’s telephone number for the Head of Financial Reporting is: +352 691 750 041. 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, 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 “Information on the Company—Business Overview” for historical information regarding the development of our principal geographic markets and “Operating and Financial Review and Prospects—Liquidity and Capital Resources—Group capital expenditures and commitments” 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.

Business Overview

Introduction

We are a leading provider of fixed and mobile services dedicated to emerging markets. Through our main brands Tigo® and Tigo Business™, we provide a wide range of digital services in eleven 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;

•Fixed and other 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 fixed and other services in ten countries: Bolivia, Colombia, Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, Panama, Paraguay and Uruguay. In addition, we provide fixed and other services in Costa Rica.

Additionally, we have a large portfolio of infrastructure across Latin America and, including our Honduras joint venture, our portfolio includes around 2,000 towers (after the finalization of the infrastructure deals that occurred in 2025 as historically, we have operated more than 9,000 towers), 12 Tier III data centers and more than 200,000 kilometers of fiber. See note A.1. to our audited consolidated financial statements included elsewhere in this Annual Report.

During the latter half of 2023 and throughout 2024, Millicom implemented significant organizational changes to focus on driving profitable growth with a leaner corporate structure. The Group streamlined its structure, with all General Managers of operations and Group Leadership Team members reporting directly to the Chief Executive Officer ("CEO"). The CEO, together with the Chief Financial Officer ("CFO") and the Chief Technology & Information Officer ("CTIO"), form the Chief Operating Decision Maker (“CODM”). Following these organizational changes, and considering the information being reviewed by the CODM to assess performance and allocate resources, Millicom's operating segments were redefined to align with its countries of operation. Our reportable segments consist of Guatemala, Colombia, Panama, Bolivia, Honduras, Paraguay, and Other, which includes El Salvador, Nicaragua, Costa Rica, Uruguay and Ecuador (these two latest for 2025). See “Operating and Financial Review and Prospects—Operating Results—Our segments.”

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 local partners. For further details, see note A. to our audited consolidated financial statements. In this Annual Report, our description of our operations includes the operations of all of these subsidiaries and joint ventures.

As of December 31, 2025, we provided services to 49.3 million mobile customers and 4.6 million customer relationships with a subscription to at least one of our fixed services. This includes 4.2 million customer relationships on our HFC and FTTH networks and 0.3 million DTH subscribers. The remaining customer relationships are served using various technologies, including fixed wireless solutions as well as our legacy copper network. We also provide mobile financial services ("MFS") under our Tigo Money brand, which operates in Paraguay, Guatemala, El Salvador, Bolivia and Honduras.

For the year ended December 31, 2025, our revenue was $5,819 million and our net profit attributable to the owners of the company was $1,316 million. We had approximately 15,000 employees, including our Honduras joint venture.

Our strategy

Our strategy is to continue to expand the reach and capacity of our networks and distribution capabilities to grow our customer base over time. Underpinning this 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 they have potential to increase over time. Based on our own subscribers data, 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 73% in Bolivia, 65% in Panama, 64% in Ecuador, 63% in Uruguay, 62% in El Salvador, 61% in Colombia, 61% in Honduras, 59% in Paraguay, 54% in Nicaragua and 51% in Guatemala as of December 31, 2025 Based on our own customer data and market intelligence, fixed and other services penetration rates, as measured by the number of residential broadband customers as a percentage of households in the country, were approximately 59% in Colombia, 56% in Costa Rica, 51% in Panama, 47% in Paraguay, 44% in El Salvador, 34% in Bolivia, 27% in Guatemala, 25% in Honduras, and 22% in Nicaragua as of December 31, 2025.

Our services

Our services are organized into two principal categories: (1) Mobile and (2) Fixed and other services. In addition, we sell telephone and other equipment, comprised mostly of mobile handsets. We market these services through a variety of channels, including owned and third-party retail outlets, direct sales, digital and internet advertising, television, and billboards, among others.

Mobile

In our Mobile category, we provide mobile services, including mobile data, mobile voice, SMS and MFS, to consumers, businesses, and government customers.

Mobile is the largest part of our business and generated 60% of consolidated service revenue for the year ended December 31, 2025 and 58% of our consolidated service revenue for the year ended December 31, 2024.

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,except for Colombia, El Salvador and Uruguay where 2G has been discontinued, and we offer 5G in Guatemala, Colombia, El Salvador, Uruguay and Ecuador as of December 31, 2025.

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.

Mobile Financial Services (MFS)

We provide a broad range of mobile financial services ("MFS") 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, 2025, we provided MFS to 2.8 million Tigo and non-Tigo customers. The service complements our Mobile and Fixed service offerings and increases customer satisfaction and loyalty, increasing ARPU and reducing customer churn. Since 2022, we have evaluated various pathways to maximize Tigo Money's value creation potential. Our strategic priority has now evolved primarily towards executing a partial or full divestiture of the business, and we are in early stages of our expected partial monetization.

Fixed and other service revenue

In our Fixed and other service revenue category, we provide fixed services, including broadband, fixed voice and pay-TV, to residential (Home) consumers and to government and business (B2B) customers. Fixed and other service revenue generated 38% of our consolidated service revenue for the year ended December 31, 2025 and 40% of our consolidated service revenue for the year ended December 31, 2024.

Home

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. In some markets, we also provide broadband services using fixed-wireless access and copper-based technologies. Throughout this report, 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 except for Uruguay and Ecuador. As of December 31, 2025, the Group had 4.6 million customer relationships, of which 4.2 million were connected to our HFC and FTTH networks, and we had 8.0 million HFC and FTTH RGUs.

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 have already deployed more than 200,000 kilometers 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. 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 eleven markets we serve are Bolivia, Colombia, Costa Rica, Ecuador, El Salvador, Guatemala, Honduras (through our joint venture), Nicaragua, Panama, Paraguay and Uruguay. We provide Fixed and other services in each of these markets, and also we provide Mobile services in each market except for Costa Rica.

The following chart shows the relative revenue generation of each country in our Group for 2025 (excluding our Honduras joint venture and before inter-segment and other eliminations. Ecuador and Uruguay revenue is included as of each respective date of acquisition:

10552

Millicom's Mobile and Broadband Operations(1)

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(1)     The data presented here is based on subscriber numbers as of December 31, 2025 and reflects Millicom's experience and our investigation of market conditions.The number of market players in each country reflects only large national network operators and excludes smaller players, and Millicom's position is based on total market share by subscribers. As of December 31, 2025, Millicom had a non-controlling partner in Colombia (50% that has been acquired by Millicom on January 29, 2026) and a joint venture partner in Honduras (33%), with the latter accounted for in the Group's consolidated financial statements using the equity method.

Bolivia

We provide Mobile and Fixed and other services through Telefónica Celular de Bolivia S.A., which is wholly owned by the Millicom Group. We have operated in Bolivia since 1991.

Mobile: As of December 31, 2025, we served 4.0 million subscribers and were the second largest provider of Mobile services in Bolivia.

Fixed and other: As of December 31, 2025, we were the largest provider of broadband services in Bolivia, as measured by subscribers, and we had 680,000 customer relationships. We offer broadband services through HFC and FTTH, and we provide pay-TV primarily through HFC, FTTH, and DTH in Bolivia.

Colombia

We provide Mobile and Fixed and other services in Colombia through UNE EPM Telecomunicaciones S.A. ("UNE"), in which we own a 50% plus one voting share interest, and Colombia Móvil S.A., which is a wholly owned subsidiary of UNE. We have operated in Colombia through Colombia Móvil S.A. since 2006 and acquired our interest in UNE, with which we had previously co-owned Colombia Móvil S.A., via a merger in 2014. As further disclosed in Note H to our

audited consolidated financial statements included elsewhere in this Annual Report, on January 27, 2026, Millicom was awarded 100% of the EPM's remaining shares in UNE EPM Telecommunicaciones S.A. and on February 6, 2026, Millicom closed the acquisition of Telefónica’s controlling 67.5% equity stake in Colombia Telecomunicaciones S.A. E.S.P. (“Coltel”),

Mobile: As of December 31, 2025, we served 13.2 million subscribers and were the second largest provider of Mobile services in Colombia. On February 26, 2024, Colombia Móvil S.A. ESP ("Tigo Colombia") finalized an agreement with Coltel to create a jointly owned mobile infrastructure business, combining some of our mobile network infrastructure and spectrum assets with the mobile network infrastructure and spectrum assets of Coltel.

Fixed and other services: Tigo is one of the principal digital cable operators in Colombia. As of December 31, 2025, we were the second largest provider of broadband internet services in Colombia, as measured by subscribers, with 1.7 million customer relationships. Since 2022, we also have wholesale network access agreements with Empresa de Telecomunicaciones de Bogota ("ETB") and Ufinet, giving us the ability to market Tigo fixed services in the Bogota metropolitan area where ETB or Ufinet have deployed their FTTH networks.

Costa Rica

We provide Fixed and other services in Costa Rica through Millicom Cable Costa Rica S.A. ("Millicom Costa Rica"), which is wholly owned by the Millicom Group. We have operated in Costa Rica since our acquisition of Amnet in 2008. Amnet and its predecessor companies began operating in Costa Rica in 1982, and the company was the first to provide pay-TV services in the country. As further disclosed in our audited consolidated financial statements included elsewhere in this Annual Report, on September 11, 2025, the telecommunications regulator in Costa Rica (Superintendencia de Telecommunicaciones or "SUTEL"), issued a resolution rejecting the petition to merge Tigo Costa Rica with Liberty Latin America pursuant to the agreement signed on August 1, 2024 . Millicom and Liberty have appealed this decision. On 12 November 2025, the Telecommunications Superintendency (SUTEL) issued its final resolution, deciding not to approve the above mentioned transaction.

Fixed and other services: As of December 31, 2025, we had 189,000 customer relationships through our HFC network and DTH services, and we were the fourth largest provider of broadband internet services in Costa Rica, as measured by subscribers.

Ecuador

Mobile: In October 30, 2025, we purchased Otecel, S.A. the second largest provider of Mobile services in Ecuador. As of December 31, 2025, we served 5.1 million mobile subscribers.

Fixed and other services: We deliver B2B fixed connectivity services—such as MPLS data and DIA—to large corporations and enterprises with point‑to‑point network needs. Our fiber footprint, originally deployed to support mobile network sites, enables us to scale advanced solutions including SD‑WAN and cybersecurity services.

El Salvador

We provide Mobile and Fixed and other services in El Salvador through Telemóvil El Salvador, S.A. de C.V. (“Telemóvil”), which is wholly owned by the Millicom Group. We have operated in El Salvador since 1993.

Mobile: As of December 31, 2025, we served 3.0 million subscribers and were the largest provider of Mobile services in El Salvador.

Fixed and other services: Telemóvil is a leading cable operator in El Salvador. As of December 31, 2025, we were the second largest provider of broadband internet services, as measured by subscribers, with a total of 310,000 customer relationships on our HFC and FTTH networks and DTH services.

Guatemala

We provide Mobile and Fixed and other services in Guatemala, principally through Comunicaciones Celulares S.A. ("Comcel"). On November 12, 2021, we signed and closed an agreement to acquire the remaining 45% equity interest in Comcel and the other entities that operate our Guatemala business from our local partner. As a result, Millicom owns a 100% equity interest in the entities that operate our Guatemala business and fully consolidates them since that date. We have operated in Guatemala since 1990.

Mobile: As of December 31, 2025, we provided Mobile services to 11.7 million customers and were the largest provider of mobile services in Guatemala. In 2022, we became the first mobile operator in the country to launch 5G services. During 2023, we participated in two separate spectrum auctions, which allowed us to significantly increase the total amount of spectrum available to us.

Fixed and other services: As of December 31, 2025, we were the largest provider of broadband internet services in Guatemala, as measured by subscribers, and we served 698,000 customer relationships with both HFC and FTTH networks, as well as DTH services.

Honduras

We provide Mobile and Fixed and other services in Honduras through Telefónica Celular S.A. de C.V. (“Celtel”), a joint venture in which the Millicom Group holds a 66.67% equity interest. The remaining 33.33% of Celtel is owned by our local partner. See “Operating and Financial Review and Prospects—Operating Results—Our segments—Honduras joint venture” for details regarding the accounting treatment of our Honduras operations. We have operated in Honduras since 1996.

Mobile: As of December 31, 2025, we served 5.0 million Mobile subscribers, and we were the largest provider of Mobile services.

Fixed and other services: As of December 31, 2025, we were the largest provider of broadband internet services, as measured by subscribers, with 191,000 customer relationships. We offer triple-play services (cable TV, internet and fixed telephone) in Honduras, and we also offer DTH, expanding the reach of our pay-TV offering to areas not covered by our fixed network. We continue to invest to expand and upgrade the capacity of our fixed network in Honduras.

Nicaragua

In 2019, we purchased Telefonía Celular de Nicaragua, S.A., the leading provider of Mobile services in the country. As of December 31, 2025, we served 3.8 million mobile subscribers.

Prior to 2019, we had a very small presence in Nicaragua, where we provided mostly B2B fixed services. We have also provided Cable services to a small but rapidly growing customer base since 2018. We were the second largest provider of broadband services, as measured by subscribers, as of December 31, 2025.

Panama

We provide Mobile and Fixed and other services in Panama through Telecomunicaciones Digitales, S.A., formerly known as Cable Onda S.A. ("Tigo Panama"). We have operated in Panama since our acquisition of an 80% stake in Tigo Panama in December 2018. In June 2022, we acquired the remaining 20% stake and now own 100% of Tigo Panama. Tigo Panama and its predecessor companies began operating in 1982, and the Company was the first to provide pay-TV services in the country. In 2019, Tigo Panama acquired Grupo de Comunicaciones Digitales S.A. (formerly Telefónica Móviles Panamá, S.A.) and started to provide Mobile services.

Mobile: As of December 31, 2025, we had 2.9 million Mobile subscribers, and we were the largest provider of Mobile services in Panama.

Fixed and other services: As of December 31, 2025, we had 442,000 customer relationships on our fixed network as well as through DTH services, and we were the largest provider of broadband internet services in Panama, as measured by subscribers.

Paraguay

We provide Mobile and Fixed and other services in Paraguay through various subsidiaries which are all wholly owned by the Millicom Group. Our largest subsidiary in Paraguay is Telefónica Celular del Paraguay S.A. ("Telecel"). We have operated in Paraguay since 1992.

Mobile: As of December 31, 2025, we had 4.4 million Mobile subscribers, and we were the largest provider of Mobile services in Paraguay.

Fixed and other services: We are the largest provider of broadband internet services in Paraguay as measured by subscribers. As of December 31, 2025, we had 502,000 customer relationships with our fixed networks, DTH, and, to a

much lesser extent, other technologies. We offer pay-TV services primarily using our fixed network, and we use our DTH license to offer pay-TV in areas not reached by our fixed network. We offer residential broadband internet services mostly using our fixed network, but we also employ wireless technology to provide service beyond the reach of our fixed networks. We have exclusive rights to broadcast Paraguay’s national league championship games through 2027, and we have exclusive sponsorship rights in telecommunications for the Paraguayan National Soccer Team through 2026.

Uruguay

Mobile: On October 7, 2025, we purchased Telefónica Móviles de Uruguay S.A., the second largest provider of Mobile services in Uruguay. As of December 31, 2025, we served 1.1 million mobile subscribers.

Fixed and other services: We provide B2B Fixed Internet services and point-to-point connectivity for businesses, with last-mile connectivity delivered via radio frequency. We also deliver SD-WAN, cloud and security solutions to companies and government entities.

Regulation

The licensing, construction, ownership and operation of cable TV and mobile telecommunications networks and the grant, maintenance and renewal of cable TV and mobile telecommunications licenses, as well as radio frequency allocations and interconnection arrangements, are regulated by different governmental authorities in each of the markets that Millicom serves. The regulatory regimes in the markets in which Millicom operates are less developed than in other countries such as the United States and countries in the European Union, and can therefore change quickly. See “Key Information—Risk Factors—2. Risks related to Millicom's business in the markets in which it operates—F. Legal and regulatory—Developing legal systems in the countries in which we operate create a number of uncertainties for our businesses.”

Typically, Millicom’s cable and mobile operations are regulated by the government (e.g., a ministry of communications), an independent regulatory body or a combination of both. In all of the markets in which Millicom operates, there are ongoing discussions and consultation processes involving other operators and the governing authorities regarding issues such as mobile termination rates and other interconnection rates, universal service obligations, interconnection obligations, spectrum allocations, universal service funds and other industry levies and number portability. This list is not exhaustive; such ongoing discussions are a typical part of operating in a regulated environment.

Changes in regulation can sometimes impose new burdens on the telecommunications industry and have a material impact on our business and on our financial results. For example, regulators in our markets periodically require that we reduce the interconnection fees that we charge other telecom operators to terminate voice traffic on our network. At times, such measures can have a material adverse effect on our overall results of operations. For example, in response to public health crises, governments in several of our markets have prohibited, and may again prohibit, the disconnection of customers with past due accounts for an extended period, which impacted our revenues and collections.

The mobile services we provide require the use of spectrum, for which we have various licenses in each country where we provide mobile services. Spectrum licenses have expiration dates that typically range from 10 to 20 years. Historically, we have been able to renew our licenses upon expiration by agreeing to pay additional fees. We generally expect to continue to renew most of our current licenses as they expire, and we expect to acquire new spectrum licenses as they become available in the future.

The table below summarizes our most important current mobile spectrum holdings by country:

Country Spectrum Blocks Expiration date
Bolivia 700MHz 2x12MHz 2028
Bolivia 850MHz 2x12.5MHz 2030
Bolivia AWS 2x15MHz 2028
Bolivia 1900MHz 2x10MHz 2028
Bolivia 27GHz 575MHz 2031
Colombia** 700MHz 2x20MHz 2040
Colombia**, *** AWS 2x10MHz 2025
Colombia** 1900MHz 2x5MHz 2029
Colombia** 1900MHz 2x20MHz 2043
Colombia** 1900 MHz 2x7,5MHz 2041
Colombia**, *** 1900 MHz 2x7,5MHz 2025
Colombia** 3500MHz 1x80MHz 2044
Ecuador 700 MHz 2x15 MHz 2038
Ecuador 850 MHz 2x12,5 MHz 2038
Ecuador 1900 MHz 2x30 MHz 2038
Ecuador 3500 MHz 1x100 MHz 2038
El Salvador 850MHz 2x12.5MHz 2038
El Salvador AWS 2x25MHz 2040
El Salvador 1900MHz 2x5MHz 2041
El Salvador 1900MHz 2x5MHz 2027
El Salvador 2600 MHz 1x50 MHz 2038
Guatemala 850MHz 2x24MHz 2032 - 2033
Guatemala* 700MHz 2x15MHz 2033 - 2035
Guatemala 700MHz 2x10MHz 2043
Guatemala* 2600MHz 2x45MHz 2026 -2032 -2043
Guatemala 2600MHz 1x50MHz 2032
Guatemala 3500MHz 1x75MHz 2033
Guatemala 3500MHz 1x50MHz 2033
Honduras 850MHz 2x25MHz 2028
Honduras AWS 2x20MHz 2028
Nicaragua 700MHz 2x20MHz 2033
Nicaragua 850MHz 2x12.5MHz 2033
Nicaragua 1900MHz 2x30MHz 2033
Nicaragua AWS 2x20MHz 2033
Panama 700MHz 2x15MHz 2036
Panama 850MHz 2x12.5MHz 2036
Panama 1900MHz 2x20MHz 2036
Panama AWS 2x20MHz 2036
Paraguay 850MHz 2x12.5MHz 2026
Paraguay 700MHz 2x15MHz 2029
Paraguay AWS 2x15MHz 2026
Paraguay 1900MHz 2x15MHz 2027
Uruguay 1900MHz 2x20MHz 2033
Country Spectrum Blocks Expiration date
--- --- --- ---
Uruguay 1900MHz 2x5MHz 2042
Uruguay 1900MHz 2x5MHz 2044
Uruguay 2600MHz 2x20MHz 2045-2047
Uruguay 3500MHz 100MHz 2047

* Spectrum blocks have regional allocations and varying expiration dates.

** As further disclosed in Note E.4.2. to our audited consolidated financial statements, Tigo Colombia and Coltel signed a mobile network sharing agreement on February 26, 2024. Pursuant to the agreement, both entities transferred spectrum licenses to their joint operations ("Unión Temporal"). Tigo Colombia transferred two blocks of spectrum in the 700 MHz band (2x10MHz in December 2024 and 2x10MHz September 2025) and two blocks in the 1900MHz band (2x20MHz in June 2025 and 2x5MHz in October 2025). Coltel transferred two blocks of spectrum in the 1900MHz band, delivered in three separate allocations (2x7,5MHz in June 2025, and 2x2,5MHz in July 2025 and 2x5MHz in November 2025) and one block of AWS spectrum (2x10MHz AWS in October 2025). Additionally, 80 MHz in the 3500 MHz band (5G license) was granted to the Union Temporal in February 2024.

*** Permits for the use of 15 MHz in the 1900 MHz band and 20 MHz in the AWS band have expired. However, the renewal application was duly submitted to the regulator within the legally established timeframe. Pursuant to Article 35 of Decree 019 of 2012, the use of the spectrum remains authorized while the Ministry completes the renewal process. Accordingly, the permits are legally extended until the renewal decision is issued.

Below, we provide further regulatory details in respect of certain of our main countries of operation.

Bolivia: We hold a license to provide telecommunication services in Bolivia until 2051, mobile service authorization and spectrum licenses until 2028/2031, internet fixed service until 2046, Tvcable until 2028, VOIP authorization until 2028 and VAS services until 2027.

Colombia: Through our joint operations, we operate a nationwide mobile network and hold spectrum licenses with the earliest expiration in 2029. We also hold licenses for wireless services, with the earliest expiring in 2027.

Costa Rica: We hold a general license to provide telecommunication services which expires in 2029, and a spectrum permit to download content for cable TV services which expires in 2029.

El Salvador: We hold a license to provide TV services until 2029 (fixed), telephone services until 2030, wireless telephone services until 2034 and several spectrum licenses until 2041.

Ecuador: We hold a license to provide internet access until 2036, and spectrum licenses that expire simultaneously in 2038.

Uruguay: We hold spectrum licenses with the earliest expiration in 2033.

Guatemala: We operate a nationwide mobile network and hold spectrum licenses with the earliest expiration in 2026.

Honduras: Celtel has spectrum licenses in the 850 MHz and AWS bands, which expire in 2028. The Honduran government has been planning a multi-band frequency spectrum auction in the 700 MHz and 3,500 MHz bands. However, any spectrum auction is expected to be executed after a modification of the applicable telecommunications law.

Panama: We hold cable TV, radio licenses and certain licenses to operate local, national and international long distance telephony and resale services that will expire in 2044. We also have certain other licenses to operate national and international long-distance telephony, which we expect to renew. Two new blocks of 2x10 MHz in the 1900 MHz band were assigned until 2036, totaling 40 MHz in the band.

Paraguay: We own licenses in four bands of spectrum in Paraguay with the earliest expiration in 2026. We also hold licenses to provide fixed internet and pay TV (cable and satellite) services with the earliest expirations in 2026 and 2028 respectively.

Trademarks and licenses

We own or have rights to some registered trademarks in our business, including Tigo®, Tigo Business®, Tigo Sports®, Mi Tigo®, Tigo Shop®, Tigo Money®, Tigo OneTv ®, Millicom® and The Digital Lifestyle®, among others. Under a number of trademark license agreements and letters of consent, certain operating subsidiaries are authorized to use the Tigo and Millicom trademarks under the applicable terms and conditions.

Research and Development, Patents and Licenses, etc.

We do not engage in research and development activities, and we do not own any patents.

Property, Plant and Equipment

Overview

We own, or have the right to access and use through long-term leases, telecommunications sites and related infrastructure and equipment in all of our markets. In addition, we own, or have the right to access and use through long-term leases, tower space, warehouses, office buildings and related telecommunications facilities in all of our markets. We are also party to several site sharing agreements whereby we share our owned telecommunications sites and related infrastructure and equipment, or lease such property from our counterparties in an effort to maximize the use of telecommunications sites globally. Our leased properties are owned by private individuals, corporations and sovereign states.

Assets used for the provision of cable TV and mobile telephone services include, without limitation:

•    switching, transmission and receiving equipment;

•    connecting lines (cables, wires, poles and other support structures, conduits and similar items);

•    diesel generator sets and air conditioners;

•    real property and infrastructure, including telecommunications towers, office buildings and warehouses;

•    easements and other rights to use or access real property;

•    access roads; and

•    other miscellaneous assets (work equipment, furniture, etc.).

Tower infrastructure

We determined that owning passive infrastructure, such as mobile telecommunications towers, no longer confers a competitive advantage in our markets and that utilization of these assets could be optimized.

As a result, in 2023, we created Lati International S.A.. In 2023, we also began the process of identifying and transferring towers to newly created local legal entities in each of our countries of operation in order to operate and manage these assets separately in the future.

In order to optimize the capital structure of our Tower business, we have also concluded a monetization process for our Tower business in Central America and Paraguay. We believe this will allow us to focus our capital investment on other fixed assets, such as network equipment, thereby increasing our network coverage, capacity and the overall quality of our service, while also improving our return on invested capital. On October 28, 2024, Millicom agreed to sell Lati International, S.A. and other assets encompassing a portfolio of more than 7,000 towers in Central America to SBA Communications Corp. We have also entered into other agreements including a 15-year leaseback for the sites, and a new build-to-suit agreement under which SBA will build up to 2,500 additional sites for Millicom in the same markets. Following the sale, Millicom continues to own certain Lati subsidiaries in Bolivia that own and operate approximately 2,000 towers.

As part of the other assets portfolio sale described above, Tigo Nicaragua transferred most of the towers to SBA for a total gross consideration of approximately $49 million. The tower transfer qualifies as a sale under IFRS 15 and under IFRS 16, Millicom continues to use a percentage of the towers economic benefit via the leaseback.

During the year on December 31, 2025 , Millicom closed the above mentioned transaction through the sale of its Lati Operations for Millicom’s mobile passive infrastructure assets and auxiliary agreements like build to suit, corporate guarantees, exclusivity or other agreements. In addition to the transactions with SBA, Millicom sold Lati Paraguay to Atis Group on June 3, 2025.

Tower sales in Colombia

On January 24, 2024, Tigo Colombia signed an agreement to sell and lease back, under a long-term lease agreement, 1,132 telecommunication towers to Towernex Colombia S.A.S. (“Towernex”), a KKR company. The total sale consideration amounts to $77 million. Under IFRS 16, this transaction is considered a sale and leaseback.

For additional information, see note E.4. to our audited consolidated financial statements included elsewhere in this Annual Report.

Organizational Structure and Subsidiaries

The parent company, Millicom International Cellular S.A. ("MIC S.A."), is a Luxembourg public limited liability company (société anonyme). The following table identifies MIC S.A.’s main subsidiaries as of December 31, 2025:

Entity Country Activity Ownership Interest* (%)
Colombia Móvil S.A. E.S.P. Colombia Mobile 50-1 share
Comunicaciones Celulares S.A. Guatemala Mobile 100
Grupo de Comunicaciones Digitales, S.A. (formerly Telefónica Móviles Panama, S.A.) Panama Mobile 100
Millicom Cable Costa Rica S.A. Costa Rica Cable, DTH 100
Millicom International Operations B.V. Netherlands Holding Company 100
Millicom International Services LLC USA Services Company 100
Millicom LIH S.A. Luxembourg Holding Company 100
Millicom International Operations S.A. Luxembourg Holding Company 100
Millicom Spain S.L. Spain Holding Company 100
Millicom Telecommunications S.A. (i) Luxembourg Holding Company ('MFS business') 100
Navega.com S.A. Guatemala Cable, DTH 100
Otecel, S.A. Ecuador Mobile 100
Servicios Especializados en Telecomunicaciones, S.A. Guatemala Mobile 100
Servicios Innovadores de Comunicación y Entretenimiento, S.A. Guatemala Mobile 100
Telecomunicaciones Digitales, S.A. (formerly Cable Onda S.A.) Panama Cable, Pay-TV, Internet, DTH, Fixed-line 100
Telefónica Celular de Bolivia S.A. Bolivia Mobile, DTH, Cable 100
Telefonía Celular de Nicaragua S.A. Nicaragua Mobile, Cable, Internet, Fixed-line 100
Telefónica Celular del Paraguay S.A. Paraguay Mobile, Cable, Pay-TV, Internet 100
Telemóvil El Salvador S.A. de C.V. El Salvador Mobile, Cable, DTH 100
Telefónica Móviles de Uruguay S.A. Uruguay Mobile 100
UNE EPM Telecomunicaciones S.A. and subsidiaries Colombia Fixed-line, Internet, Pay-TV, Mobile 50-1 share
* Also reflects the voting interest, except in Colombia where voting interest is 50% + 1 share for each of the two entities. See also Note "H" to our Audited Consolidated financial statements included elsewhere in this Annual Report.
(i) Millicom Telecommunications S.A. is the holding company of most of our MFS business.

In addition, we provide services in Honduras through Celtel, a joint venture in which MIC S.A. indirectly holds a 66.67% equity interest. We entered into our joint venture in Honduras at the inception of this business in the 1990s. At that time, Millicom had limited sources of capital and was investing heavily to deploy mobile operations in many countries around the world; this partner provided local market expertise and reduced Millicom’s overall capital needs. Despite the fact that Millicom owns more than 50% of the shares of this entity and has the right to nominate a majority of the directors, all decisions taken by the board or the shareholders in Honduras must be taken by a supermajority vote. This effectively gives either shareholder the ability to veto any decision and therefore neither shareholder has sole control over our joint venture in Honduras.

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 consolidated financial statements for the years ended December 31, 2025, 2024 and 2023, 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 “Key Information—Risk Factors.”

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. See “Quantitative and Qualitative Disclosures About Market Risk—Foreign currency risk.”

•    Competitive intensity, which largely reflects the number of market participants and the financial strength of each, 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 to 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 for both our mobile and fixed services. With respect to mobile services, the global industry is already well advanced in the deployment of 5G, which we expect will drive continued demand for data in the future. With respect to 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. Technological change is also impacting the capabilities of the equipment our customers use, such as mobile handsets and set-top boxes, and potential changes in this area may impact demand or the cost of providing 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.

•    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.

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

Factors affecting comparability of prior periods

Acquisitions

In the year ended December 31, 2025 the Group completed the acquisition of Uruguay and Ecuador. See note A.1.2. to our audited consolidated financial statements for additional details.

Joint operation in Colombia

On February 26, 2024, Tigo Colombia and Coltel signed an agreement to share their mobile networks. This collaboration involves 2 new joint arrangements. (both qualifying as joint operations). Certain assets and liabilities were derecognized in Tigo Colombia with the subsequent recognition of Tigo's Colombia 50% share in the corresponding joint operation. See note E.4.2. to our audited consolidated financial statements for additional details.

Lati Disposal (Lati Operations and other assets) and tower sales in Colombia

In 2025 we completed the monetization of more than 7,000 towers in Central America and Paraguay through transactions with SBA and Atis, as well as additional tower sales in Colombia (1,132 towers) to Towernex. These transactions resulted in new long‑term lease obligations and multi‑year leaseback agreements. As these leases fully annualize, we will expect a higher recurring lease‑expense run‑rate, partially offset by lower capital expenditures and maintenance requirements on owned passive infrastructure. See note A.1.3. to our audited consolidated financial statements for additional details.

Supplier finance arrangements

Our use of supplier‑finance programs increased from $29 million as of December 31, 2024 to $163 million as of December 31, 2025, all recorded within trade payables. While these programs support working‑capital flexibility, any reduction or withdrawal by participating finance institutions would require accelerated settlements or alternative funding, potentially increasing short‑term liquidity needs. See note F.3. to our audited consolidated financial statements for additional details.

Our segments

Our management determines operating and reportable segments based on the reports that are used by the chief operating decision maker (the "CODM") to make strategic and operational decisions from both a business and geographic perspective. During the latter half of 2023, Millicom implemented significant organizational changes to focus on driving profitable growth with a leaner corporate structure. The Group also adopted a decentralized approach to streamline decision-making processes and enhance agility to improve profitability and shareholder value. Following these organizational changes, and considering the information being reviewed by the CODM to assess performance and allocate resources, Millicom's operating segments were redefined to align with its countries of operation.

Cost-reduction measures

Beginning in 2022, and continuing throughout 2023 and 2024, we implemented a broad-based efficiency program (initially called "Project Everest"), and we incurred severance and other restructuring costs of approximately $87 million in 2023 and $115 million in 2024.

Honduras joint venture

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.

We report our share of the net income of this joint venture in our consolidated statement of income under the caption “Share of profit in joint ventures.”

For additional details on the Honduras joint venture, see note A.2. to our audited consolidated financial statements.

Our customer base

We generate revenue mainly from the mobile and fixed and other services that we provide and to a lesser extent, from the sale of telephone and other equipment. For a description of our services, see “Information on the Company—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 and TV advertising) 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.

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.

Group mobile customers As of December 31,
2025 2024 2023
(in thousands, except where noted)
Mobile customers 49,311 41,527 40,665
Mobile customer ARPU (in U.S. dollars) $ 6.2 $ 6.3 $ 6.0
Group - Mobile ARPU Reconciliation As of December 31,
--- --- --- ---
2025 2024 2023
Mobile service revenue ($m) 3,286 3,159 2,993
Mobile service revenue ($m) from non-Tigo customers ($m) * (65) (52) (51)
Mobile service revenue ($m) from Tigo customers (A) 3,220 3,107 2,942
Mobile customers - end of period (000) 49,311 41,527 40,665
Mobile customers - average (000) (B) ** 43,275 40,925 40,635
Mobile ARPU (USD/Month) (A/B/number of months) 6.2 6.3 6.0

*Refers to production services, MVNO, DVNO, equipment rental revenue, call center revenue, national roaming, equipment sales, visitor roaming, tower rental, DVNE and other non-customer driven revenue.

**Average of the last five quarter-end subscriber totals.

Mobile customers by country in our Group As of December 31,
2025 2024 2023
(in thousands)
Bolivia 3,989 3,945 3,875
Colombia 13,194 12,162 11,632
Ecuador 5,081
El Salvador 3,048 3,055 2,966
Guatemala 11,711 11,560 11,715
Nicaragua 3,781 3,688 3,710
Panama 2,946 2,820 2,642
Paraguay 4,416 4,296 4,124
Uruguay 1,146

In addition to the above, our Honduras joint venture had 5,003 thousand mobile customers as of December 31, 2025, 4,992 thousand customers as of December 31, 2024 and 5,088 customers as of December 31, 2023.

Group Home customers As of December 31,
2025 2024 2023
(in thousands, except where noted)
Total homes passed 13,762 13,539 13,348
Total customer relationships 4,604 4,461 4,435
HFC / FTTH homes passed 13,541 13,318 13,112
HFC / FTTH customer relationships 4,186 3,983 3,868
HFC / FTTH RGUs 8,003 8,134 8,191
HFC / FTTH broadband internet RGUs 4,009 3,786 3,602
Home ARPU (in U.S. dollars) $ 24.7 $ 27.4 $ 27.1

In addition to the above, our Honduras joint venture had 175 thousand HFC / FTTH customer relationships as of December 31, 2025, 166 thousand as of December 31, 2024 and 173 thousand as of December 31, 2023.

Group - Home ARPU Reconciliation As of December 31,
2025 2024 2023
Home service revenue ($m) 1,371 1,482 1,537
Home service revenue ($m) from non-Tigo customers ($m) * (26) (26) (28)
Home service revenue ($m) from Tigo customers (A) 1,345 1,456 1,510
Customer Relationships - end of period (000) ** 4,604 4,461 4,435
Customer Relationships - average (000) (B) *** 4,536 4,421 4,647
Home ARPU (USD/Month) (A/B/number of months) 24.7 27.4 27.1

The calculation of Home ARPU includes equipment rental.

*TV advertising, production services, equipment rental revenue, call center revenue, equipment sales and other non-customer-driven revenue.

**Represented by homes connected all technologies (HFC + Other Technologies + DTH & Wimax RGUs).

***Average of the last five quarters.

Results of operations

We have based the following discussion on our audited 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 “Operating and Financial Review and Prospects—Operating Results —Factors affecting comparability of prior periods.”

Group Consolidated results of operations for the years ended December 31, 2025 and 2024

The following table sets forth certain consolidated statement of income data for the periods indicated:

Year ended December 31, Percentage Change
2025 2024
(U.S. dollars in millions, except percentages)
Revenue 5,819 5,804 0.2 %
Equipment, programming and other direct costs (1,311) (1,420) 7.7 %
Operating expenses (1,758) (1,915) 8.2 %
Depreciation (961) (916) (5.0) %
Amortization (319) (319) %
Share of profit in joint ventures 102 54 91.0 %
Other operating income (expenses), net 68 54 26.2 %
Operating profit 1,639 1,342 22.2 %
Interest and other financial expenses (702) (716) 2.0 %
Interest and other financial income 28 46 (38.3) %
Sale of Lati Operations 741 NM
Other non-operating (expenses) income, net (43) (119) 64.0 %
Profit from other joint ventures and associates, net 1 NM
Profit (loss) before taxes from continuing operations 1,665 552 NM
Tax expense (303) (281) (7.5) %
Profit (loss) from continuing operations 1,362 271 NM
Profit (loss) from discontinued operations, net of tax (3) NM
Net profit (loss) for the year 1,362 268 NM

The following table sets forth group revenue opened by:

Year ended December 31,
2025 2024 Percentage Change
Group Group Group
(U.S. dollars in millions, except percentages)
Mobile revenue 3,286 3,159 4.0%
Fixed and other service revenue 2,068 2,175 (4.9)%
Other revenue 98 84 16.7%
Service revenue(i) 5,451 5,417 0.6%
Telephone and equipment revenue 367 387 (5.0)%
Revenue 5,819 5,804 0.2%

(i) Service revenue is revenue related to the provision of ongoing services such as monthly subscription fees for mobile and broadband, airtime and data usage fees, interconnection fees, roaming fees, mobile finance service commissions and fees from other telecommunications services such as data services, short message services, installation fees and other value added services excluding telephone and equipment sales.

Revenue

Revenue increased by 0.2% for the year ended December 31, 2025 to $5,819 million from $5,804 million for the year ended December 31, 2024, primarily driven by the acquisitions of Ecuador and Uruguay and positive revenue growth in most countries partially offset by the depreciation of the Boliviano. Additionally, see "—Revenue and EBITDA by Reportable Segments for the years ended December 31, 2025 and 2024" below.

Equipment, programming and other direct costs

Equipment, programming and other direct costs decreased by 7.7% for the year ended December 31, 2025 to $1,311 million from $1,420 million for the year ended December 31, 2024, reflecting savings from our efficiency program and the depreciation of the Boliviano, partially offset by the increase attributable to the acquisitions of Ecuador and Uruguay.

Operating expenses

Operating expenses decreased by 8.2% for the year ended December 31, 2025 to $1,758 million from $1,915 million for the year ended December 31, 2024, reflecting savings from our efficiency program and the depreciation of the Boliviano, partially offset by the increase attributable to the acquisitions of Ecuador and Uruguay, including $20 million of restructuring costs. For the year ended December 31, 2024 operating expenses include severance costs related to Project Everest of $115 million and also one-off costs related to buy-out discussions.

Depreciation

Depreciation increased by 5.0% for the year ended December 31, 2025 to $961 million from $916 million for the year ended December 31, 2024. The increase is mostly driven by the acquisitions of Ecuador and Uruguay, the sale of Lati Operations and the contribution of towers to our joint operation in Colombia, partially offset by the depreciation of the Boliviano.

Amortization

Amortization remained at $319 million for the year ended December 31, 2025 ($319 million also for the year ended December 31, 2024).

Share of profit in joint ventures

Share of profit in joint ventures increased by 91.0% for the year ended December 31, 2025 to $102 million from $54 million for the year ended December 31, 2024. The increase is mainly explained by the one-off profit related to the infrastructure deal with Lati Honduras.

Other operating income (expenses), net

Other operating income (expenses), net, for the year ended December 31, 2025 was $68 million, an increase from income of $54 million for the year ended December 31, 2024, mainly due to a one-time gains from the creation of the shared mobile network in Colombia and the sale of towers in Colombia and Nicaragua.

Interest and other financial expenses

Interest and other financial expenses decreased by 2.0% for the year ended December 31, 2025 to $702 million from $716 million for the year ended December 31, 2024, reflecting lower interest expense on our debt and lower commissions on the purchase of U.S. dollars by our Bolivia operation, partially offset by higher interest expense on tower rental, following the infrastructure deal and the formation of our joint operation in Colombia.

Interest and other financial income

Interest and other financial income decreased by 38.3% for the year ended December 31, 2025 to $28 million from $46 million for the year ended December 31, 2024, as the year ended December 31, 2024 included discounts on debt repurchases.

Sale of Lati Operations

Sale of Lati operations represents the result of the closing of the infrastructure deal with SBA/Atis.

Other non-operating (expenses) income, net

Other non-operating (expenses) income, net, decreased by $76 million for the year ended December 31, 2025 to an expense of $43 million, from an expense of $119 million for the year ended December 31, 2024. The decrease was mainly driven by net foreign exchange gains and partially offset by the change in provisions for adverse legal rulings.

Tax expenses

Tax expenses, increased by 7.5% for the year ended December 31, 2025 to $303 million from $281 million for the year ended December 31, 2024. The increase is mainly due to higher profitability partially offset by the effect of certain tax risks provisions.

Net profit (loss) for the year

Net profit for the year increased by $1,095 million for the year ended December 31, 2025 to a gain of $1,362 million, from a gain of $268 million for the year ended December 31, 2024. Profit for the year from continuing operations increased by $1,091 million for the year ended December 31, 2025 to a gain of $1,362 million, from a gain of $271 million for the year ended December 31, 2024 for the reasons stated above. Profit (loss) for the year from discontinued operations, net of tax increased by $3 million for the year ended December 31, 2025 to nil as compared to a loss of $3 million for the year ended December 31, 2024.

Revenue and Adjusted EBITDA by Reportable Segments for the years ended December 31, 2025 and 2024

Our reportable segments consist of Guatemala, Colombia, Panama, Honduras, Paraguay, Bolivia and Other segments, which includes El Salvador, Nicaragua, Costa Rica, Uruguay and Ecuador (these two latest for 2025 only). The Honduras segment presents the results of 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. The following table sets forth our revenue by reportable segments for the years ended December 31, 2025 and 2024. See note B.3. to our audited consolidated financial statements for additional details.

Revenue by Reportable Segments Year ended December 31 Percentage <br>Change
2025 2024
(U.S. dollars in millions, except percentages)
Guatemala 1,671 1,603 4.2%
Colombia 1,450 1,380 5.1%
Panama 725 756 (4.1)%
Honduras (i) 621 617 0.6%
Paraguay 578 559 3.5%
Bolivia 356 613 (41.9)%
Other 1,066 914 16.6%
Inter-segment and other eliminations (i) (648) (638) (1.6)%
Total Group 5,819 5,804 0.2%

Guatemala represented 26%, Colombia represented 22%, Panama, Honduras and Paraguay each represented between 9% and 11%, Bolivia represented 6%, and Other represented together 16% of our total revenue by reportable segment for the year ended December 31, 2025. Colombia experienced the highest relative increase in revenues of 5.1% mainly due to growth in the mobile business and a recovery in the home business. Other countries revenues increased 16.6% year on year mainly due to the acquisition of operations in Ecuador and Uruguay. In contrast, revenue declined 41.9% in Bolivia due to the significant depreciation in local currency, following the application of the Amendments to IAS 21, as from 1 January, 2025.

Adjusted EBITDA by Reportable Segments Year ended December 31 Percentage <br>Change
2025 2024
(U.S. dollars in millions, except percentages)
Guatemala 928 867 7.0%
Colombia 604 525 15.0%
Panama 371 354 4.9%
Honduras (i) 320 302 6.0%
Paraguay 297 267 11.3%
Bolivia 174 266 (34.5)%
Other 466 391 19.0%

(i) While the Millicom Group holds a 66.67% equity interest in the Honduras joint venture (which is accounted for using the equity method), its performance is reviewed by the CODM in a similar manner as the Group's fully owned operations and is therefore shown as a separate operating segment at 100%. However, such amounts are removed for reconciliation to the Group's total revenue. See note B.3. to our audited consolidated financial statements for further details on segment information.

The Guatemala, Colombia, and Panama segments generated the highest Adjusted EBITDA in 2025. While the Company's restructuring program produced meaningful cost savings in all country segments, positively impacting profitability in 2025, the following noteworthy factors also affected the comparison with 2024:

•Guatemala Adjusted EBITDA benefited from postpaid subscriber growth and higher prepaid mobile ARPU;

•Colombia Adjusted EBITDA benefited from customer growth in both its mobile and home business in combination with continuous cost control;

•Panama Adjusted EBITDA benefited from mobile customer and ARPU growth;

•Bolivia Adjusted EBITDA declined year on year mainly due to depreciation of the Boliviano against the U.S. Dollar, after the application of the Amendments to IAS 21. This trend was partially offset by robust postpaid subscriber growth and ARPU development;

•Paraguay Adjusted EBITDA benefited from mobile customer growth and continued strong performance in B2B; and

•Other Adjusted EBITDA benefited from from the incorporation of new operations in Ecuador and Uruguay.

Group Consolidated results of operations for the years ended December 31, 2024 and 2023

The following table sets forth certain consolidated statement of income data for the periods indicated:

Year ended December 31 Percentage Change
2024 2023
(U.S. dollars in millions, except percentages)
Revenue 5,804 5,661 2.5%
Equipment, programming and other direct costs (1,420) (1,507) 5.8%
Operating expenses (1,915) (2,043) 6.2%
Depreciation (916) (978) 6.4%
Amortization (319) (360) 11.6%
Share of profit in joint ventures 54 42 26.7%
Other operating income (expenses), net 54 10 NM
Operating profit 1,342 826 62.5%
Interest and other financial expenses (716) (712) (0.5)%
Interest and other financial income 46 28 61.4%
Other non-operating (expenses) income, net (119) 36 NM
Profit (loss) from other joint ventures and associates, net (3) 99.6%
Profit before taxes 552 175 NM
Tax expense (281) (424) 33.7%
Profit from continuing operations 271 (249) NM
Profit (loss) from discontinued operations, net of tax (3) 4 NM
Net profit for the year 268 (245) NM

The following table sets forth group revenue opened by:

Year ended December 31,
2024 2023 Percentage Change
Group Group Group
(U.S. dollars in millions, except percentages)
Mobile revenue 3,159 2,993 5.5%
Fixed and other service revenue 2,175 2,192 (0.8)%
Other revenue 84 65 27.9%
Service revenue(i) 5,417 5,250 3.2%
Telephone and equipment revenue 387 411 (5.8)%
Revenue 5,804 5,661 2.5%

(i) Service revenue is revenue related to the provision of ongoing services such as monthly subscription fees for mobile and broadband, airtime and data usage fees, interconnection fees, roaming fees, mobile finance service commissions and fees from other telecommunications services such as data services, short message services, installation fees and other value added services excluding telephone and equipment sales.

Revenue

Revenue increased by 2.5% for the year ended December 31, 2024 to $5,804 million from $5,661 million for the year ended December 31, 2023. The increase in revenue of $143 million reflects positive revenue growth in most countries, partially offset by lower revenue in Paraguay. Additionally, see "—Revenue and EBITDA by Reportable Segments for the years ended December 31, 2024 and 2023" below.

Equipment, programming and other direct costs

Equipment, programming and other direct costs decreased by 5.8% for the year ended December 31, 2024 to $1,420 million from $1,507 million for the year ended December 31, 2023, reflecting savings from our efficiency program.

Operating expenses decreased by 6.2% for the year ended December 31, 2024 to $1,915 million from $2,043 million for the year ended December 31, 2023, reflecting savings from our efficiency program. For the year ended December 31, 2024 operating expenses include severance costs related to Project Everest of $115 million and also one-off costs related to buy-out discussions.

Depreciation

Depreciation decreased by 6.4% for the year ended December 31, 2024 to $916 million from $978 million for the year ended December 31, 2023. The decline is mostly due to the sale of towers and reclassification of assets to held for sale in Colombia, and, to a lesser extent, longer useful lives in fiber assets.

Amortization

Amortization decreased 11.6% for the year ended December 31, 2024 to $319 million from $360 million for the year ended December 31, 2023, as we stopped amortizing assets held for sale related to the mobile network sharing agreement in Colombia.

Share of profit in joint ventures

Share of profit in joint ventures increased by 26.7% for the year ended December 31, 2024 to $54 million from $42 million for the year ended December 31, 2023, reflecting the increased profitability of our Honduras joint venture (attributable to higher revenue performance and lower operational costs).

Other operating income (expenses), net

Other operating income (expenses), net for the year ended December 31, 2024 was $54 million, an increase of income of $10 million for the year ended December 31, 2023, due mainly to a one-time gain of $28 million stemming from the creation of the shared mobile network and also due to a one-time gain of $13 million on the sale of towers, both in Colombia.

Interest and other financial expenses

Interest and other financial expenses increased by 0.5% for the year ended December 31, 2024 to $716 million from $712 million for the year ended December 31, 2023, reflecting higher commissions on the purchase of U.S. dollars by our operations in Bolivia, partially offset by lower interest expense on our reduced debt position.

Interest and other financial income

Interest and other financial income increased by 61.4% for the year ended December 31, 2024 to $46 million from $28 million for the year ended December 31, 2023, mainly due to discounts on debt repurchases and higher interest income earned.

Other non-operating (expenses) income, net

Other non-operating (expenses) income, net, increased by $155 million for the year ended December 31, 2024 to an expense of $119 million from an income of $36 million for the year ended December 31, 2023.The increase was mainly due to a provision for an adverse legal ruling as well as foreign exchange losses, mainly in Colombia and Paraguay.

Loss from other joint ventures and associates, net

Loss from other joint ventures and associates, net increased by $3 million for the year ended December 31, 2024 to nil from a loss of $3 million for the year ended December 31, 2023 that was attributable to our former operations in Ghana.

Tax expense

Tax expense decreased by 33.7% for the year ended December 31, 2024 to $281 million from $424 million for the year ended December 31, 2023. The decrease is mainly due to the write-off of deferred tax assets and value-added tax credits in Colombia in 2023.

Net profit (loss) for the year

Net profit for the year increased by $513 million for the year ended December 31, 2024 to a gain of $268 million from a loss of $245 million for the year ended December 31, 2023. Profit for the year from continuing operations increased by $520 million for the year ended December 31, 2024 to a gain of $271 million from a loss of $249 million for the year ended December 31, 2023 for the reasons stated above. Profit (loss) for the year from discontinued operations, net of tax decreased by $8 million for the year ended December 31, 2024 to a loss of $3 million as compared to a profit of $4 million for the year ended December 31, 2023.

Revenue and Adjusted EBITDA by Reportable Segments for the years ended December 31, 2024 and 2023

Our reportable segments consist of Guatemala, Colombia, Panama, Honduras, Paraguay, Bolivia and Other, which includes Nicaragua, Costa Rica and El Salvador. The Honduras segment presents the results of 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. The following table sets forth our revenue by reportable segments for the years ended December 31, 2024 and 2023. See note B.3. to our audited consolidated financial statements for additional details.

Revenue by Reportable Segments Year ended December 31, Percentage <br>Change
2024 2023
(U.S. dollars in millions, except percentages)
Guatemala 1,603 1,564 2.5%
Colombia 1,380 1,313 5.1%
Panama 756 719 5.1%
Honduras (i) 617 612 0.9%
Paraguay 559 568 (1.6)%
Bolivia 613 613 0.1%
Other 914 902 1.3%
Inter-segment and other eliminations (i) (638) (631) (1.2)%
Total Group 5,804 5,661 2.5%

Guatemala represented 25%, Colombia represented 21%, Panama, Honduras, Paraguay and El Salvador each represented between 9% and 11%,and Other represented together 14% of our total revenue by reportable segments for the year ended December 31, 2024. Panama and Colombia experienced the highest relative increase in revenues of 5.1% due to robust growth in the Mobile business (and in Panama, also due to two new large B2B contracts). In contrast, revenue declined 1.6% in Paraguay due to the weaker foreign exchange rate. Other increase was mainly driven by higher revenue in the Mobile business for El Salvador and Nicaragua.

Adjusted EBITDA by Reportable Segments Year ended December 31 Percentage <br>Change
2024 2023
(U.S. dollars in millions, except percentages)
Guatemala 867 807 7.4%
Colombia 525 420 25.0%
Panama 354 296 19.5%
Honduras (i) 302 272 10.9%
Paraguay 267 236 12.9%
Bolivia 266 224 18.7%
Other 391 352 11.1%

(i) While the Millicom Group holds a 66.67% equity interest in the Honduras joint venture (which is accounted for using the equity method), its performance is reviewed by the CODM in a similar manner as the Group's fully owned operations and is therefore also shown as a separate operating segment at 100%. However, such amounts are removed for reconciliation to the Group's total revenue. See note B.3. to our audited consolidated financial statements for further details on segment information.

The Guatemala, Colombia, and Panama segments generated the highest Adjusted EBITDA in 2024. While the Company's restructuring program produced meaningful cost savings in all country segments, positively impacting profitability in 2024, the following noteworthy factors also affected the comparison with 2023:

•Guatemala Adjusted EBITDA benefited from higher prepaid mobile ARPU;

•Colombia Adjusted EBITDA benefited from postpaid customer and prepaid mobile ARPU growth, which more than offset a decline in the Home business;

•Panama Adjusted EBITDA benefited from mobile customer and ARPU growth, as well as new B2B contracts;

•Bolivia Adjusted EBITDA benefited from higher mobile and B2B revenue, partially offset by lower revenue in Home, where we have continued to prioritize profitability over growth;

•Paraguay Adjusted EBITDA benefited from mobile customer and ARPU growth and continued strong performance in B2B; and

•Other Adjusted EBITDA benefited from growth in mobile offsetting a decline in Home.

Other financial data

Year ended December 31,
2025 2024
(U.S. dollars in millions, except percentages)
Group:
Service revenue 5,451 5,417
Telephone and equipment revenue 367 387
Revenue 5,819 5,804
Revenue growth 0.2% 2.5%
Revenue organic growth(2) 2.0% 1.3%
Service revenue growth 0.6% 3.2%
Service revenue organic growth(2) 2.8% 1.9%
Net cash provided by operating activities 1,734 1,603
Net cash used in investing activities (374) (604)
Net cash used in financing activities (485) (1,066)
Operating free cash flow(1) 1,562 1,469
Free cash flow(1) 794 688
Equity free cash flow(1) 916 777
Equity free cash flow, excluding divestitures(1) 864 728

(1) Free Cash Flow Measures

Operating free cash flow, Free cash flow, Equity free cash flow and Equity free cash flow excluding divestitures are all Non-IFRS measures. See "—Use of Non-IFRS Terms" below for more information on these measures.

The following table shows a reconciliation from Net cash provided by operating activities to Operating free cash flow, Free cash flow, Equity free cash flow, and Equity free cash flow excluding divestitures for the Millicom Group:

Year ended December 31,
2025 2024
(U.S. dollars in millions)
Net cash provided by operating activities 1,734 1,603
Purchase of property, plant and equipment (650) (540)
Proceeds from sale of property, plant and equipment 84 58
Purchase of other intangible assets (91) (94)
Purchase of spectrum and licenses (73) (135)
Finance charges paid, net 558 577
Operating free cash flow 1,562 1,469
Interest (paid), net (558) (577)
Lease capital repayments (209) (204)
Free cash flow 794 688
Repatriation from joint ventures 123 89
Advances and dividends paid to non-controlling interests (2)
Equity free cash flow 916 777
Less: Proceeds from tower divestitures, net of taxes 52 49
Equity free cash flow - ex divestitures 864 728

(2) Revenue and Service Revenue Organic Growth

Revenue organic growth and Service revenue organic growth are non-IFRS measures. See "—Use of Non-IFRS Terms" below for more information on these measures.

The following table shows a reconciliation from reported growth on an IFRS basis to organic growth for revenue and service revenue:

Revenue Service Revenue
As of and for the year ended December 31,
2025 2024 2025 2024
(U.S. dollars in millions, except percentages)
Current period 5,819 5,804 5,451 5,417
Prior year period 5,804 5,661 5,417 5,250
Reported Growth 0.2% 2.5% 0.6% 3.2%
Change in perimeter impact(i) (2.4)% —% (2.3)% —%
Foreign exchange impact and other (ii) 4.1% (1.3)% 4.5% (1.3)%
Organic growth 2.0% 1.3% 2.8% 1.9%

(i)    The following change in perimeter impacts was eliminated to calculate Revenue Organic Growth: a positive $139 million revenue impact in the year ended December 31, 2025 due to revenue generated by Telefónica Móviles de Uruguay S.A, which was consolidated as of October 7, 2025 and Otecel, S.A. which we consolidated as of October 30, 2025. The following change in perimeter impacts was eliminated to calculate Service Revenue Organic Growth: a positive $126 million service revenue impact in the year ended December 31, 2025 due to service revenue generated by Telefónica Móviles de Uruguay S.A, which was consolidated as of October 7, 2025 and Otecel, S.A. which we consolidated as of October 30, 2025 .

(ii)    The following foreign exchange and other impacts were eliminated to calculate Revenue organic growth: a negative $240 million revenue impact in the year ended December 31, 2025, and a positive $71 million revenue impact in the year ended December 31, 2024. The following foreign exchange and other impacts were eliminated to calculate Service revenue organic growth: a negative $243 million service revenue impact in the year ended December 31, 2025, and a positive $67 million service revenue impact in the year ended December 31, 2024.

Use of Non-IFRS Terms

Non-IFRS Measures

This Annual Report contains financial measures that are not prepared in accordance with IFRS. These measures are referred to as “non-IFRS” measures, and they are not uniformly or legally defined financial measures. Non-IFRS measures are not substitutes for IFRS measures in assessing our overall operating performance. Because non-IFRS measures are not determined in accordance with IFRS, and are susceptible to varying calculations, non-IFRS measures may not be comparable to other similarly titled measures presented by other companies.

Non-IFRS measures are included in this Annual Report because they are used by our management, and we believe they provide investors with additional information for the analysis of Millicom’s results of operations, particularly in evaluating performance from one period to another. Millicom’s management uses non-IFRS measures to make operating decisions, as they facilitate additional internal comparisons of Millicom’s performance to historical results, and provides them to investors as a supplement to Millicom’s reported results for additional insight into Millicom’s operating performance. Millicom’s Compensation Committee uses certain non-IFRS measures when assessing the performance and compensation of employees, including Millicom’s Executive Directors.

Non-IFRS measures have limitations as an analytical tool. The non-IFRS measures used by Millicom may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. In addition, these non-IFRS measures should not be considered in isolation as a substitute for, or as superior to, financial measures calculated in accordance with IFRS. Millicom’s financial results calculated in accordance with IFRS and reconciliations to those financial statements should be carefully evaluated.

Description of Non-IFRS Measures

Equity free cash flow is defined as Net cash provided by operating activities, less Purchase of property, plant and equipment, Proceeds from sale of property, plant and equipment, Purchase of other intangible assets, Purchase of spectrum and licenses, Finance charges paid, net, Interest paid, net and Lease capital repayments, as adjusted for Repatriation from joint ventures and associates.

Equity free cash flow excluding divestitures is defined as Net cash provided by operating activities, less Purchase of property, plant and equipment, Proceeds from sale of property, plant and equipment, Purchase of other intangible assets, Purchase of spectrum and licenses, Finance charges paid, net, Interest paid, net and Lease capital repayments, as adjusted for Repatriation from joint ventures, less proceeds net of taxes attributable to sale of tower assets.

Free cash flow is defined as Net cash provided by operating activities, less Purchase of property, plant and equipment, Proceeds from sale of property, plant and equipment, Purchase of other intangible assets, Purchase of spectrum and licenses, Finance charges paid, net, Interest paid, net and Lease capital repayments.

Operating free cash flow is defined as Net cash provided by operating activities, less Purchase of property, plant and equipment, Proceeds from sale of property, plant and equipment, Purchase of other intangible assets, Purchase of spectrum and licenses and Finance charges paid, net.

Revenue organic growth is defined as the period-over-period change in Revenue, adjusted for changes in perimeter impact and the effects of foreign exchange and other similar impacts.

Service revenue organic growth is defined as the period-over-period change in Service Revenue, adjusted for changes in perimeter impact and the effects of foreign exchange and other similar impacts.

Critical accounting policies

The preparation of our consolidated financial statements requires management to use judgment in applying accounting policies. It also requires the use of certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. These estimates are based on management’s best knowledge of current events, actions and best estimates as of a specified date, and actual results may ultimately differ from these estimates. Areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are described in “Introduction—

Judgments and critical estimates” in the notes to our audited consolidated financial statements, and in the notes referenced therein.

For a description of new or amended IFRS accounting standards to which we are subject, see “Introduction—New and amended IFRS accounting standards” in the notes to our audited consolidated financial statements.

Liquidity and Capital Resources

Overview

The Millicom Group’s sources of funds are cash from operations, internal and external financing as well as proceeds from the disposal of assets. The Millicom Group finances its operations centrally at the MIC S.A. level or alternatively, where it deems it more cost effective to do so, at the operational level.

In particular, we seek to finance the costs of deploying and expanding our fixed and mobile networks mainly at the operating level on a country-by-country basis, utilizing credit facilities provided by banks and entering into leases, obtaining financing from the debt capital markets, and seeking funding from export credit agencies and development financial institutions such as the Inter-American Development Bank.

If we decide to acquire other businesses, we expect to fund these acquisitions from cash resources, borrowings under existing credit facilities, through new borrowings, including under new credit facilities or issuances of debt securities, and, if necessary, we may issue equity to raise funds.

As of December 31, 2025, our consolidated cash and cash equivalents balance was $1,552 million (of which $1,166 million was at the holdings level and $387 million was at the operating subsidiaries level). As of December 31, 2024 and 2023, our consolidated cash and cash equivalents balance was $699 million (of which $501 million was at the holdings level and $198 million was at the operating subsidiaries level) and $775 million (of which $384 million was at the holdings level and $391 million was at the operating subsidiaries level), respectively. If funds at the foreign operating subsidiaries level are repatriated, taxes on each type of repatriation and each country would need to be accrued and paid, where applicable.

As of December 31, 2025, our total consolidated indebtedness (excluding lease liabilities) was $6,886 million. As of December 31, 2024 and 2023 our total consolidated indebtedness (excluding lease liabilities) was $5,815 million and $6,697 million, respectively.

We believe that our available cash and cash equivalents, borrowings and funds from our operating subsidiaries will be sufficient to meet our projected operating and capital expenditure requirements for at least the next 12 months.

Cash repatriation

Cash repatriation is dependent on operating and financial performance of our operations. Cash repatriation is accomplished through a combination of dividends, fees and shareholder loan repayments.

The following table sets forth cash repatriated to MIC S.A. from our subsidiaries and joint ventures for the periods presented:

December 31,
2025 2024 2023
(U.S. dollars in millions)
Subsidiaries 979 393 566
Joint ventures 123 89 86
Total 1,102 482 652

In each case, the repatriated cash was principally used to cover corporate expenses, service corporate debt and pay corporate taxes.

Some of our operating subsidiaries and joint ventures have covenants on debt outstanding that impose restrictions on their ability to upstream cash to MIC S.A. As a result of these restrictions, significant cash or cash equivalent balances may be held from time to time at our operating subsidiaries and joint ventures.

Cash flows

Set forth below is a comparative discussion of our cash flows, which includes cash flows from discontinued operations.

Years ended December 31, 2025 and 2024

For the year ended December 31, 2025, cash provided by operating activities was $1,734 million, compared to $1,603 million for the year ended December 31, 2024. The increase is mainly due to better results for the year ended December 31, 2025 compared to the year ended December 31, 2024 (see "—Operating Results").

Cash used in investing activities was $374 million for the year ended December 31, 2025, compared to $604 million for the year ended December 31, 2024. In the year ended December 31, 2025, Millicom used $545 million to acquire its new operations in Ecuador and Uruguay, $650 million to purchase property, plant and equipment, $73 million to purchase spectrum and licenses and $91 million to purchase other intangible assets. These items were partially offset by net proceeds of $781 million from the sale of Lati Operations, by proceeds of $99 million in dividends from joint ventures and $84 million from the sale of property, plant and equipment such as towers. For the year ended December 31, 2024, Millicom used $540 million to purchase property, plant and equipment, $135 million to purchase spectrum and licenses and $94 million to purchase other intangible assets, and these items were partially offset by proceeds of $66 million in dividends from joint ventures and $58 million from the sale of property, plant and equipment such as towers.

Cash used in financing activities was $485 million for the year ended December 31, 2025, compared to $1,066 million for the year ended December 31, 2024. For the year ended December 31, 2025, we repaid debt of $599 million, lease capital of $209 million, $119 million of share repurchases and $754 million of dividends, while raising funds of $1,199 million through new financing. For the year ended December 31, 2024 we repaid debt of $1,366 million, lease capital of $204 million and $99 million of share repurchases, while raising funds of $604 million through new financings.

Years ended December 31, 2024 and 2023

For the year ended December 31, 2024, cash provided by operating activities was $1,603 million, compared to $1,223 million for the year ended December 31, 2023. The increase is mainly due to better results for the year ended December 31, 2024 compared to the year ended December 31, 2023 (see "—Operating Results").

Cash used in investing activities was $604 million for the year ended December 31, 2024, compared to $1,116 million for the year ended December 31, 2023. In the year ended December 31, 2024, Millicom used $540 million to purchase property, plant and equipment, $135 million to purchase spectrum and licenses and $94 million to purchase other intangible assets, and these items were partially offset by proceeds of $66 million in dividends from joint ventures, and $58 million from the sale of property, plant and equipment such as towers. For the year ended December 31, 2023, Millicom used $814 million to purchase property, plant and equipment, $236 million to purchase spectrum and licenses and $133 million to purchase intangible assets and licenses, and these items were partially offset by proceeds of $63 million in dividends from joint ventures, and $17 million from the sale of property, plant and equipment.

Cash used in financing activities was $1,066 million for the year ended December 31, 2024, compared to $377 million for the year ended December 31, 2023. For the year ended December 31, 2024, we repaid debt of $1,366 million and lease capital of $204 million while raising funds of $604 million through new financing. In 2024, we paid $99 million for share repurchases. For the year ended December 31, 2023, we repaid debt of $632 million and lease capital of $177 million while raising funds of $362 million through new financings. In 2023, our partner in Colombia contributed $74 million to our Colombian subsidiary, and we paid $5 million for share repurchases.

Group capital expenditures and commitments

Our capital expenditures of property, plant and equipment, licenses and other intangibles on a consolidated basis, including accruals for such additions at the end of the periods, for the years ended December 31, 2025, 2024, and 2023 are set out in the table below. Our capital expenditure mainly relates to the growth of the 4G network, the rollout of the HFC network, connection of new homes, IT investments and spectrum.

Year ended December 31
2025 2024 2023
(U.S. dollars in millions)
Additions to property, plant and equipment 654 579 693
Additions to licenses and other intangibles 572 221 522
Total consolidated additions 1,226 801 1,215

As of December 31, 2025, we had commitments to purchase network equipment, other fixed assets and intangible assets with a value of $305 million from a number of suppliers, of which $280 million was within one year and $25 million more than one year. Out of these commitments, $31 million relate to the Group’s share in joint ventures ($31 million within one year). We expect to meet these commitments from our current cash balance and from cash generated from our operations.

Financing

We seek to finance our operations on a country-by-country basis when we determine it to be more cost and risk effective. As local financial markets become more developed, we have been able to finance increasingly at the level of our operations in local currency and on a generally non-recourse basis to MIC S.A. As of December 31, 2025, 65% ($4,470 million) of our total consolidated debt of $6,886 million (excluding lease liabilities) was at the operational level (excluding our Honduras joint venture) and generally non-recourse to MIC S.A., and 52% of this debt was denominated in local currency. In addition, as of December 31, 2025, our joint venture in Honduras had $367 million of debt excluding lease liabilities which was non-recourse to MIC S.A. From time to time, we may provide support to our subsidiaries and service indebtedness that is held at the operational level.

Consolidated indebtedness

Millicom’s total consolidated debt and financing (that is, excluding lease liabilities) as of December 31, 2025 was $6,886 million (December 31, 2024: $5,815 million). Our total consolidated net debt (representing debt and financial liabilities, including derivative instruments (assets and liabilities), less cash and pledged and time deposits) was $5,357 million (December 31, 2024: $5,174 million).

Millicom's lease liabilities as of December 31, 2025 were $2,587 million. 100% of our consolidated lease liabilities, or $2,583 million, was at the operational level (excluding our joint venture in Honduras) and approximately $671 million was recourse to MIC S.A. Including lease liabilities, Millicom's total consolidated financial obligations as of December 31, 2025 were $9,472 million with the increase being related to the infrastructure deals that occurred in 2025 (December 31, 2024: $6,769 million). Our total consolidated net financing obligations (that is, net debt plus lease liabilities) were $7,943 million (December 31, 2024: $6,128 million).

See note C.6. to our audited consolidated financial statements included elsewhere in this Annual Report for a reconciliation of total consolidated debt and financing to total consolidated net debt. Our consolidated interest and other financial expenses for the year ended December 31, 2025 were $702 million and for the years ended December 31, 2024 and 2023 were $716 million and $712 million, respectively.

The following table sets forth our consolidated debt and financing by entity or operational entity location for the periods indicated:

December 31,
2025 2023
(US millions)
MIC S.A. (Luxembourg) 2,416 2,388
Latin America:
Guatemala 1,602 1,463
Colombia 620 713
Paraguay 705 665
Bolivia 128 246
El Salvador 248 174
Costa Rica 148 142
Nicaragua 148
Panama 734 759
Uruguay 201 n/a
Ecuador 83 n/a
Total debt and financing 6,886 6,697

All values are in US Dollars.

For a more detailed description of our outstanding financial obligations, including our credit facilities and outstanding bond or note issuances, see note C.3. to our audited consolidated financial statements.

Our financing facilities at the MIC S.A. level are subject to a number of financial covenants including leverage covenants. In addition, most financings at the MIC S.A. level contain restrictions on sale of businesses or significant assets within the businesses.

Our financing facilities at the operational level are subject to a number of financial covenants including leverage and restricted payment covenants, and in certain cases, debt service coverage and debt to earnings covenants. In addition, some of the financings at the operational level contain restrictions on sale of businesses or significant assets within the businesses.

From time to time, we repurchase certain outstanding indebtedness at both the MIC S.A. level and the operational level. For example, during 2024, MIC S.A. redeemed all of its 6.625% Senior Notes due 2026 for approximately $148 million and repurchased a portion of its 4.500% Senior Notes due 2031, 6.250% Senior Notes due 2029 and 5.125% Senior Notes due 2028 on the open market for approximately $17 million, $59 million and $90 million, respectively. During 2024, Comcel (Guatemala) repurchased and cancelled a portion of the 5.125% Senior Notes due 2032 for approximately $88 million, Telecomunicaciones Digitales, S.A. repurchased and cancelled some of its 4.500% Senior Notes due 2030 and Telefónica Celular del Paraguay, S.A.E. repurchased and cancelled a portion of its 5.875% Senior Notes due 2027 for approximately $63 million. See Note C.3.1. to our audited consolidated financial statements. We and our subsidiaries might continue to repurchase debt in pursuit of our leverage target, and may do so in the open market, in privately negotiated transactions, through tender or exchange offers, or otherwise, and we and our subsidiaries may redeem debt that we or they are permitted to redeem under its terms.

Indebtedness of joint ventures

With respect to the Honduras joint venture, total debt excluding lease liabilities as of December 31, 2025 was $367 million. As of December 31, 2025, our joint venture in Honduras had lease liabilities of $392 million. The total net debt (representing debt and financial liabilities, including derivative instruments (assets and liabilities), less cash and pledged and time deposits) was $299 million. Annual interest expense for the Honduras joint venture for the years ended December 31, 2025, 2024 and 2023 was $55 million, $39 million and $29 million, respectively.

The following table sets forth the total debt including leases of the Honduras joint venture for the periods indicated:

December 31,
2025 2023
(US millions)
Honduras 759 422

All values are in US Dollars.

The financing facilities of the Honduras joint venture are not subject to specific financial covenants. However, some of them contain covenants or restrictions on sale of businesses or significant assets within the businesses.

Supplier Finance Arrangements

As part of our working‑capital management, the Group utilizes in supplier finance arrangements in several of our markets. Under these programs, participating suppliers may elect to receive early payment from the finance provider, while we settle the approved invoices with the finance provider at the original or contractually extended payment date. As of December 31, 2025, a total of $163 million of our trade payables were outstanding under these arrangements (compared to $29 million as of December 31, 2024). These obligations continue to be recorded within Trade payables, as the underlying commercial terms with suppliers remain substantially unchanged. While these programs improve payment flexibility and support supplier relationships, they also create a degree of operational dependency on the continued availability of the finance providers. A reduction in program capacity or a full withdrawal, whether driven by market conditions or counterparty decisions, could require us to accelerate payments to suppliers or replace the facility with alternative funding sources, which could temporarily increase our working‑capital requirements. Additional information regarding our supplier finance arrangements, including the outstanding balances and classification within our consolidated financial statements, is provided in Note F.3. to the consolidated financial statements.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have, a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. See Notes C.3.5., F.4.3. and G.2. to our audited consolidated financial statements.

Trend Information

For a discussion of trend information, see “—Operating Results—Factors affecting our results of operations” and “—Operating Results—Factors affecting comparability of prior periods."

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

Directors and Senior Management (including Share Ownership)

See "Corporate Governance—Board Governance—Board Profile: Skills and Experience" for more information on our directors and senior management.

Compensation

For the year ended December 31, 2025, the total compensation paid to MIC S.A.’s directors was $1 million. The total compensation for the year ended December 31, 2025 to MIC S.A.'s officers (including the amounts set aside or accrued by Millicom to provide pension, retirement or similar benefits) was $15 million.

The Company provides information on the individual compensation of its directors 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 is included below.

Remuneration of Directors

Decisions on annual remuneration of directors (tantièmes) are reserved by the Articles of Association to the general meeting of shareholders. The remuneration of the non-executive members of the Board of Directors comprises an annual fee and shares of MIC S.A. The remuneration is 100% fixed. Non-executive directors do not receive any fringe benefits, pensions or any form of variable remuneration. No remuneration was paid by MIC S.A. to any of the non-executive directors in 2025 or 2024 from any other undertakings within the Millicom Group.

In April 2025, the Director remuneration was proposed by the Nomination Committee comprised of three members appointed by the largest shareholders that opted to participate and the Chair of the Board, following the Swedish Corporate Governance Code. The shareholders approved the proposed remuneration at the 2025 AGM held on May 21, 2025.

After the AGM 2025, and following the delisting from Nasdaq Stockholm and the amendment of the articles of association, the Board resolved on the formation of a Nomination Committee comprised of Board members, rather than representatives of the largest shareholders. The Board merged the Nomination Committee with the Compensation and Talent Committee, creating the Nomination, Talent and Compensation Committee that will propose the Directors' remuneration for the approval of the 2026 AGM.

At the AGM held on May 21 2025, MIC S.A.’s shareholders approved the compensation for the non-executive directors expected to serve from that date until the 2026 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-up shares of MIC S.A. Such shares are provided from the Company’s treasury shares or, if permitted, 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 United States for the three-month period ending April 30, 2025 or US$28.96 per share, provided that shares shall not be issued below the par value. For any period where a Director is also an employee of Millicom, no remuneration is paid to that Director beyond any compensation received as an employee of Millicom. No fees were paid to Directors affiliated to Atlas, except for the Chair of the Board’s fees.

Director remuneration (Board and Committees) for the year ended December 31, 2025 and December 31, 2024 (covering the period from May 31, 2024 to the date of the AGM in May 2025 as resolved at the shareholder meeting on May 23, 2024) is set forth in the following table. See Board Committees section for details on those directors that are also committee members.

2024
Name of Director Share-based fee (i) Total Cash-based fee Share-based fee (i) Total
In thousands of
Maxime Lombardini (Director since May 2024 ; Chair since September 2024) (ii) 250.0 $ $ 250.0 Not Applicable
Ms. Maria Teresa Arnal 80.0 $ 105.0 $ 185.0 $ 67.5 $ 105.0 $ 172.5
Mr. Bruce Churchill 90.0 $ 105.0 $ 195.0 $ 80.0 $ 105.0 $ 185.0
Ms. Justine Dimovic (since May 2024) 100.0 $ 105.0 $ 205.0 $ 77.5 $ 105.0 $ 182.5
Ms. Blanca Treviño de Vega (since May 2023) 77.5 $ 105.0 $ 182.5 $ 77.5 $ 105.0 $ 182.5
Mr. Jules Niel (since September 2024) (ii) Not Applicable
Mr. Pierre-Emmanuel Durand (since September 2024) (ii) Not Applicable
Former Directors
Mr. Tomas Eliasson (until May 2025) $ 100.0 $ 105.0 $ 205.0
Ms. Aude Durand (since May 2023 and until September 2024) $ 107.5 $ 105.0 $ 212.5
Mr. Thomas Reynaud (Until September 2024) $ 55.0 $ 105.0 $ 160.0
Total (iii) 597.5 $ 420.0 $ 1,017.5 $ 565.0 $ 735.0 $ 1,300.0

All values are in US Dollars.

(i)    Share-based compensation for the period from May 2025 to May 2026 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, 2025 and represented a total of 11,600 shares, net.

(ii) Not payable to Directors affiliated to Atlas, except for Chair of the Board's fees.

(iii)     Total gross remuneration for the period from May 2025 to May 2026. Net remuneration after deduction of applicable withholding tax at source comprised 41% in shares and 59% in cash (2024: 58% in shares and 42% in cash).

Remuneration of Executive Management

See our Compensation information section.

Employees

As of December 31, 2025, the Millicom Group had approximately 15,000 employees, 14,000 employees in 2024 and 17,000 employees in 2023. Management believes that relations with the employees are good. Some of our employees belong to a union and approximately 12% of our employees participated in collective bargaining agreements as of December 31, 2025. The temporary employees of the Company corresponded to 5% of the total number of employees as of December 31, 2025.

FINANCIAL INFORMATION

Consolidated Statements and Other Financial Information

Financial Statements

Consolidated financial statements are set forth under “Financial Statements.”

Legal Proceedings

General litigation

In the ordinary course of business, Millicom is a party to various litigation or arbitration matters in each jurisdiction in which we operate. The principal categories of litigation to which we are subject include the following:

•    commercial claims, which include claims from third-party dealers, suppliers and customers alleging breaches or improper terminations of commercial agreements, or the charging of fees not in compliance with applicable law;

•    regulatory claims, which consist primarily of consumer claims, as well as complaints regarding the locations of antennae and other equipment; and

•    labor and employment claims, including claims for wrongful termination and unpaid severance or other benefits.

By category of litigation, commercial claims account for a majority of the litigation matters to which we are party by both number of cases and total potential exposure based on the amount claimed.

By geography, litigation matters in Colombia represent a majority of the litigation matters to which we are party by both number of cases and total potential exposure. This is due to the size of our operations in Colombia, the comparatively high general prevalence of litigation there, and consumer protection and quality of service regulations which facilitate claims against telecommunications companies.

In addition, from time to time, Millicom is subject to governmental and regulatory inquiries and investigations.

For additional details, see note G.3.1. to our audited consolidated financial statements.

Tax disputes

In addition to the litigation matters described above, we have ongoing tax claims and disputes in most of our markets. Generally, these disputes relate to differences with the tax authorities following their completion of audits for prior tax years dating back to 2010 or challenges by the tax authorities to our interpretation of tax regulations. Examples of these challenges and disputes relate to issues such as the following:

•    the applicability, deductibility or reporting of VAT or sales tax in Honduras, El Salvador and Costa Rica;

•    withholding tax payable on commissions, interconnection services, roaming, services fees and finance leases in Bolivia, El Salvador, Guatemala, Honduras and Paraguay;

•    the deductibility of expenses and interest on shareholder loans and other debt instruments in El Salvador and Nicaragua;

•    the deductibility of management, royalty and service fees paid to MIC S.A. by our operations in El Salvador, Honduras and Nicaragua;

•    deductibility of commissions and discounts on handsets in Ecuador, Honduras and El Salvador;

•    the deductibility of expenses for depreciation and amortization in Colombia, Guatemala, Honduras, Nicaragua and Paraguay;

•the application of the territoriality principle in the determination of the taxable base of municipal taxes in Colombia; and

•withholding tax and deductibility of expenses due to the application of double tax treaties in Bolivia and Panama.

In many instances, the tax authorities seek to impose substantial penalties and interest charges while the disputed amounts remain unpaid, as we seek resolution through negotiations or court proceedings, resulting in significantly higher total claims than we expect the tax authorities will receive once the matter has been finally resolved. We work with the local tax authorities to substantiate claims or negotiate settlement amounts to close an audit, except in those instances where we are challenging or appealing the tax authorities’ claims.

For additional details, see note G.3.2. to our audited consolidated financial statements.

Dividend and Share Repurchase Plans

For a description of the shareholders’ rights to receive dividends, the conditions to declare and pay dividends and the terms of the current share repurchase plan, please refer to "Corporate Governance—Corporate Governance Statement and Framework."

Significant Changes

No significant changes have occurred other than as described in this Annual Report since the date of our most recent audited consolidated financial statements.

THE OFFER AND LISTING

Offer and Listing Details

The principal trading market of MIC S.A.'s common shares is the Nasdaq Stock Market's Global Select Market (the "Nasdaq Global Select Market") in the United States, where MIC S.A.'s common shares are listed and trade. MIC S.A.'s common shares have been listed on the Nasdaq Global Select Market since January 9, 2019, and they had previously been listed on the Nasdaq Global Select Market until May 27, 2011.

MIC S.A. terminated its Swedish depository receipt program on March 17, 2025, and as a result, there are no Swedish depository receipts outstanding.

Markets

MIC S.A.’s common shares are listed on the Nasdaq Global Select Market in the United States under the symbol “TIGO.”

MIC S.A.'s Swedish depository receipts were listed on the main market of Nasdaq Stockholm under the symbol “TIGO SDB" (formerly "MIC_SDB”) until March 17, 2025.

ADDITIONAL INFORMATION

Related Party Transactions

The related party transactions disclosures in our audited consolidated financial statements are in some respects broader than that required by Form 20-F. For purposes of consistency of presentation, references to "related parties" refer to the broader definition that is used in our audited consolidated financial statements. The Company conducts transactions with certain related parties on normal commercial terms and conditions as described in Note G.5. to our audited consolidated financial statements.

Material Contracts

Revolving Credit Facility

MIC S.A. has a $600 million revolving credit facility that originally matured on October 15, 2025, with an option to extend for two one-year periods. The facility is governed by the revolving credit agreement, dated October 15, 2020, among Millicom International Cellular S.A., the lenders from time to time party thereto, and the Bank of Nova Scotia. The revolving credit agreement is included as Exhibit 4.2 to this Annual Report.

Amendment no. 1 to the revolving credit facility, dated June 26, 2023, updated certain provisions to reflect the transition from LIBOR to SOFR as the reference rate. The amendment no. 1 is included as Exhibit 4.3 to this Annual Report.

Amendment no. 2 to the revolving credit facility, dated August 22, 2024, extended the maturity of $565 million of the available $600 million revolving credit facility by two years to October 15, 2027. The amendment no. 2 is included as Exhibit 4.4 to this Annual Report.

On October 15, 2025 MIC S.A. and one lender signed a joinder to the amendment no. 2 that extended the full $600 million revolving credit facility to October 15, 2027. The joinder agreement is included as Exhibit 4.16 to this Annual Report.

Credit and Guaranty Agreement

Telemóvil El Salvador, S.A. de C.V. and Telefonía Celular de Nicaragua, S.A. have a $225 million credit agreement that matures on September 12, 2027. The credit agreement is governed by the credit and guaranty agreement, dated September 12, 2022, among Telemóvil El Salvador, S.A. de C.V. and Telefonía Celular de Nicaragua, S.A., as borrowers, Millicom International Cellular S.A., as guarantor, the lenders named therein, and the Bank of Nova Scotia, as administrative agent. The credit and guaranty agreement is included as Exhibit 4.12 to this Annual Report.

Loan and Guaranty Agreement – IDB Invest (El Salvador)

In July 2025, Telemóvil El Salvador, S.A. de C.V., entered into a Loan and Guaranty Agreement with Inter-American Investment Corporation (IDB Invest) as lender. The agreement provides for a senior loan facility of up to $75 million (IDB Invest A Loan), which may be supplemented by additional B Loan participations arranged by IDB Invest with participating financial institutions. Pursuant to a B Loan Supplement, Banco Latinoamericano de Comercio Exterior, S.A. (Bladex) agreed to participate in a B Loan of up to $75 million, with the same repayment schedule as the A Loan, amounting a total financing of $150m. In connection with this facility, Millicom International Cellular S.A. issued a parent guaranty securing the borrower’s obligations under the agreement. The credit and guaranty agreement is included as Exhibit 4.15 to this Annual Report.

Local Loan Agreement - Uruguay (Santander) and Millicom Guaranty

Telefónica Móviles del Uruguay S.A., entered into an Amended and Restated Loan Agreement (Contrato de Préstamo Modificado y Refundido) with Banco Santander S.A. as lender in October 2025. The facility amounts to approximately UYU 7.97 billion (around $200 million) and is structured in two tranches with a final maturity in September 2030. The first tranche matures in 2027, and the second tranche amortizes in semi-annual installments thereafter until final maturity. In connection with this facility, Millicom International Cellular S.A. issued a payment guaranty in favor of the lenders, irrevocably guaranteeing the full and timely payment of all obligations of Telefónica Móviles del Uruguay S.A. under the Amended and Restated Loan Agreement. An English summary of the Amended and Restated Loan Agreement is included as Exhibit 4.17 to this Annual Report.

In November 2025, Banco Santander allocated part of the Loan Agreement to three different banks, Banco Itaú approximately UYU 1.99 billion (around $51 million), Scotiabank approximately UYU 1.79 billion (around $46 million) and BBVA Uruguay approximately UYU 1.79 billion (around $46 million.)

Loan Agreement – BAC International Bank (Panama)

In October 2025, Grupo de Comunicaciones Digitales, S.A. (Tigo Panamá) entered into a term loan agreement with BAC International Bank, Inc. as lender for an amount of $110 million. The facility has a maturity of 66 months, with interest payable quarterly at a variable rate based on SOFR plus a margin. An English summary of the loan agreement is included as Exhibit 4.18 to this Annual Report.

2032 7.375% Senior Notes

On April 2, 2024, MIC S.A. issued $450 million aggregate principal amount of 7.375% senior notes that mature on April 2, 2032 . The notes were issued pursuant to the indenture, dated as of April 2, 2024, by and among MIC S.A. and Citibank, N.A., London Branch. The indenture is included as Exhibit 4.14 to this Annual Report.

2031 4.500% Senior Notes

On October 19, 2020, MIC S.A. issued $500 million 4.500% senior notes that mature on April 27, 2031 (the “Original 4.500% Notes”). The notes were issued pursuant to the indenture for the $500 million 4.500% Senior Notes due 2031, dated October 27, 2020, between Millicom International Cellular S.A., Citibank, N.A., London Branch and Citigroup Global Markets Europe AG. The indenture is included as Exhibit 4.6 to this Annual Report (the “2020 Indenture”). In

addition, on September 24, 2021, MIC S.A. issued $308 million of additional notes of the same series pursuant to the 2020 Indenture, which are treated as a single class with the Original 4.500% Notes.

2028 5.125% Senior Notes

On September 20, 2017, MIC S.A. issued a $500 million 5.125% fixed interest rate bond that matures on January 15, 2028. The bond was issued pursuant to the amended and restated indenture for the $500 million 5.125% Senior Notes due 2028, dated May 30, 2018, between Millicom International Cellular S.A., Citibank, N.A., London Branch and Citigroup Global Markets Deutschland AG. The amended and restated indenture is included as Exhibit 4.1 to this Annual Report.

2029 6.250% Senior Notes

On March 25, 2019, to help finance the Telefónica CAM Acquisitions, MIC S.A. issued $750 million aggregate principal amount of its 6.250% Senior Notes due 2029. The notes were issued pursuant to the indenture for the $750 million 6.250% Senior Notes due 2029, dated March 25, 2019, between Millicom International Cellular S.A., Citibank S.A., London Branch and Citigroup Global Markets Europe AG. The indenture is included as Exhibit 4.5 to this Annual Report.

2027 5.875% Senior Notes

On April 5, 2019, the Company's subsidiary Telefónica Celular del Paraguay S.A. issued $300 million aggregate principal amount of 5.875% Senior Notes due 2027 (the "Original 5.875% Notes"). The notes were issued pursuant to the indenture for the $300 million 5.875% Senior Notes due 2027, dated April 5, 2019, between Telefónica Celular del Paraguay S.A., Citibank, N.A. and Banque Internationale à Luxembourg SA (the "2027 Indenture"). The 2027 Indenture is included as Exhibit 4.7 to this Annual Report. In addition, on January 28, 2020, Telefónica Celular del Paraguay S.A. issued $250 million of additional notes of the same series pursuant to the first supplemental indenture to the 2027 Indenture, which are treated as a single class with the Original 5.875% Notes. The first supplemental indenture is included as Exhibit 4.8 to this Annual Report.

2030 4.500% Senior Notes

On October 28, 2019, the Company's subsidiary Telecomunicaciones Digitales, S.A. (formerly known as Cable Onda S.A.) issued $600 million aggregate principal amount of 4.500% Senior Notes due 2030. The notes were issued pursuant to the indenture for the $600 million 4.500% Senior Notes due 2030, dated October 28, 2019, among Cable Onda, S.A., Citibank, N.A. and Banque Internationale à Luxembourg SA. The indenture is included as Exhibit 4.9 to this Annual Report.

2032 5.125% Senior Notes

On February 3, 2022, Walkers Fiduciary Limited, the trustee of CT Trust, issued $900 million aggregate principal amount of 5.125% Senior Notes due 2032. The notes are guaranteed by the Company’s subsidiaries in Guatemala and were issued pursuant to the indenture for the 5.125% Senior Notes due 2032, dated February 3, 2022, among Walkers Fiduciary Limited, the guarantors named therein, and the Bank of New York Mellon. The indenture is included as Exhibit 4.10 to this Annual Report.

2027 Floating-Rate Senior Unsecured Sustainability Bond

On January 13, 2022, MIC S.A. completed its offering of a SEK 2.25 billion (approximately $252 million) floating-rate senior unsecured sustainability bond due 2027, which is included as Exhibit 4.11 to this Annual Report.

Exchange Controls

There are no governmental laws, decrees, regulations or other legislation of Luxembourg that may affect:

•    the import or export of capital including the availability of cash and cash equivalents for use by the Millicom Group, or

•    the remittance of dividends, interests or other payments to non-resident holders of MIC S.A.’s securities other than those deriving from the U.S.-Luxembourg double taxation treaty.

Taxation

Luxembourg Tax Considerations

The following information is of a general nature only on certain tax considerations effective in Luxembourg in relation to holders of shares in respect of the ownership and disposition of shares in MIC S.A. and does not purport to be a comprehensive description of all of the tax considerations that might be relevant to an investment decision in such company. It is included herein solely for preliminary information purposes and is not intended to be, nor should it be construed to be, legal or tax advice. The information contained herein is based on the laws presently in force in Luxembourg on the date hereof, and thus subject to any change in law that may take effect after such date. Shareholders in MIC S.A. should therefore consult their own professional advisers as to the effects of state, local or foreign laws, including Luxembourg tax law, to which they may be subject.

Please be aware that the residence concept used under the respective headings below applies for Luxembourg income tax assessment purposes only. Any reference in the present section to a tax, duty, levy, impost or other charge or withholding of a similar nature, or to any other concepts, refers to Luxembourg tax law or concepts only. Further, any reference to a resident corporate shareholder/taxpayer includes non-resident corporate shareholders/taxpayers carrying out business activities through a permanent establishment, a permanent representative or a fixed place of business in Luxembourg to which assets would be attributable. Also, please note that a reference to Luxembourg income tax encompasses corporate income tax (impôt sur le revenu des collectivités), municipal business tax (impôt commercial communal), a solidarity surcharge (contribution au fonds pour l’emploi), as well as personal income tax (impôt sur le revenu) generally. Corporate shareholders may further be subject to net wealth tax (impôts sur la fortune), as well as other duties, levies or taxes. Corporate income tax, municipal business tax, as well as the solidarity surcharge invariably apply to most corporate taxpayers resident in Luxembourg for tax purposes. Individual taxpayers are generally subject to personal income tax and the solidarity surcharge. Under certain circumstances, where an individual taxpayer acts in the course of the management of a professional or business undertaking, municipal business tax may apply as well.

(a)    Luxembourg withholding tax on dividends paid on MIC S.A. shares

Dividends distributed by MIC S.A. will in principle be subject to Luxembourg withholding tax at the rate of 15%. An exemption from Luxembourg withholding tax may apply under Article 147 of the Luxembourg income tax law (“LITL”) or under the specific provisions of a double tax treaty (if applicable).

Luxembourg resident corporate holders

No dividend withholding should apply on dividends paid by MIC S.A. to (i) a Luxembourg resident company if the conditions of Article 147 LITL are met, meaning that the Luxembourg residence corporate holder should be a collective entity covered by article 2 of the EU Parent Subsidiary (Council Directive 2011/96/EU of November 30, 2011), (ii) a fully taxable (capital) company not listed in the appendix to article 166 LITL, paragraph 10, or (iii) the Luxembourg State, a Luxembourg commune or a Luxembourg syndicate of communes or an undertaking of a Luxembourg public body or to a Luxembourg permanent establishment of a collective entity under (i), (ii) or (iii)), holding shares which meets the qualifying participation test (10% of the share capital or acquisition price of the shares of at least €1.2 million held or committed to be held for a minimum of 12 months).

Luxembourg resident individual holders

Luxembourg withholding tax on dividends paid by MIC S.A. to a Luxembourg resident individual holder may entitle such holder to a tax credit for the tax withheld provided that conditions and limits are met/respected. If not, the withholding tax charge should be allowed as a tax deductible operating expense.

Non-Luxembourg resident holders

Non-Luxembourg resident shareholders of MIC S.A. should benefit from a withholding tax exemption if the conditions of Article 147 LITL are met, meaning a 10% shareholding or share acquisition price of €1.2 million held or committed to be held for 12 consecutive months, and that the non-Luxembourg resident should either be (i) an entity which falls within the scope of Article 2 of the European Council Directive 2011/96/EU, as amended (the “Parent-Subsidiary Directive”) and that is not excluded to benefit from this directive under its mandatory general anti-avoidance rule as implemented in Luxembourg, (ii) a corporate holder fully subject to a tax comparable to Luxembourg corporate income tax (at least 8% from fiscal year 2025) and that is resident in a country having concluded a double tax

treaty with Luxembourg (such as the United States), (iii) a corporate holder fully subject to a tax comparable to Luxembourg corporate income tax (at least 8% from fiscal year 2025) resident in a State member of the European Economic Area other than a Member State of the EU (or to a Luxembourg permanent establishment of such company) or (iv) a corporate holder resident in Switzerland subject to corporate income tax in Switzerland without benefiting from a tax exemption.

Non-Luxembourg resident holders which do not fall within the scope of Article 147 LITL withholding tax exemption but resident in a State with which Luxembourg has concluded a double tax treaty may claim a reduced withholding tax under the conditions set forth in the relevant double tax treaty.

In the case the non-Luxembourg resident holder fulfills the requirements to benefit from a withholding tax exemption or is entitled to a reduced withholding tax under an applicable double tax treaty but has been subject to this 15% withholding tax, it may claim a refund from the Luxembourg tax administration.

(b)    Luxembourg income tax on dividends and capital gains received from MIC S.A. shares

Fully taxable resident corporate shareholders

During fiscal year 2025, for resident corporate taxpayers, dividends (and other payments) derived from shares held in a company and capital gains realized on the sale of shares in a company are, in principle, fully taxable and thus subject to a combined corporate income tax rate of 23.87% (for resident corporate taxpayers established in Luxembourg City and having a tax base exceeding €200,000), except that, as described in further detail below, (i) dividends can benefit either from a full exemption if the conditions of Article 166 LITL are met or from a 50% exemption if the conditions of Article 115 (15a) LITL are met, and (ii) capital gains realized by resident corporate shareholders are fully exempt if the conditions of the Grand Ducal Decree of December 21, 2002 (as amended), are fulfilled.

Under the Luxembourg participation exemption on dividends as implemented by Article 166 LITL, dividends derived from shares may be exempt from income tax at the level of the resident corporate shareholder if cumulatively, (i) the shareholder is either (a) a fully taxable resident collective entity taking one of the forms listed in the appendix to paragraph 10 of Article 166 LITL, (b) a fully taxable resident corporation not listed in the appendix to paragraph 10 of Article 166 LITL, (c) a permanent establishment of a collective entity referred to in Article 2 of the Parent-Subsidiary Directive, (d) a permanent establishment of a corporation resident in a State with which the Grand Duchy of Luxembourg has signed an agreement in an attempt to avoid double taxation, or (e) a permanent establishment of a corporation or a cooperative society resident in a State party to the European Economic Area Agreement other than a Member State of the European Union, (ii) the subsidiary is either (a) a collective entity referred to in Article 2 of the Parent-Subsidiary Directive, (b) a fully taxable resident corporation not listed in the appendix to paragraph (10) of Article 166 LITL, or (c) a non-resident corporation fully subject to a tax corresponding to the Luxembourg corporate income tax, and (iii) the shareholder has held or commits itself to hold, for an uninterrupted period of at least 12 months, a participation representing at least 10% in the share capital of the subsidiary or an acquisition price of at least €1.2 million. Liquidation proceeds are deemed to be a received dividend and may be exempt under the same conditions. The participation through an entity that is transparent for Luxembourg income tax purposes is to be considered as direct participation in proportion to the amount held in the net assets invested in that tax transparent entity.

The Luxembourg participation exemption regime may be denied if the income is (i) deductible in the other EU Member State paying such income or (ii) paid as part of an arrangement or a series of arrangements that, having been put into place with the main purpose or one of the main purposes of obtaining a tax advantage that defeats the object or purpose of the Parent-Subsidiary Directive, is not genuine having regard to all relevant facts and circumstances. For the purposes of this anti-avoidance rule, an arrangement, which may comprise several steps or parts, or a series of arrangements, is considered as not genuine to the extent that it is not put into place for valid commercial reasons that reflect economic reality.

Expenses, including interest expenses and impairments, in direct economic relation with the shareholding held by a resident corporate shareholder should not be deductible for income tax purposes up to the amount of any exempt dividend derived during the same financial year. Expenses exceeding the amount of the exempt dividend received from such shareholding during the same financial year should remain deductible for income tax purposes.

If the conditions of the Luxembourg participation exemption, as described above, are not met, 50% of the gross amount of dividends may be exempt from corporate income tax in accordance with Article 115 (15a) LITL if such dividends are received from (i) a fully taxable corporation resident in Luxembourg, (ii) a corporation (a) resident in a State with which the Grand Duchy of Luxembourg has signed an agreement in an attempt to avoid double taxation,

and (b) fully subject to a tax corresponding to the Luxembourg corporate income tax, or (iii) a company resident in a Member State of the European Union and referred to in Article 2 of the Parent-Subsidiary Directive.

Capital gains realized on shares by resident corporate shareholders may be exempt from corporate income tax if the conditions mentioned above under the Luxembourg participation exemption on dividends are met, except that the acquisition price must be of at least €6 million instead of €1.2 million. The participation through an entity that is transparent for Luxembourg income tax purposes is to be considered as direct participation in proportion to the amount held in the net assets invested in that tax transparent entity. Taxable gains are determined as being the difference between the price for which the shares have been disposed of and the lower of their cost or book value.

Capital gains realized upon the disposal of shares should remain taxable for an amount corresponding to the sum of the expenses related to the shareholding and impairments recorded on the shareholding that reduced the taxable basis of the resident corporate shareholder in the year of disposal or in previous financial years.

Effective from fiscal year 2025, a taxpayer residing in Luxembourg may elect to forgo the advantages conferred by the Luxembourg participation exemption concerning dividends, liquidation proceeds, and capital gains. Additionally, the taxpayer may waive the 50% tax exemption applicable to dividend income derived from a qualifying shareholding or realized from the disposal of a qualifying shareholding.

This election is permissible exclusively in instances where the Luxembourg participation exemption regime would have been applicable based on the acquisition price criterion, specifically, a threshold of €1.2 million for dividends and liquidation proceeds, and €6 million for capital gains. It is important to note that this option to opt out is not available if the taxpayer would have qualified for the Luxembourg participation exemption regime solely by meeting the 10% holding threshold criterion.

The waiver must be formally exercised for each individual tax year and for each respective shareholding. In the absence of such an election, the Luxembourg participation exemption regime will be automatically applied, provided that all requisite conditions are satisfied.

Resident corporate shareholders with a special tax regime

A resident corporate shareholder that is governed by the law of May 11, 2007, on Family Estate Management Companies (as amended) or by the Law of February 13, 2007, on Specialized Investment Funds (as amended) or by the Law of December 17, 2010, on Undertakings for Collective Investment (as amended) or by the law of July 23, 2016, on Reserved Alternative Investment Funds not having the exclusive purpose of investing in risk capital, is not subject to Luxembourg income tax; thus, neither dividends (and other payments) derived from shares held in a company nor capital gains realized on the sale or disposal, in any form whatsoever, of shares in a company, are taxable at the level of such resident corporate shareholders.

Resident individual shareholders

For resident individual shareholders, dividends derived from shares and capital gains realized on the sale of shares are, in principle, subject to income tax at the progressive ordinary rate (with a current effective marginal rate of up to 42%). Such income tax rate is increased by 7% for income not exceeding €150,000 for single taxpayers and €300,000 for couples taxed jointly, and by 9% for income above these amounts. In addition, a 1.4% dependence insurance contribution is due.

50% of the gross amount of dividends derived from shares may however be exempt from income tax, if the conditions laid down under Article 115 (15a) LITL, as described above, are complied with. In addition, a total lump-sum of €1,500 (which is doubled for taxpayers who are jointly taxable) is deductible from the total of dividends received during the tax year in order to determine the total taxable amount of investment income of the taxpayer.

Capital gains realized on the disposal of the shares by resident individual shareholders who act in the course of the management of their private wealth, will in principle only be taxable if said capital gains qualify either as speculative gains or as gains on a substantial participation. A disposal may include a sale, an exchange, a contribution or any other kind of alienation of shares. Capital gains are deemed to be speculative if the shares are disposed within six months after their acquisition or if their disposal precedes their acquisition. Speculative gains realized during the year that are equal to, or are greater than, €500 are subject to income tax at ordinary rates. A participation is deemed to be substantial where a resident individual shareholder holds, either alone or together with his spouse, his partner or minor children, directly or indirectly, at any time within the 5 years preceding the disposal, more than 10% of share capital of a collective entity. A shareholder is also deemed to alienate a substantial participation if such participation (i) has been

acquired free of charge, within the 5 years preceding the transfer, and (ii) was constituting a substantial participation in the hands of the alienator (or the alienators in case of successive transfers free of charge within the same 5-year period). Capital gains realized on a substantial participation more than six months after the acquisition thereof may benefit from an allowance of up to €50,000 granted for a ten-year period (which is doubled for taxpayers who are jointly taxable). They are subject to income tax according to the half-global rate method (i.e., the average rate applicable to the total income is calculated according to progressive income tax rates and half of the average rate is applied to the capital gains realized on the substantial participation).

Capital gains realized on the disposal of the Company’s shares by resident individual shareholders, who act in the course of their professional or business activity, are subject to income tax at ordinary rates. Taxable gains are determined as being the difference between the price for which the shares have been disposed of and the lower of their cost or book value.

Non-resident shareholders

Non-resident shareholders (either individual or corporate) owning a non-substantial shareholding are exempt from capital gains taxes. Non-resident shareholders owning a substantial shareholding (more than 10% of share capital of a collective entity) are taxable in Luxembourg on a capital gain realized upon the disposal if at the date of the disposal the shareholding has been owned for not more than six months, unless the non-resident shareholder is resident in a treaty country and the treaty allocates the taxation right for the capital gain to the country of residence. In this latter case, no capital gains tax will be due by non-resident shareholder. Capital gains realized on the disposal of shares by non-resident shareholders that have been owned for more than 6 months are not subject to Luxembourg income tax.

(c)    Other Taxes

Net wealth tax

Whilst non-resident corporate taxpayers may only be subject to Net Wealth Tax (“NWT”) on the net assets attributable to a permanent establishment located in Luxembourg or on real estate assets located in Luxembourg, resident corporate taxpayers are in principle subject to NWT at the rate of 0.5% for net wealth up to €500 million and at 0.05% for net wealth exceeding this threshold, unless a double tax treaty provides for an exemption or the asset may benefit from the Luxembourg participation exemption regime. Net worth is referred to as the unitary value (valeur unitaire), as determined at 1 January of each year. The unitary value is basically calculated as the difference between (a) assets estimated at their fair market value and (b) liabilities vis-à-vis third parties, unless one of the exceptions mentioned below are satisfied.

A resident corporate shareholder will be subject to NWT on shares, except if (i) the shareholder is a securitization company governed by the Law of March 22, 2004, on Securitization (as amended) or an investment company in risk capital governed by the Law of June 15, 2004, on Venture Capital Vehicles (as amended) or a specialized investment fund governed by the Law of February 13, 2007, on Specialized Investment Funds (as amended) or a family wealth management company governed by the Law of May 11, 2007, on Family Estate Management Companies (as amended) or an undertaking for collective investment governed by the Law of December 17, 2010, on Undertakings for Collective Investment (as amended) or a pension-saving company as well as a pension-saving association, both governed by the Law of July 13, 2005 (as amended), or a reserved alternative investment fund governed by the law of July 23, 2016, or (ii) if the conditions mentioned above for the participation exemption regime on dividend income are met at the end of the previous year (except that no minimum holding period is required).

Effective from January 1, 2025, the minimum NWT rates are (i) €535 for a balance sheet total up to and including €350,000; (ii) €1,605 for a balance sheet total exceeding €350,000 and up to and including €2 million; and (iii) €4,815 for a balance sheet total exceeding €2 million.

It is specified that the balance sheet used for calculating the Minimum NWT must be the closing balance sheet for the relevant tax year, in compliance with all corporate income tax provisions. Consequently, all figures must be derived from the commercial balance sheet, subject only to necessary revaluations required for CIT compliance.

Notwithstanding the above, shareholdings that qualify for the participation exemption and Luxembourg-situs real estate must be included in gross assets for this calculation. Conversely, foreign-situs real estate and other assets, such

as those of a foreign branch whose income is excluded from the Luxembourg tax base under the provisions of a double tax treaty, shall not be included from the calculation of gross assets.

Despite the above mentioned exceptions, the minimum net wealth tax also applies if the resident corporate shareholder is a securitization company governed by the Law of March 22, 2004, on Securitization (as amended) or an investment company in risk capital governed by the Law of June 15, 2004, on Venture Capital Vehicles (as amended) or a pension-saving company as well as a pension-saving association, both governed by the Law of July 13, 2005 (as amended), or a reserved alternative investment fund having the exclusive purpose of investing in risk capital governed by the law of July 23, 2016.

The NWT charge for a given year can be avoided or reduced if a specific reserve, equal to five times the NWT to save, is created before the end of the subsequent tax year and maintained during the five following tax years. The net wealth tax reduction corresponds to one fifth of the reserve created, except that the maximum net wealth tax to be saved is limited to the corporate income tax amount due for the same tax year, including the employment fund surcharge, but before imputation of available tax credits.

Inheritance tax

Where a shareholder is a resident of Luxembourg for tax purposes at the time of his/her death, shares are included in his/her taxable estate for inheritance tax assessment purposes.

Gift tax

Gift tax may be due on a gift or donation of shares if recorded in a Luxembourg notarial deed or otherwise recorded in Luxembourg.

Registration taxes and stamp duties

In principle, neither the issuance of shares nor the disposal of shares is subject to Luxembourg registration tax or stamp duty.

However, a registration duty may be due (i) in the case where the deed acknowledging the issuance/disposal of shares is either attached (annexé) to a deed subject to a mandatory registration in Luxembourg (e.g., public deed) or lodged with a notary’s records (deposé au rang des minutes d’un notaire), or (ii) in case of a registration of such deed on a voluntary basis.

Material U.S. Federal Income Tax Considerations

The following is a description of material U.S. federal income tax consequences to the U.S. Holders described below of owning and disposing of our common shares. It does not describe all tax considerations that may be relevant to a particular person’s decision to hold common shares. This discussion applies only to a U.S. Holder that holds common shares as capital assets for U.S. federal income tax purposes. In addition, it does not describe all of the U.S. federal income tax consequences that may be relevant in light of the U.S. Holder’s particular circumstances, including alternative minimum tax consequences, the potential application of the provisions of the Internal Revenue Code of 1986, as amended (the “Code”) known as the Medicare contribution tax and tax consequences applicable to U.S. Holders subject to special rules, such as:

•    certain financial institutions;

•    dealers or traders in securities that use a mark-to-market method of tax accounting;

•    persons holding common shares as part of a hedging transaction, straddle, wash sale, conversion transaction or other integrated transaction or persons entering into a constructive sale with respect to the common shares;

•    persons whose functional currency for U.S. federal income tax purposes is not the U.S. dollar;

•    entities classified as partnerships for U.S. federal income tax purposes;

•    tax-exempt entities, “individual retirement accounts” or “Roth IRAs”;

•    persons that own or are deemed to own ten percent or more of our shares, by vote or value;

•    persons who acquired our common shares pursuant to the exercise of an employee stock option or otherwise as compensation; or

•    persons holding common shares in connection with a trade or business conducted outside of the United States.

If an entity that is classified as a partnership for U.S. federal income tax purposes owns common shares, the U.S. federal income tax treatment of a partner will generally depend on the status of the partner and the activities of the partnership. Partnerships owning common shares and partners in such partnerships should consult their tax advisers as to the particular U.S. federal income tax consequences of owning and disposing of the common shares.

This discussion is based on the Code, administrative pronouncements, judicial decisions, final, temporary and proposed Treasury regulations, and the income tax treaty between Luxembourg and the United States (the “Treaty”) all as of the date hereof, any of which is subject to change or differing interpretations, possibly with retroactive effect.

A “U.S. Holder” is a person who, for U.S. federal income tax purposes, is a beneficial owner of our common shares and is:

•    an individual who is a citizen or resident of the United States;

•    a corporation, or other entity taxable as a corporation, created or organized in or under the laws of the United States, any state therein or the District of Columbia; or

•    an estate or trust the income of which is subject to U.S. federal income taxation regardless of its source.

This discussion does not address the effects of any state, local or non-U.S. tax laws, or any U.S. federal taxes other than income taxes (such as U.S. federal estate or gift tax consequences). U.S. Holders should consult their tax advisers concerning the U.S. federal, state, local and non-U.S. tax consequences of owning and disposing of our common shares in their particular circumstances.

Treasury regulations that apply to taxable years beginning on or after December 28, 2021 may in some circumstances prohibit a U.S. person from claiming a foreign tax credit with respect to certain non-U.S. taxes that are not creditable under applicable income tax treaties. Accordingly, U.S. investors that are not eligible for Treaty benefits should consult their tax advisers regarding the creditability or deductibility of any Luxembourgish taxes imposed on dividends on, or dispositions of, common shares. This discussion does not apply to investors in this special situation.

Except as described below, this discussion assumes that we are not, and will not become, a passive foreign investment company (a “PFIC”) for any taxable year.

Taxation of Distributions

Distributions paid on common shares, other than certain pro rata distributions of common shares, will generally be treated as dividends to the extent paid out of our current or accumulated earnings and profits (as determined under U.S. federal income tax principles). Because we do not maintain calculations of our earnings and profits under U.S. federal income tax principles, we expect that distributions generally will be reported to U.S. Holders as dividends. Subject to applicable limitations, dividends paid by qualified foreign corporations to certain non corporate U.S. Holders are taxable at rates applicable to long-term capital gains. A foreign corporation is treated as a qualified foreign corporation with respect to dividends paid on stock that is readily tradable on a securities market in the United States, such as the Nasdaq Stock Market, where our common shares are traded. U.S. Holders should consult their tax advisers to determine whether the favorable rates will apply to dividends they receive and whether they are subject to any special rules that limit their ability to be taxed at this favorable rate.

Dividends will not be eligible for the dividends received deduction generally available to U.S. corporations under the Code. Dividends will be included in a U.S. Holder’s income on the date of receipt. The amount of any dividend income paid in euros will be the U.S. dollar amount calculated by reference to the exchange rate in effect on the date of actual or constructive receipt, regardless of whether the payment is in fact converted into U.S. dollars at that time. If the dividend is converted into U.S. dollars on the date of receipt, a U.S. Holder should not be required to recognize foreign currency gain or loss in respect of the dividend income. A U.S. Holder may have foreign currency gain or loss if the dividend is converted into U.S. dollars after the date of receipt.

Dividends will be foreign-source and will include any amount withheld by us in respect of Luxembourg income taxes. Subject to applicable limitations, some of which vary depending upon the U.S. Holder’s particular circumstances, non-refundable Luxembourg income taxes withheld from dividends at a rate not exceeding any applicable rate provided by the Treaty will be creditable against the U.S. Holder’s U.S. federal income tax liability. The rules governing

foreign tax credits are complex and U.S. Holders should consult their tax advisers regarding the creditability of foreign taxes in their particular circumstances. In lieu of claiming a foreign tax credit, U.S. Holders may, at their election, deduct foreign taxes, including any Luxembourg income tax, in computing their taxable income, subject to generally applicable limitations under U.S. law. An election to deduct foreign taxes instead of claiming foreign tax credits applies to all foreign taxes paid or accrued in the taxable year.

Sale or Other Disposition of Common Shares

For U.S. federal income tax purposes, gain or loss realized on the sale or other disposition of common shares will be capital gain or loss, and will be long-term capital gain or loss if the U.S. Holder held the common shares for more than one year. The amount of the gain or loss will equal the difference between the U.S. Holder’s tax basis in the common shares disposed of and the amount realized on the disposition, in each case as determined in U.S. dollars. This gain or loss will generally be U.S.-source gain or loss for foreign tax credit purposes. The deductibility of capital losses is subject to limitations.

Passive Foreign Investment Company Rules

We believe that we were not a “passive foreign investment company” (a “PFIC”) for U.S. federal income tax purposes for our taxable year ended December 31, 2025. However, our PFIC status for any taxable year is an annual determination that depends on the composition of our income and assets and the market value of our assets, which may change from time to time. In addition, if we expand our lending activities in the future in any significant fashion, our risk of becoming a PFIC will increase. Accordingly, there can be no assurance that we will not be a PFIC for any taxable year. If we are a PFIC for any year during which a U.S. Holder holds common shares, we generally will continue to be treated as a PFIC with respect to that U.S. Holder for all succeeding years during which the U.S. Holder holds common shares, even if we cease to meet the threshold requirements for PFIC status.

If we are a PFIC for any taxable year during which a U.S. Holder holds common shares, gain recognized by a U.S. Holder on a sale or other disposition (including certain pledges) of the common shares will be allocated ratably over the U.S. Holder’s holding period for the common shares. The amounts allocated to the taxable year of the sale or other disposition and to any year before we became a PFIC will be taxed as ordinary income. The amount allocated to each other taxable year will be subject to tax at the highest rate in effect for individuals or corporations, as appropriate, for that taxable year, and an interest charge will be imposed on the resulting tax liability for each such year. Further, to the extent that any distributions received by a U.S. Holder on its common shares in a taxable year exceed 125% of the average of the annual distributions on the common shares received during the preceding three years or the U.S. Holder’s holding period, whichever is shorter, such distributions will be subject to taxation in the same manner. If we were a PFIC, certain elections (such as mark-to-market election) may be available that would result in alternative tax consequences of owning and disposing of the common shares.

In addition, if we are a PFIC or, with respect to a particular U.S. Holder, are treated as a PFIC for the taxable year in which we pay a dividend or for the prior taxable year, the preferential dividend rate discussed above with respect to dividends paid to certain non-corporate U.S. Holders will not apply.

If a U.S. Holder owns common shares during any year in which we are a PFIC, the U.S. Holder generally must file annual reports on an IRS Form 8621 (or any successor form) with respect to us, generally with the U.S. Holder’s federal income tax return for that year.

U.S. Holders should consult their tax advisers concerning the potential application of the PFIC rules.

Information Reporting and Backup Withholding

Payments of dividends and sales proceeds that are made within the United States or through certain U.S.-related financial intermediaries generally are subject to information reporting, and may be subject to backup withholding, unless (i) the U.S. Holder is a corporation or other exempt recipient or (ii) in the case of backup withholding, the U.S. Holder provides a correct taxpayer identification number and certifies that it is not subject to backup withholding.

The amount of any backup withholding from a payment to a U.S. Holder will be allowed as a credit against the holder’s U.S. federal income tax liability and may entitle it to a refund, provided that the required information is timely furnished to the IRS.

Certain U.S. Holders who are individuals or specified entities may be required to report information on their U.S. federal income tax returns relating to their ownership of our common shares, subject to certain exceptions (including

an exception for common shares held in a financial account, in which case the account may be reportable if maintained by a non-U.S. financial institution).

U.S. Holders should consult their tax advisers regarding their reporting obligations with respect to their ownership and disposition of common shares.

Documents on Display

We are subject to the reporting and other informational requirements of the Exchange Act, except that as a foreign private issuer, we are not subject to the proxy rules or the short-swing profit disclosure rules of the Exchange Act, nor are we subject to the same requirements to file periodic reports and financial statements as U.S. companies whose securities are registered under the Exchange Act. In accordance with these statutory requirements, we file or furnish reports and other information with the SEC, which are available to the public through the SEC's website at www.sec.gov.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The following information should be read together with note D. Financial risk management to our audited consolidated financial statements included elsewhere in this Annual Report.

Financial risk management

Millicom regularly performs financial risk management assessments to identify major risks and to take the necessary steps to mitigate such risks. The principal market risks to which we are exposed are interest rate risk, foreign currency exchange risk and non-repatriation. The Millicom Group analyzes each of these financial risks individually as well as on an interconnected basis and defines and implements strategies to manage the economic impact on the Millicom Group’s performance in line with its Group Treasury Policy. The "Group Treasury Policy" (including treasury and financial risk management) is annually updated by the Millicom Group's Treasury function and presented to the Audit and Compliance Committee. This policy was last reviewed in December 2025.

As part of the financial risk management strategy, the Millicom Group sets some targets in place to address and monitor financial risks, which include the use of derivatives and natural hedging instruments, such as raising debt in local currency (where the Group targets to maintain at least 40% of its debt in local currency) and maintaining at least 75%/25% of debt with fixed interest rates. The Group also implements some hedging strategies related to operational expenditure/capital expenditure, where it can cover up to six months forward of operating costs and capital expenditure denominated in non-functional currencies through a rolling and layering strategy. Millicom’s financial risk management strategies may include the use of derivatives to the extent a market would exist in the jurisdictions where the Millicom Group operates. Millicom’s policy prohibits the use of such derivatives in the context of speculative trading. From time to time, Millicom enters into currency and interest rate swap contracts to manage its exposure to fluctuations in interest rates and currency fluctuations in accordance with its Group Treasury policy.

On December 31, 2025 and 2024, the fair value of derivatives held by the Millicom Group may be summarized as follows:

December 31,
2025 2024
(U.S. dollars in millions)
Derivatives
Cash flow hedge derivatives - liability (23) (59)
Net derivative asset (liability) (23) (59)

Interest rate risk

Debt and financing issued at floating interest rates expose the Millicom Group to cash flow interest rate risk. Debt and financing issued at fixed interest rates expose the Millicom Group to fair value interest rate risk. The Millicom Group’s exposure to risk of changes in market interest rates relate to both of the above. The Millicom Group actively and periodically monitors interest rate risk and has implemented some internal targets within its strategy where it aims to maintain at least 75% of debt with fixed interest rates. The purpose of Millicom’s strategy is to achieve an optimal balance between cost of funding and volatility of financial results, while taking into account market conditions as well as our overall business strategy.

At December 31, 2025, approximately 70% of the Millicom Group’s borrowings are at a fixed rate of interest or for which variable rates have been swapped for fixed rates with interest rate swaps (2024: 84%). The table below summarizes our fixed rate debt and floating rate debt:

Amounts due within
1 year 1–2 years 2–3 years 3–4 years 4–5 years >5 years Total
At December 31, 2025 (U.S. dollars in millions)
Fixed rate financing 228 321 830 688 650 2,135 4,851
Floating rate financing 100 376 218 337 365 638 2,035
Total 329 697 1,047 1,025 1,014 2,773 6,886
Weighted average nominal interest rate 7.17 % 7.49 % 6.47 % 7.50 % 6.27 % 6.32 % 6.67 %
At December 31, 2024
Fixed rate financing 206 244 410 781 639 2,587 4,867
Floating rate financing 75 213 286 124 44 206 948
Total (i) 281 457 696 905 683 2,793 5,815
Weighted average nominal interest rate 6.67 % 6.99 % 7.47 % 6.39 % 6.72 % 5.56 % 6.22 %

(i) Excluding vendor financing of $18 million, due within one year, as of December 31, 2023.

A 100 basis point fall or rise in market floating interest rates for all currencies in which the Group had borrowings at December 31, 2025 would increase or reduce profit before tax from continuing operations for the year by approximately $20 million (2024: $9 million).

Foreign currency risk

The Millicom Group is exposed to foreign exchange risk arising from various currency exposures in the countries in which it operates. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations. In the years ended December 31, 2025, 2024 and 2023, foreign currency exchange rate fluctuations resulted in a gain of $71 million, a loss of $43 million and a gain of $31 million, respectively.

Millicom seeks to reduce its foreign currency exposure through a policy of matching, as far as possible, assets and liabilities denominated in foreign currencies, or entering into agreements that limit the risk of exposure to currency fluctuations against the U.S. dollar reporting currency. In some cases, Millicom may also borrow in U.S. dollars where it is either commercially more advantageous for joint ventures and subsidiaries to incur debt obligations in U.S. dollars or where U.S. dollar denominated borrowing is the only funding source available to a joint venture or subsidiary. In these circumstances, Millicom accepts the remaining currency risk associated with financing its joint ventures and subsidiaries, principally because of the relatively high cost of forward cover, when available, in the currencies in which the Millicom Group operates.

The following table summarizes debt denominated in U.S. dollars and other currencies at December 31, 2025 and 2024.

2025 2024
(U.S. dollars in millions)
December 31
Debt denominated in U.S. dollars 3,293 3,429
Debt denominated in currencies of the following countries:
Guatemala 865 496
Colombia 620 554
Bolivia 128 153
Paraguay 565 233
El Salvador (i) 248 71
Panama (i) 734 734
Luxembourg (COP denominated) 33
Costa Rica 148 113
Uruguay 201
Ecuador (i) 83
Total debt denominated in other currencies 3,592 2,386
Total debt 6,886 5,815

(i)    El Salvador's and Ecuador's official unit of currency is the U.S. dollar, while Panama uses the U.S. dollar as legal tender. Our local debt in both countries is therefore denominated in U.S. dollars but presented as local currency (LCY).

At December 31, 2025, if the U.S. dollar had weakened/strengthened by 10% against the other functional currencies of our operations and all other variables held constant, then profit before tax from continuing operations would have increased/decreased by $81 million (2024: $8 million), mainly as a result of the conversion of the USD-denominated net debts in our operations with functional currencies other than the U.S. dollar.

Non-repatriation risk

Millicom’s operating subsidiaries and joint ventures generate most of the revenue of the Millicom Group and in the currency of the countries in which they operate. Millicom is therefore dependent on the ability of its subsidiaries and joint venture operations to transfer funds to the Company.

Foreign exchange controls exist in some of the countries in which Millicom Group companies operate, and some of these controls significantly restrict the ability of these operations to pay interest, dividends, technical service fees, royalties or repay loans by exporting cash, instruments of credit or securities in foreign currencies. In addition, existing foreign exchange controls may be strengthened in countries where the Millicom Group operates, or foreign exchange controls may be introduced in countries where the Millicom Group operates that do not currently impose such restrictions. If such events were to occur, the Company’s ability to receive funds from the operations could be restricted even further, which would impact the Company’s ability to make payments on its interest and loans or pay dividends to its shareholders. As a policy, all operations which do not face restrictions to deposit funds offshore and in hard currencies should do so for the surplus cash generated on a weekly basis. The Company and its subsidiaries make use of physical cash pooling arrangements in hard currencies to the extent permitted.

In addition, in some countries it may be difficult to convert large amounts of local currency into foreign currency because of limited foreign exchange markets. The practical effects of this may be time delays in accumulating significant amounts of foreign currency and exchange risk, which could have an adverse effect on the Millicom Group. This is a relatively rare case for the countries in which the Millicom Group operates.

Lastly, repatriation most often gives rise to taxation, which is evidenced in the amount of taxes paid by the Millicom Group relative to the Corporate Income Tax reported in its statement of income.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As of December 31, 2025, MIC S.A., under the supervision and with the participation of the Millicom Group’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, performed an evaluation of the effectiveness of the Millicom Group’s disclosure controls and procedures. The Millicom Group’s disclosure controls and procedures are designed to ensure that information required to be disclosed under the Exchange Act is accumulated and communicated to the Millicom Group’s management to allow timely decisions regarding required disclosures. The Millicom Group’s management necessarily applied its judgment in assessing the costs and benefits of such controls and procedures, which by their nature can provide only reasonable assurance regarding management’s control objectives.

Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that as of December 31, 2025, the Millicom Group’s disclosure controls and procedures are effective at the reasonable assurance level for recording, processing, summarizing and reporting the information the Company is required to disclose in the reports it files under the Exchange Act within the time periods specified in the SEC's rules and forms.

Management’s Annual Report on Internal Control over Financial Reporting

The Millicom Group’s management is responsible for establishing and maintaining adequate internal control over financial reporting for the Group.

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of the Group’s financial reporting as well as the preparation of consolidated financial statements for external reporting purposes in accordance with IFRS as issued by the International Accounting Standards Boards.

The Group’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Group; (2) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of consolidated financial statements in accordance with IFRS, and that receipts and expenditures of the Group are being made only in accordance with authorizations of management and directors of the Group; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Group’s assets that could have a material effect on the Group’s consolidated financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements and, even when determined to be effective, can provide only reasonable assurance with respect to consolidated financial statements preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

Management has excluded from its assessment the internal control over financial reporting of Telefonica Moviles de Uruguay and Otecel, S.A., which were acquired in Q4 2025. These entities represented approximately 10% of total assets and 2% of revenues as of and for the year ended on December 31, 2025. Management is in the process of integrating the operations and internal controls of these acquisitions

The Group’s management conducted an assessment of the effectiveness of the Group’s internal control over financial reporting as of December 31, 2025, based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its assessment, management believes that, as of December 31, 2025, the Group’s internal control over financial reporting is effective based on those criteria.

The Group’s internal control over financial reporting as of December 31, 2025 has been audited by KPMG LLP, the Group’s external independent registered public accounting firm, as stated in its report which follows.

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Millicom International Cellular S.A.:

Opinion on Internal Control Over Financial Reporting

We have audited Millicom International Cellular S.A. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial position of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for the years then ended, and the related notes (collectively, the consolidated financial statements), and our report dated March 24, 2026 expressed an unqualified opinion on those consolidated financial statements.

The Company acquired Telefonica Moviles de Uruguay, S.A. and Otecel, S.A. (Uruguay and Ecuador) during 2025, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, Uruguay and Ecuador’s internal control over financial reporting associated with 10% of total assets and 2% of total revenues included in the consolidated financial statements of the Company as of and for the year ended December 31, 2025. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Uruguay and Ecuador.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Miami, Florida

March 24, 2026

Changes in Internal Control over Financial Reporting

There has been no change in the Group's internal control over financial reporting during 2025 that has materially affected, or is reasonably likely to materially affect, the Group's internal control over financial reporting.

AUDIT AND COMPLIANCE COMMITTEE FINANCIAL EXPERT

MIC S.A.’s Audit and Compliance Committee is chaired by Ms. Dimovic, and includes Mr. Churchill and Ms. Trevino. MIC S.A.’s Board of Directors has determined that Ms. Dimovic has the professional experience and knowledge to qualify as “audit committee financial expert” as defined by SEC rules and is "independent" within the meaning of Nasdaq Listing Rule 5605(a)(2). MIC S.A.’s Board has also determined that each of Mr. Churchill and Ms. Trevino is independent within the meaning of the independence requirements contemplated by Rule 10A-3 under the Exchange Act and the applicable Nasdaq listing rules.

CODE OF ETHICS

Millicom has a Code of Conduct that applies to all employees, contracted staff and management. In the year ended December 31, 2025, Millicom did not waive compliance with its Code of Conduct by its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The Code of Conduct is available at https://www.millicom.com/what-we-stand-for/governance/compliance/millicom-code-of-conduct/

CORPORATE GOVERNANCE

Corporate Governance Statement and Framework

Corporate Governance Statement

As a foreign private issuer incorporated in Luxembourg with its principal listing on the Nasdaq Global Select Market, Millicom follows the laws of the Grand Duchy of Luxembourg, its "home country" for corporate governance practices, in lieu of the provisions of the Nasdaq Stock Market's Marketplace Rule 5600 series. In particular, the Nasdaq Stock Market's rules:

(i)    provide for a quorum of no less than 33 1/3% of Millicom's outstanding shares, but Millicom's Articles of Association provide that no quorum is required for ordinary meetings (other than in respect of general meetings convened for the first time in relation to amendments to the Articles of Association);

(ii)    provide for solely the involvement of independent directors in the selection of director nominees, but Millicom permits its director nominations to be proposed by the Nomination, Talent and Compensation Committee that is comprised by two independent directors and one director affiliated to the largest shareholder (Atlas);

(iii)    require each Compensation Committee member to be an independent director for purposes of the Nasdaq Stock Market’s Marketplace Rule 5605(d)(2). However, to preserve greater flexibility in who may be appointed to the Nomination, Talent and Compensation Committee, Millicom does not require this Committee to be comprised solely of directors who qualify as independent for such purposes;

(iv)    require listed companies to have regularly scheduled meetings at which only independent directors are present, but Millicom does not impose such a requirement; and

(v)    require third-party compensation disclosure, but Millicom does not disclose third-party compensation provided to its directors or director nominees.

Corporate Governance Framework

Articles of Association

Millicom International Cellular S.A. (“Millicom” or the “Company”) is a public limited liability company (société anonyme) governed by the Luxembourg Law of August 10, 1915, on Commercial Companies (as amended). The Company was incorporated on June 16, 1992, and registered with the Luxembourg Trade and Companies’ Register (Registre du Commerce et des Sociétés de Luxembourg) under number B 40 630. The Millicom Group comprises Millicom and its subsidiaries, joint ventures and associates. The Articles of Association of MIC S.A. define its purpose inter alia as follows: “... to engage in all transactions pertaining directly or indirectly to the acquisition and holding of participating interests, in any form whatsoever, in any Luxembourg or foreign business enterprise, including but not limited to, the administration, management, control and development of any such enterprise." The valid Articles of Association are filed herewith as Exhibit 1.1.

Shares

MIC S.A. has only one class of shares, common shares. Each share entitles its holder to: one vote at the general meeting of shareholders; receive dividends when such distributions are decided (subject as well to restrictions in the agreements governing our indebtedness); and share in any surplus left after the payment of all the creditors in the event of liquidation. There is a preferential subscription right pursuant to Luxembourg corporate law under any share or rights issue for cash, unless the Board of Directors, within the limits specified in the Articles of Association, or an extraordinary general meeting of shareholders, as the case may be, restricts the exercise thereof. The Company's Articles of Association do not impose any restrictions on the transfer of shares. MIC S.A. shares are not subject to any sinking fund provision and as all of the issued shares in MIC S.A.’s capital are fully paid up, none of MIC S.A.’s shareholders are liable for further capital calls. Following Luxembourg law, any change to the rights attached to the shares of MIC S.A. require an amendment of the Company’s Articles of Association through the approval of shareholders at an extraordinary shareholders’ meeting duly convened and held before a Luxembourg notary, with a two-thirds majority vote of the shares represented at the meeting. Any increase to the obligations attached to shares may be adopted only with the unanimous consent of all shareholders.

The Articles of Association provide for the possibility and set out the terms for the repurchase by MIC S.A. of its own shares, which repurchase must be approved in accordance with applicable law and the rules of any exchange on which MIC S.A.’s shares are listed.

There were two share repurchase plans effective during 2025:

(1) An annual share repurchase plan approved at our 2024 AGM (the "2024 Authorization") that authorized the Board of Directors, at any time between May 23, 2024 and the date of the 2025 AGM, provided the required levels of

distributable reserves are met by MIC S.A. at that time, to engage in a share repurchase plan of MIC S.A.’s common shares to be carried out for all purposes allowed or which would become authorized by the laws and regulations in force, and in particular the Luxembourg law of August 10, 1915 on commercial companies, as amended by using its available cash reserves. The maximum number of common shares that may be acquired may not exceed ten percent (10%) of Millicom's outstanding share capital as of the date when the start of a share repurchase program is announced by press release. The maximum number of common shares includes repurchases of common shares represented by SDRs prior to the termination of the Company's SDR program on March 17, 2025.

For shares repurchased on a regulated market where the shares are traded, the price per share shall be within the registered interval for the share price prevailing at any time (the so called spread), that is, the interval between the highest buying rate and the lowest selling rate of the shares on the market on which the purchases are made. For any other shares repurchased, the price per share may not exceed 110% of the most recent closing trading price of the shares on the Nasdaq Stock Market in the U.S., provided that the minimum repurchase price is above SEK 50 (or USD equivalent).

Under the 2024 Authorization, the Board announced on November 29, 2024 a share repurchase program for up to $150 million of Millicom's shares. The purpose of the share repurchase program was to reduce the capital of Millicom by distributing funds to the shareholders, thus enhancing shareholder value, and to meet obligations under Millicom’s share-based incentive plans or other compensation programs. The share repurchase program was managed by a brokerage firm which made trading decisions regarding the timing and quantity of the purchases, independently of Millicom, based on the framework agreed at inception. The share repurchase program was subject to the following conditions:

–Repurchases may take place during the period between December 9, 2024 and May 21, 2025.

–The maximum level of SDRs and shares that may be repurchased was the lower of $150 million (approximately SEK 1.65 billion) in aggregate purchase price, or 17,200,000 SDRs / shares (the latter corresponding to approximately 10% of Millicom’s share capital, which is the maximum number allowed under the 2024 Authorization).

–Payment for the repurchases was made in cash.

–SDRs and shares may be repurchased on Nasdaq Stockholm or the Nasdaq Global Select Market, respectively, at a price per share within the registered interval for the share price prevailing at any time (the spread), that is, the interval between the highest buying price and the lowest selling price on the regulated market where the purchases are made.

–The repurchased SDRs and shares will ultimately be transferred to employees of the Group in connection with any existing or future share-based incentive plan or be cancelled, as the case may be.

Due to Swedish regulatory considerations, prior to March 2, 2025, Millicom did not repurchase SDRs or common shares at a price above USD 25.75 or the equivalent amount in SEK (such price being the increased offer price that Atlas Luxco S.à r.l offered to holders of SDRs and common shares in its tender offer for Millicom’s SDRs and common shares in 2024).

(2) An annual share repurchase plan approved at our 2025 AGM (the "2025 Authorization") that authorized the Board of Directors, at any time between May 21, 2025 and the date of the 2026 AGM, provided the required levels of distributable reserves are met by MIC S.A. at that time, to engage in a share repurchase plan of MIC S.A.’s common shares to be carried out for all purposes allowed or which would become authorized by the laws and regulations in force, and in particular the Luxembourg law of August 10, 1915 on commercial companies, as amended by using its available cash reserves. The maximum number of common shares that may be acquired may not exceed ten percent (10%) of Millicom's outstanding share capital as of the date when the start of a share repurchase program is announced by press release.

For shares repurchased on a regulated market where the shares are traded, the price per share shall be within the registered interval for the share price prevailing at any time (the so-called spread), that is, the interval between the highest buying rate and the lowest selling rate of the Shares on the market on which the purchases are made. For any other Shares repurchased, the price per share may not exceed 110% of the most recent closing trading price of the Shares on the Nasdaq Stock Market in the U.S., provided that the minimum repurchase price is above USD 1.5.--).

There were no share repurchase programs conducted under the 2025 Authorization.

Shareholders’ Meetings

General meetings of shareholders are convened by convening notice published in the Luxembourg Official Gazette (Journal des Publications, Recueil Electronique des Sociétés et Associations), in a Luxembourg newspaper, as a

press release and on the Millicom website. According to article 18 of the Articles of Association of MIC S.A., the Board of Directors determines in the convening notice the formalities to be observed by each shareholder for admission to the AGM. An AGM must be convened every year within six months of the end of the financial year, at the registered office of the Company or any other place in Luxembourg as may be specified in the convening notice. Other meetings can be convened as necessary.

Limitation on Securities Ownership

There are no limitations imposed under Luxembourg law or the Articles of Association on the rights of non-resident or foreign entities to own shares of the Company or to hold or exercise voting rights on shares of the Company.

Change of Control

There are no provisions in the Articles of Association of the Company that would have the effect of delaying, deferring or preventing a change in control of MIC S.A. and that would operate only with respect to a merger, acquisition or corporate restructuring involving the Company, or any of its subsidiaries.

Disclosure of Shareholder Ownership

Until March 17, 2025, as required by the Luxembourg law on transparency obligations of January 11, 2008, as amended (the “Transparency Law”), a shareholder who acquired or disposed of shares, including depositary receipts representing shares in the Company’s capital had to notify the Company and the Commission de Surveillance du Secteur Financier of the proportion of shares held by the relevant person as a result of the acquisition or disposal, where that proportion reached, exceeded or fell below the thresholds referred to in the Transparency Law. As per the Transparency Law, the above also applied to the mere entitlement to acquire or to dispose of, or to exercise, voting rights in any of the cases referred to in the Transparency Law. This ownership disclosure is no longer required as a result of the delisting from Nasdaq Stockholm in March 2025.

Background

Millicom’s shares have been listed on the Nasdaq Global Select Market in the United States since January 9, 2019. Until March 17, 2025, Millicom's shares were also listed on Nasdaq Stockholm in the form of Swedish Depository Receipts. The delisting of the SDRs from Nasdaq Stockholm was approved on March 3, 2025 and became effective on March 17, 2025.

Millicom’s Corporate Governance Framework was primarily based on the following legislation, principles and regulations:

Publication Authority Philosophy
Luxembourg Law Legislation Comply
EU Directives and Regulations Legislation Comply
Nasdaq Stock Market Rules Regulation Comply
U.S. Securities Laws Regulation Comply
Good Stock Market Practice Guiding Principles Corporate Citizenship

Within these frameworks, Millicom's Board develops and monitors internal guidelines and practices, as further described below, to ensure the quality and transparency of Millicom's corporate governance.

Swedish Corporate Governance Code

Until the delisting of its SDRs from Nasdaq Stockholm on March 17, 2025, Millicom followed the Swedish Corporate Governance Code (“Swedish Code”), which promoted good corporate governance to ensure companies are run sustainably, responsibly and efficiently. The Swedish Corporate Governance Board opted for self-regulation, and adopted a “comply or explain” philosophy. Therefore, companies may deviate from specific provisions, as long as they disclose the deviation and explain why they chose a different solution that is more suitable for their size and specific circumstances.

Compliance with Applicable Stock Exchange Rules

None of Nasdaq Stockholm’s Disciplinary Committee, the Swedish Securities Council or the Nasdaq Stock Market reported any infringement of applicable stock exchange rules or breach of good practice on the securities market by Millicom in 2025.

Corporate Governance Structure

Millicom' s Corporate Governance structure comprises the following three levels:

1.Shareholders and representatives of shareholders (see "—Shareholders and Representation of Shareholders" below).

2.The Board of Directors and Committees appointed by the Board (see "—Board Governance"below).

3.The Group Leadership Team, and their primary governance functions (see "—Group Leadership Team" below).

Shareholders and Representation of Shareholders

Shareholders and Shareholders’ Meeting

The shareholders’ meeting is Millicom's highest decision-making body and a forum for shareholders to voice their opinions. Each shareholder has the right to participate in the shareholders’ meeting and to cast one vote for every share. Shareholders unable to attend in person may exercise their rights by proxy or vote in writing (by way of proxies).

Millicom’s Articles of Association set the Annual General Meeting of Shareholders (“AGM”) to be held in Luxembourg within six months of the close of the financial year.

Unless otherwise required under Luxembourg Law, an extraordinary general meeting ("EGM") must be convened to amend the Articles of Association.

At the 2025 AGM, held in Luxembourg on May 21, 2025, shareholders approved all the resolutions proposed by the Board and Nomination Committee, including the following key items:

•the annual accounts and the consolidated accounts for the year ended December 31, 2024;

•the allocation the results of the year ended December 31, 2024, to the unappropriated net profits to be carried forward; and a dividend distribution of USD 3 per share to be paid in four equal installments on or around July 15, 2025, October 15, 2025, January 15, 2026, and April 15, 2026.

•the discharge of all current and former Millicom Directors who served at any point in time during the financial year ended December 31, 2024, for the performance of their mandates;

•the establishment of the number of Directors at eight (8) and election of the Board members and Chair of the Board (see "—Board Governance—Board Profile: Skills and Experience);

•the election of KPMG as Millicom's external auditor;

•the remuneration to the Board members and external auditor; and

•the share repurchase plan.

On May 21, 2025, an EGM was held, and the proposed amendments to the articles of association were duly passed, including:

•The Authorization to the Board to cancel any repurchased shares.

•The removal of the reference to the Swedish Corporate Governance Code and the removal of the requirements regarding the composition of the Nomination Committee.

•The reinstatement of the casting vote of the Chair of the Board in the event of a tie, as provided by article 444-4 (2) of the 1915 Law.

•The removal of the requirement that written board resolutions can only be adopted in cases of urgency or exceptional circumstances.

•The authorization of the participation of shareholders in general meetings through electronic means and video conference.

•Full restatement of the Company’s Articles of Association to incorporate the changes above, as well as changes reflecting the recent delisting of Millicom’s securities from NASDAQ Stockholm.

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), par value $1.50 each, by each person who beneficially owned more than 5% of our common shares.

Name of Shareholder Common Shares Percentage of Share Capital (excluding treasury share)
Niel Family Group (1) 73,820,018 44.1 %

(1)     Information herein is based upon a Schedule 13D/A (amendment No. 26) filed with the SEC on March 13, 2026, that reflects 70,470,018 common shares, par value $1.50 per share ("Common Shares") of Millicom International Cellular S.A., a Luxembourg company (the "Issuer"), beneficially owned by Atlas Investissement SAS, a company incorporated under French law as a societe par actions simplifiee ("Atlas Investissement"), plus 3,350,000 Common Shares that Atlas Investissement expects to purchase under the Equity Derivative Transaction Agreements (as defined in the Schedule 13D) on or before June 30, 2026. Iliad Holding SAS ("Iliad Holding"), as the controlling shareholder of Atlas Investissement, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement. Maya SAS ("Maya"), as the controlling shareholder of Iliad Holding, may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Iliad Holding and Atlas Investissement. Xavier Niel, the President of Maya, Jules Niel, John Niel, Elisa Niel and Joseph Niel (together, the "Niel Family") may be deemed to have shared beneficial ownership over the Common Shares beneficially owned by Atlas Investissement, Iliad Holding and Maya.

The percentage reflected in the table above is calculated on the basis of 167,540,829 Common Shares outstanding as of February 28, 2026 (169,000,000 Common Shares outstanding, less 1,459,171 Common Shares held in treasury), as set forth in the last relevant update available on the date hereof on the Issuer's website.

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 on the records maintained by Broadridge Corporate Issuer Solutions, Inc., as of December 31, 2025, there were 180 record holders of common shares in the United States that held 169,000,000 common shares (representing 100% of the outstanding share capital as of such date). Cede & Co., the nominee of the Depository Trust Company, was the registered holder of 168,963,539 of such shares, which include 70,470,018 shares held by Atlas (representing 42.2% 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 were held for the account of brokers or other nominees.

Nomination Committee

Millicom's prior Nomination Committee, which was elected in October 2024 and served until the AGM 2025, was composed of:

Member On behalf of: Position
Mr. Jules Niel Atlas Chair
Mr. Jan Dworsky Swedbank Robur Member
Mr. Gerardo Zamorano Brandes Member
Mr. Maxime Lombardini Chair of the Board is a member of the Nomination Committee as appointed by shareholders at the 2024 AGM Member

The prior Nomination Committee formed in October 2024 was appointed by the largest shareholders of Millicom. It was not a Board committee. Its role was to propose resolutions regarding electoral and remuneration issues to the shareholders’ meeting held on May 21, 2025, in a manner that promoted the common interest of all shareholders, regardless of how they are appointed. Nomination Committee members' terms of office ran from the time the Nomination Committee was convened until the day of the AGM 2025.

After the AGM 2025, and following the delisting from Nasdaq Stockholm and the amendment of the articles of association, the Board resolved on the formation of a Nomination Committee comprised of Board members, rather than representatives of the largest shareholders. The Board merged the Nomination Committee with the Talent and Compensation Committee, creating the Nomination, Talent and Compensation Committee that will propose the Directors' remuneration for the approval of the 2026 AGM.

Promoting Board Diversity

In its work, the Nomination Committee gave particular consideration to the importance of diversity on the Board, including with respect to gender, age, nationality and tenure, as well as depth of experience, professional backgrounds and business disciplines. The Nomination Committee based this practice on the belief that a diverse Board promotes constructive discussion and multiple opinions, views and insights, enriching decision-making and preventing groupthink.

The Nomination Committee further assessed that the composition of the proposed Board was fit-for-purpose in respect of different nationalities and backgrounds and exhibits a solid mix of directors with highly relevant skill sets aligned with Millicom’s strategy. The current Nomination, Talent and Compensation Committee of the Board continues to pursue diversity as part of its efforts to find the most competent Board members and promote the Board’s discussion around key issues.

Board Diversity Matrix (As of December 31, 2025)
Home Country: Luxembourg
Foreign Private Issuer Yes
Disclosure Prohibited Under Home Country Law No
Total Number of Directors 8
Female Male Non-Binary Did Not Disclose Gender
Part I: Gender Identity
Directors 3 5 0 0
Part II: Demographic Background
Underrepresented Individual in Home Country Jurisdiction 3
LGBTQ+ 0
Did not disclose demographic background 0

Board Governance

Written charters set out the objectives, limits of authority, organization and roles and responsibilities of the Board and each of its committees.

Board of Directors and Board Committees

The Chair convenes the Board and leads its work. The Chair is accountable to the Board and acts as a direct liaison between the Board and the management of the Company through the CEO. Meeting agendas are set with the CEO, and the Chair communicates Board decisions where appropriate.

Role of the Board

The Board is responsible for approving Millicom’s strategy, financial objectives and operating plans, and for oversight of governance. The Board also plans for succession of the CEO and reviews other senior management positions.

As set forth in the Company’s Articles of Association, the Board must be composed of at least six members. The 2025 AGM set the number of Directors at eight, comprising a Chair, and seven members until the next annual general meeting of shareholders. Jules Niel and Pierre-Emmanuel Durand were appointed as interim members of the Board on September 24, 2024 (with their appointments approved by the 2025 AGM).

The Board selects the CEO, who is charged with daily management of the Company and its business. The CEO is responsible for recruiting the senior management of the Company. The Board reviews plans for key senior management positions; supervises, supports and empowers the senior management team; and monitors senior managers' performance.

Further details on the roles and activities of the various committees, as well as their responsibilities and activities, appear later in this section.

Powers and Limitations of the Board

Borrowing powers: The Board has unrestricted borrowing powers on behalf of, and for the benefit of, Millicom.

Time and age limit: No age limit exists for being a director of Millicom. Directors' mandates can be for a maximum of six years before either being re-elected or ending their service. There are no restrictions on the maximum continuous periods that a director can serve. The current directors have been elected for a term starting on the date of the 2025 AGM and ending on the date of the 2026 AGM (i.e., for approximately one year).

Restrictions on voting: No contract or other transaction between the Company and any other person shall be affected or invalidated by the fact that any director, officer or employee of the Company has a personal interest in—or is a director, officer or employee of—such other person. However, the following conditions apply:

•The contract or transaction must be negotiated on an arm’s-length basis on terms no less favorable to the Company than could have been obtained from an unrelated third party; in the case of a director, he or she shall inform the Chair of his or her conflict of interest and abstain from deliberating and voting on any matters that pertain to such contract or transaction at any meeting of the Board.

•Any such personal interest shall be fully disclosed to the Company by the relevant director, officer or employee and, to the extent a director is involved, to the next general meeting of shareholders.

•Director's service agreements: None of MIC S.A's current directors have entered into service agreements with the Millicom Group or any of its subsidiaries providing for benefits upon termination of their respective directorships.

Share Ownership Requirements

Directors are not required to be shareholders of the Company. Share ownership of directors is included in the director biographies set out on the following pages. Directors, excluding shares beneficially owned by Jules Niel, collectively own less than 1% of the Company's outstanding shares as of December 31, 2025.

Insider Trading Policy

The Company has an insider trading policy governing the purchase, sale and other dispositions of our securities by directors, senior management and employees that are reasonably designed to promote compliance with applicable insider trading laws, rules and regulations, and any listing standards applicable to the Company. The insider trading policy is included as Exhibit 11.1 to this Annual Report.

Roles

Chair of the Board

The Chair is elected at the AGM. If the Chair relinquishes the position during the mandate period, the Board elects a new Chair from among its members to serve until the end of the next AGM. The Board Chair convenes the Board and leads its work, coordinates with the CEO to set the meeting agendas and serves as the Board's liaison to the CEO between meetings.

Deputy Chair of the Board

If elected by the Board, the Deputy Chair acts as a sounding board and provides support for the Chair. The Deputy Chair convenes Board meetings in accordance with the Company’s Articles of Association and leads the Board's work in the event the Chair is unavailable or is excused from a Board meeting. The Deputy Chair may act as an intermediary in any conflicts among Board members or between the Chair and the CEO. The Board can designate additional roles and responsibilities of the Deputy Chair.

Corporate Secretary

The Corporate Secretary is appointed by the Board to ensure that Board members have the proper advice and resources for performing their duties. The Corporate Secretary is also responsible for organizing and coordinating Board and committee meetings and ensuring that the minutes of those meetings reflect the proper exercising of Board duties.

The Corporate Secretary is also a confidante and resource to the Board and senior management, providing advice on governance, Board responsibilities and logistics.

Chief Executive Officer (CEO)

The CEO leads the development and execution of the Company’s strategy with a view to creating shareholder value and enacting the Company's purpose. The CEO is responsible for day-to-day activities and management decisions, both operating and financial. The CEO is a liaison between the Board and management and communicates to the Board on behalf of management.

The CEO also leads Millicom's communications with shareholders, employees, government authorities, other stakeholders and the public.

Board Membership, Balance and Independence

The Nomination, Talent and Compensation Committee and the Board periodically review the size, balance and diversity of the Board to determine whether any changes are appropriate.

At the AGM, held annually within six months of the end of the financial year, or at any other general meeting, shareholders may vote for or against the directors proposed by the Nomination, Talent and Compensation Committee. One or several shareholders representing, individually or collectively, at least 10% of the share capital of Millicom may reserve the right to add one or more additional items to the agenda of the AGM and/or EGM.

The Board has adopted in its charter the qualification guidelines of an “independent director” which are consistent with the U.S. Securities and Exchange Commission rules and Nasdaq Stock Market rules. In addition, the Board considers best practices recommended by the ISS Policy for Continental Europe, Proxy Voting Guidelines Benchmark Policy Recommendation, and with consideration of the specific independence requirements within the Nasdaq Stock Market rules. A Director’s independence is determined by a general assessment of the Company or its executive management based on the Board's independence criteria. All of the 8 directors (Chair and 7 members) are non-executive and independent from the Company and its executive management, with four of them being affiliated with the largest shareholder (Maxime Lombardini, Jules Niel, Pierre-Emmanuel Durand and Pierre-Alain Allemand) as of December 31, 2025.

Factors considered to determine the Directors’ independence (after March 17, 2025) (i) from the Company, executive management and (ii) the major shareholders
Category Test
Executive Director Employee or executive of the company;
Any director who is classified as a non-executive, but receives salary, fees, bonus, and/or other benefits that are in line with the highest-paid executives of the company.
Non-Independent Non-Executive Director (NED) Any director who is attested by the Board to be a non-independent NED;
Any director specifically designated as a representative of a significant shareholder of the company;
Any director who is also an employee or executive of, or receives substantial compensation from, a significant shareholder of the company;
Beneficial owner (direct or indirect) of at least 10 percent of the company's stock, either in economic terms or in voting rights (this may be aggregated if voting power is distributed among more than one member of a defined group, e.g., members of a family that beneficially own less than 10 percent individually, but collectively own more than 10 percent), unless market best practice dictates a lower ownership and/or disclosure threshold (and in other special market-specific circumstances);
Former executive (except after five-year cooling off period);
Government representative
More than 12 years of service from date of first appointment;
Any additional relationship or principle considered to compromise independence under local corporate governance best practice guidance.
Independent NED Not classified as non-independent (see above);
No material connection, either direct or indirect, to the company (other than a board seat) or to a significant shareholder.

Image_8.jpg Swedish Code's independence provisions (applicable until March 17, 2025)

Requirement Compliant
The majority of Millicom’s Board must be independent from the Company and its executive management team. 8 out of 8 Millicom Directors met this criterion (100%)
At least two of those independent Directors must also be independent from the Company’s major shareholders. 5 out of 8 Millicom Directors met this criterion (62.5%)
The majority of the members of the Audit Committee are to be independent in relation to the Company and its executive management. At least one of the members who is independent in relation to the Company and its executive management is also to be independent in relation to the Company’s major shareholders. All of Millicom's Audit and Compliance Committee members meet this criterion (100%)
The Chair of the Board may chair the Compensation Committee. The other members of the committee are to be independent of the Company and its executive management. All of Millicom's Compensation and Talent Committee members meet this criterion (100%)

Image_9 (1).jpg Nasdaq Stock Market rules

Requirement Compliant
The Audit Committee must have at least three members, all of whom meet Nasdaq Stock Market and U.S. Securities and Exchange Commission definitions of independence. The three members of Millicom's Audit and Compliance Committee meet this criterion (100%)

Board Profile: Skills and Experience

Mr. Maxime Lombardini

Role: Re-elected as Chair of the Board in May 2025. He was first appointed Interim Chair of Millicom's Board of Directors on September 19, 2024. First elected as Director in May 2024.

Nationality: French

Gender: Male

Age: Born in 1965

Skills: Mr. Lombardini brings his executive expertise leading large telco companies in Europe.

Millicom Committees: None

Experience: Until September 2024, he was President and Chief Operating Officer for Millicom, leading all operational and financial responsibilities with a focus on driving profitable growth. He is currently Vice Chairman of the Iliad Group, one of the major players

in the European telecoms sector. He joined Iliad in 2007, as Chief Executive Officer and continued his tenure through 2018. In May of 2018, he assumed the role of Chairman of Iliad’s Board of Directors until March 2020. Since then, he has served as the Vice Chairman of the Board of Directors. Prior to joining Iliad, Maxime has been CEO of TF1 Production, one of the leading French commercial television networks. From 1999 to 2003, he was head of business development at TF1. From 1996 to 1999, he was the company secretary of TPS (digital satellite platform). Due to his extensive experience and track record in the telecommunications industry, he emerged as a distinguished leader with a remarkable depth of expertise in the sector.

Education: He is a graduate of the Sciences Po Paris and a holder of a Master's degree in business and tax law from the University of Paris II.

Independence: Independent from the Company and its executive management, but not from its major shareholders (Atlas).

Ms. Maria Teresa Arnal

Non-Executive Director

Role: Re-elected as Non-Executive Director in May 2025. First appointed in May 2023

Nationalities: Mexican, Venezuelan and Spanish citizen

Gender: Female

Age: Born in 1971

Skills: Ms. Arnal brings her significant knowledge in the fields of digital payments and digital infrastructure businesses in Latin America, as well her experience in digital and new media technology, telecommunications and entertainment.

Millicom Committees: Chair of the Nomination, Talent and Compensation Committee

Experience: Ms. Arnal currently serves as a director of (i) Walmart of Mexico and Central America, (ii) Sigma Alimentos, S.A. de C.V., wholly owned by Alfa Corporativo, S.A. de C.V, a global food company headquartered and listed in Mexico, and (iii) Orbia, a purpose-driven growth company that tackles global challenges. Her previous experience includes (i) managing director for Google Mexico, (ii) Managing Director Spanish Speaking LATAM at Twitter, (iii) Chief Executive Officer and President at J. Walter Thompson Company in Mexico, (iv) General Manager, Director of Operations, Director of Sales, and Alliances Microsoft in Mexico, (v) consultant for The Boston Consulting Group and Booz, Allen & Hamilton. Furthermore, she founded Clarus, a leading digital marketing firm that was later acquired by WPP. She was a Director at Stripe Latam, which provides payment processing software and APIs for online commerce, where she helped start and expand Stripe's footprint. She has been involved with the tech start-up ecosystem in Latam as an investor and through Endeavor and several VC funds.

Education: Bachelor’s degree in Industrial Engineering from Andres Bello Catholic University (UCAB) and holds a Master of Business Administration (MBA) from Columbia Business School.

Independence: Independent from the Company, its executive management and its major shareholders

Mr. Bruce Churchill

Non-Executive Director

Role: Re-elected as a Non-Executive Director in May 2025; first appointed in May 2021

Nationality: U.S. citizen

Gender: Male

Age: Born in 1957

Skills: Mr. Churchill brings over 30 years of operational and strategy experience in the media industry, including senior management roles in Latin America.

Millicom Committees: Member of the Nomination, Talent and Compensation Committee and member of the Audit and Compliance Committee.

Experience: Currently, Mr. Churchill serves on the Board of Wyndham Hotels and Resorts, one of the largest hotel franchises in the world, where he also chairs the Compensation Committee and is a member of the Audit Committee. Previously, he served as (i) Non-Executive Director on the Board of Computer Sciences Corporation, a multinational corporation that provided IT services and professional services, from 2014 to 2017 (when the company merged with HP Enterprise); (ii) President of DIRECTV Latin America, LLC, from 2004 to 2015, and Chief Financial Officer of DIRECTV from January 2004 to March 2005; and (iii) President and Chief Operating Officer of STAR TV.

Education: MBA, Harvard Business School; Bachelor of Arts in American Studies, Stanford University

Independence: Independent from the Company, its executive management and its major shareholders

Ms. Justine Dimovic

Non-Executive Director

Role: Re-elected as a Non-Executive Director in May 2025. First appointed in May 2024

Nationalities: French citizen

Gender: Female

Age: Born in 1981

Skills: Ms. Dimovic brings her deep knowledge of Millicom and extensive experience in finance.

Millicom Committees: Chair of the Audit and Compliance Committee

Experience: Ms. Dimovic currently serves as Head of Group Controlling & Corporate functions Finance at Sanofi, a biopharma company listed on Euronext Paris and Nasdaq Global Select Market. Prior to this, she was (i) SVP Corporate Finance & Group Treasurer at L'Oréal, (ii) Senior Vice President of Treasury, Financing and Investor Relations at IDEMIA, and (iii) the VP of Corporate Finance & Group Treasurer at Millicom. Justine has also held roles such as Vice President of Finance, Group Treasurer, Head of Investor Relations and VP Equity Research. She began her career as an Equity Research Analyst covering the Telecom sector at Exane BNP Paribas.

Education: Master's degree engineering, Ecole Nationale Superieure des Mines de Nancy; Post graduate degree, Banking and Corporate Finance, Emlyon Business School; Executive Leadership program, Stanford University.

Independence: Independent from the Company, its executive management and its major shareholders

Mr. Pierre Alain Allemand

Non-Executive Director

Role: First elected as a Non-Executive Director in May 2025

Nationalities: French citizen

Gender: Male

Age: Born in 1973

Skills: Mr. Allemand brings his engineering background, with extensive experience and technical knowledge in the telecommunications sector in Europe and emerging countries.

Millicom Committees: None.

Experience: Mr. Allemand is a member of the Board of Directors of (i) Fiber Network Ireland, a fiberco between Eir and Infravia, and (ii) Salt Mobile in Switzerland. Previously, he was a member of the Board of Directors of Eir (Ireland) and interim CEO of Salt. He is now Executive Director in charge of IT & Network at Atlas Investissement. Prior to joining NJJ, Pierre-Alain was Executive Director in charge of network and information systems at SFR. Pierre-Alain has solid expertise in the telecom industry, having imported a wholesale IRU FTTH model in Switzerland. Pierre-Alain began his career with Spie and Neuf Cegetel as an engineer.

Education: ESTP Paris

Independence: Independent from the Company and its executive management, but not from its major shareholders (Atlas).

Ms. Blanca Treviño de Vega

Non-Executive Director

Role: Re-elected as a Non-Executive Director in May 2025. First appointed in May 2023

Nationalities: Mexican and Spain citizen

Gender: Female

Age: Born in 1959

Skills: Ms. Treviño brings her wide-ranging international experience in IT services in emerging countries, particularly in Latin America, as well as strong leadership and perspectives in the rapidly evolving world of business technology. She has led important M&A processes, mostly in Spain and USA,

Millicom Committees: Member of the Audit and Compliance Committee

Experience: Ms. Treviño is the President, CEO, and co-founder of Softtek, a global company dedicated to helping organizations evolve through technology. She also serves (i) in the Business Advisory Council for President Sheinbaum, (ii) Vice-President of the Mexican Business Council, (iii) non-executive director at the Mexican Stock Exchange, and (iv) member of the Advisory Council of the MIT School of Engineering, (v) director at Council of the Americas, (vi) director at the Ibero-American Council on Productivity and Competitiveness. Previously she served as (i) Co-Chair of the Partnership for Central America, (ii) director at Grupo Lala, (iii) independent director of Walmart Mexico for 15 years, as well as an independent director of companies such as Goldcorp and the state-owned Federal Electricity Commission.

Education: Bachelor’s degree in Computer Science from the Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM).

Independence: Independent from the Company, its executive management and its major shareholders

Mr. Jules Niel

Non-Executive Director

Role: Re-elected as a Non-Executive Director in May 2025. First appointed in September 2024

Nationality: French citizen

Gender: Male

Age: Born in 2000

Skills: Mr. Niel brings his experience in the telecommunications industry and strategic long-term view.

Millicom Committees: Member of the Nomination, Talent and Compensation Committee.

Experience: Jules Niel is an Investment Associate at NJJ Telecom Europe, the holding company of telecom operators Eir (Ireland), Salt (Switzerland) and Monaco Telecom Group. He serves on the boards of Unibail-Rodamco-Westfield and Monaco Telecom.

Prior to joining NJJ Telecom Europe in 2023, he worked in the Global Advisory (M&A) division at Rothschild & Co in Paris.

Education: Mr. Niel holds a Master in Management from ESSEC Business School (France) and a Bachelor’s degree from Bocconi University (Italy).

Independence: Independent from the Company and its executive management, but not from its major shareholders (Atlas)

Mr. Pierre-Emmanuel Durand

Non-Executive Director

Role: Re-elected as a a Non-Executive Director in May 2025. First appointed in September2024

Nationality: French citizen

Gender: Male

Age: Born in 1990

Skills: Mr. Durand brings his strategical thinking and experience in the telecommunications industry, M&A and finance.

Millicom Committees: Observer of the Audit and Compliance Committee

Experience: Director at NJJ Telecom Europe and Atlas Investissement since 2018, focusing primarily on financial controlling, M&A, financing and business development activities. He was previously a Manager in the Transaction Services team at KPMG Paris, working on financial due diligence for corporate clients and private equity firms. He is also a member of the Boards of Directors of Salt Mobile, Eir, Epic Cyprus and Epic Malta.

Education: Master's degree in Corporate Finance, NEOMA Business School, and bachelor’s degree in Economics and English from the University of Paris X

Independence: Independent from the Company and its executive management, but not from its major shareholder (Atlas)

Mses. Arnal, Treviño and Dimovic and Messrs. Lombardini, Churchill, Allemand and Durand collectively own less than 1% of the Company's outstanding shares. Mr Jules Niel is a member of the Niel family group that beneficially owns 42.2% of the Company's shares.

Board Program

Summary of Board Activities in 2025

Immediately after the 2025 AGM, the Board of Directors held a meeting during which it agreed on key governance matters, the calendar and an annual program consisting of specific areas of focus on which the Board has a role to oversee and advise the Company.

Specific projects and topics arise in the normal course of business and are added to the program of the Board; some of these are handled by specific Board committees.

Board program and Area of Focus in 2025

Board annual program
1. Strategic review
Oversaw the completion of sale of the LATI operations and related assets (tower infrastructure)
Discussed and approved agreements for the potential combination of Telefonica Colombia (Coltel) and TigoUne in Colombia and oversaw the progress of these transactions.
Discussed, reviewed and approved the acquisition of Telefonica Ecuador, Telefonica Uruguay and Telefonica Chile
Discussed with the Group Leadership Team industry and geographic trends and the operational and financial strategy for each country
Discussed and approved the developments and conclusion of the DOJ investigation and the settlement with Telefonica regarding the termination of the acquisition of Telefonica's Costa Rica in 2020.
Discussed and approved strategic contracts with suppliers.
2. Operating and financial performance review
Monitored challenges, threats, opportunities and other consequences of the macroeconomic and regulatory climate on the business and strategy
Reviewed and approved the financial targets for 2025
Reviewed and approved spectrum acquisition
Discussed and approved the annual budget
3. Corporate governance, legal and compliance matters
Convened the AGM 2025 and made revisions and updates to governance structure (Board and committee charters, as well as the authority matrix). Merged the Nomination, Talent and Compensation Committee
Elected the Committee Chairs and members
4. ESG; sustainability and other external affairs related matters
Periodically reviewed the political situation by market, with a specific focus on election periods, international relations and advice on related risk management
5. HR, Organizational structure and corporate culture
Oversaw succession planning for the Group Leadership Team and the appointment of the GMs
6. External financial reporting and non-financial performance
Reviewed the 2024 Annual Report and 20-F
Reviewed quarterly earnings releases and interim consolidated financial statements
7. Risk management
Set the risk appetite of the Group
8. Capital structure and capital allocation
Approved a new shareholder remuneration policy to resume regular cash dividends sustaining or growing cash dividends every year while maintaining a prudent capital structure and approved the following dividend distributions:1. interim dividend, of 0.75/share paid on 15 April 2025. 2. Dividend of 3.00 per share , payable in four equal quarterly installments: 0.75 per share on 15 July, 2025; 0.75 per share on 15 October, 2025: 0.75 per share on 15 January, 2026; and 0.75 per share on 15 April, 2026.3. interim dividend of 2.50 per share, payable in two equal installments of 1.25 per share, on October 15, 2025 and April 15, 2026.
Approved the cancellation of treasury shares 3,096,305. As a result, the Company’s issued share capital was reduced to 253,500,000, represented by 169,000,000 shares.
9. Board performance self-evaluation
10. Reports from committees
Discussed Director appointment proposals

All values are in US Dollars.

Induction and Training

Millicom provides new incoming independent Board members with information on their roles and responsibilities, the Board's operating procedures and Millicom’s business and industry. We provide access to governance documents, policies and procedures; meeting materials; and Company information through a secure online tool, in meetings set with the Group Leadership Team, and through ongoing dissemination of information.

Millicom provides annual training to all directors on topics such as anti-bribery and corruption, ethics, independence and insider trading. In addition, the Board regularly receives detailed reports on specific areas that support directors' understanding of Millicom’s business and operating environment.

In 2025, the directors participated in a visit to Millicom’s operations in Panama to learn about the characteristics of the local market, meet with the group leadership team, and interact with local management.

Board Effectiveness

The Board conducts an annual performance review process, wherein each Board member’s personal performance is also reviewed. This involves assessing Board and committee actions and activities against the Board’s mandate, as determined in the Board Charter, and the mandates of its various committees.

The Board used a questionnaire to assess its performance during 2025 against the Board's key duties, its composition and processes, and the performance of individual Board members. The results of the evaluation were presented to the Nomination, Talent and Compensation Committee. It was decided that it was not necessary to engage an international consultancy firm to assist in an assessment of the composition of the Board for the proposals to the AGM 2026.

Board Meetings/Attendance at Meetings of the Board in the 2025 Financial Year

Director Meeting Attendance %
Mr. Maxime Lombardini 11 of 11 100%
Ms. Maria Teresa Arnal 11 of 11 100%
Mr. Bruce Churchill 11 of 11 100%
Mr. Pierre Alain Allemand 5 of 5 100%
Ms. Justine Dimovic 11 of 11 100%
Mr. Pierre-Emmanuel Durand 11 of 11 100%
Mr. Jules Niel 9 of 11 82%
Ms. Blanca Treviño de Vega 9 of 11 82%
Former Directors
Mr. Tomas Eliasson 3 of 6 50%
Overall attendance 81 of 88 92%

Board Committees

The Board is supported by committees (Audit and Compliance Committee and Nomination, Talent and Compensation Committee) that work on behalf of the Board within their respective areas of responsibility. From time to time, the Board delegates authority to an “ad hoc” work group so that it may resolve a specific matter on its own without having to go before the full Board for approval.

I. Audit and Compliance Committee

Letter from the Chair of the Audit and Compliance Committee

I am pleased to present the Audit and Compliance Committee’s report for 2025. We convened six formal meetings during the financial year in order to satisfy our established set of responsibilities.

In 2025, the Company implemented actions to drive an increase in annual equity free cash flow generation. The strong financial and economic performance achieved -driven by efficiencies and cost-discipline put in place over previous years- created a solid foundation for future opportunities. This enabled the Company not only to complete strategic divestitures, such as the sale of our Lati operations, but also to pursue growth through acquisitions, including the incorporation of Uruguay and Ecuador as new countries of operation.

Compliance Related topics

In 2025, the Company's ethics and compliance program continued to evolve to better assist employees in doing the right thing the right way, while further expanding the program's reach through our three strategic focus points: embed and entrench, communication, and data analytics. With compliance integrated into the Company's business processes, compliance teams are better able to detect and mitigate any potential risks in real time. Additionally, the compliance function disseminated its messages in conjunction with other departments in a clear and manner understandable to everyone in the organization. The compliance function also used data analytics to develop action plans and address root causes.

In focusing on the most pressing risks in 2025, the Company continued reinforcing the main elements of our compliance program, including annual digital training for the entire Company. The training covered, among other topics, our Code of Conduct, Speak Up campaign, Anti-Corruption Policy, Anti-Money Laundering Policy, and Data Privacy Policy. The training campaign this year was highly interactive and factually based. Additionally, in 2025, we revised the Company's Code of Conduct, as well as our Anti-Corruption and Government Interactions Policies.

Building on these core elements, the Company has now taken a significant step toward resolution of a previously disclosed Foreign Corruption Practices Act investigation by entering into a Deferred Prosecution Agreement (DPA) with the U.S. Department of Justice. This agreement underscores the Company’s commitment to compliance and remediation, while allowing it to avoid a criminal conviction by meeting the terms outlined by the DOJ.

Audit Related topics

The Audit and Compliance Committee performed risk oversight of critical accounting areas, cybersecurity and other external threats. Our overarching objectives included ensuring the integrity of the Group’s financial reporting and that appropriate accounting judgments were made, assessing the external auditor's effectiveness, and overseeing the status of the internal control environment. In addition to tracking important regulatory developments in financial reporting, the committee monitored tax obligations, debt liability management, as well as the evolution of Millicom’s risk management and internal audit programs.

Our Internal Audit Team supported the Audit & Compliance Committee by aligning its audit plan and activities with the Company's evolving risk profile. This approach ensure that audit efforts remained relevant and focused on areas of greater impact. Through these activities, Internal Audit delivered relevant recommendations aimed at strengthening the Company's control environment and enhancing overall risk management practices.

I wish to extend my appreciation to my colleagues for their support of and commitment to the activities of the committee. On behalf of the Board, I would like to reconfirm our commitment to a culture of ethics and strong compliance that leads to success for the business and pride for our Company by making it happen the right way.

I look forward to continue performing our duties.

Ms. Justine Dimovic

Chair of the Audit and Compliance Committee

Audit and Compliance Committee Members and Attendance at Regularly Scheduled Meetings in 2025

Audit and Compliance Committee Position First appointment Meetings/attendance %
Ms. Justine Dimovic Chair* May 2024 (elected as chair in May 2025) 6 of 6 100
Ms. Mr. Bruce Churchill Member May 2025 3 of 3 100
Ms. Blanca Treviño de Vega Member May 2023 6 of 6 100
Attendance 15 of 15 100
Mr. Tomas Eliasson Member May 2019 (until May 2025 AGM) 3 of 3 100
Overall attendance 18 of 18 100

*Designated as having specific accounting competence as per the EU Directive.

Appointment and Role of the Audit and Compliance Committee

Millicom's Directors have established an Audit and Compliance Committee that convenes at least four times a year and comprises a minimum of three independent directors. The Audit and Compliance Committee is composed solely of independent Non-Executive Directors. Each member have skills and experience appropriate to the Company’s business and be financially literate. The Board is confident that the collective experience of the members enables them to act as an effective Audit and Compliance Committee. The Audit and Compliance Committee is also satisfied that it has the expertise and resources available to fulfill its responsibilities.

This committee has responsibility to assist the Board in its responsibility for the robustness, integrity and effectiveness of financial reporting, risk management, internal controls, cybersecurity program, internal audit and external audit process, as well as compliance with applicable laws and regulations; and to oversee the Company’s compliance program, standards of business conduct and related investigations, and to monitor the Company’s actions and resources in these areas. Millicom’s Audit and Compliance Committee reports on and makes recommendations to the full Board regarding the Group’s compliance programs and standards of business conduct. The ultimate responsibility for reviewing and approving Millicom’s Annual Report and accounts remains with the Board.

The Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, VP Internal Audit & Enterprise Risk Management, Head of Business Controls, Chief Legal and Compliance Officer, Chief Technology and Information Officer, and representatives from the Company's external auditor KPMG are invited to attend committee meetings. The Secretary of the committee is the Group's Company Secretary. The Audit and Compliance Committee Chair prepares the meeting agenda in conjunction with the Chief Financial Officer and Chief Legal and Compliance Officer. Regular private sessions are held, attended only by Audit and Compliance Committee members, Internal Auditor and the external auditor, to provide an opportunity for open dialogue without management present. The Group Leadership Team are actively involved in fostering a culture of ethics and compliance from the top across all our lines of business.

At each regularly scheduled meeting, the Audit and Compliance Committee receives reports from the Chief Financial Officer, the external auditor, and the head of Internal Audit & Enterprise Risk Management and Business Controls. Additional reports are submitted by other officers of the Company as required. The Audit and Compliance Committee received the required information from the external auditor in accordance with Luxembourg regulations.

Summary of Areas of Focus and Actions in 2025
Financial reporting<br><br>(refer to the following pages for details) Reviewed key accounting and reporting matters at each meeting.
Reviewed and approved the 2024 Annual Report and 20-F together with the consolidated financial statements; the 2025 half-year earnings release; and each 2025 quarter's interim financial statements and earnings release;.
Reviewed the latest accounting developments and their effect on the financial statements, including the impact of acquisitions
Reviewed the alternative performance measures policy.
External auditor<br>(refer to the following pages for details) Received reports from the external auditor at each meeting covering important financial reporting, accounting and audit matters; including updates on SEC and CSSF guidelines / EU regulation.
Approved the 2025 external audit strategy and fees and the proposed approach to address the challenges posed by external factors (such as acquisitions, among others).
Considered the results of control testing performed by the external auditor in accordance with Section 404 of the Sarbanes-Oxley Act of 2002
Reviewed the performance of the external auditor and its independence, including the revision and approval of all audit, audit-related and non-audit services rendered by the external auditors.
Risk Management & Internal Audit activities<br><br>(Refer to the following pages for details) Provided guidance and oversight over risk management processes
Reviewed alignment of top risks with strategy and recommended risk appetite
Reviewed regular risk reports and risk management remediation plans
Approved the annual Internal Audit plan and subsequent updates to the plan
Reviewed internal audit findings arising from the delivery of the 2025 audit plan
Reviewed and approved the Internal Audit Charter and Enterprise Risk Management Charter
Business controls and SOX<br>(Refer to the following pages for details) Reviewed the results of Millicom’s Sarbanes-Oxley program
Received and reviewed findings and recommendations regarding the design and operating effectiveness of internal controls over financial reporting based on the cycle of management testing of internal controls
ESG reporting Reviewed the progress on the CSRD legislation and disclosures following the EU Taxonomy that are part of this Annual Report.
Financing, treasury and tax Reviewed the Group’s tax strategy and structure and approved the tax policy
Approved the updated Group treasury and related policies, including policies on hedging and financial risk management
Fraud management Reviewed fraud-related cases, investigations and remedial actions
Related party transactions Reviewed related party transactions
Compliance program elements Monitored the anti-corruption program, including new and emerging risk areas, and strengthened the overall program
--- --- ---
Received updates on the compliance policies (e.g., the Code of Conduct and the Anti-Corruption Policy)
Received updates on completion rates for the annual digital Ethics and Compliance training, as well as on the achievement of compliance Key Performance Indicators within executives’ incentive programs, with bonus awards dependent on these for the eighth consecutive year
Reporting and investigations Received updates on the use of Speak Up resources to report issues of perceived non-compliance with our policies and values
Information security and cybersecurity Reviewed the progress of the Information Security Annual Plan and its objectives
Reviewed the security incidents, their impact, root cause, status and statistics

The Audit and Compliance Committee held six meetings during 2025, including five meetings coinciding with key dates in Millicom’s external reporting calendar.

Financial reporting

The Audit and Compliance Committee reviewed earnings releases and financial statements for each quarter. Comprehensive reports from management and the external auditors highlighted the significant judgmental accounting issues for the attention of the committee. Applicable reporting and disclosure topics under both EU and

U.S. requirements were addressed. To assist with all matters related to earnings releases, financial statements and other market disclosures, Millicom has a Management Disclosure Committee composed of senior management from Finance, Legal and External Affairs as and when required. The Disclosure Committee review and approve disclosures and financial releases.

External Auditor

Effectiveness

The quality and effectiveness of the external audit matter greatly to the Audit and Compliance Committee. A detailed audit plan outlining the key risks and proposed geographical coverage is prepared and discussed with the Audit and Compliance Committee at the start of each annual audit cycle. The committee assessed audit quality by referring to the standard of the reports received, the caliber of senior members of the audit team and the depth of inquiry and discussions with executive management, in addition to management feedback provided to the Audit and Compliance Committee. This feedback allows the committee to monitor and assess the performance of the external auditor as part of a recommendation to the Board regarding the auditor's appointment.

Independence

The Audit and Compliance Committee has policies to maintain the independence of the external auditor and to govern the provision of audit and non-audit services. The policies and approval process of non-audit services and audit-related services comply with SEC independence rules and with the latest EU and local regulations. Under these rules, the Audit and Compliance Committee pre-approves a list of services that can be rendered by the audit firm. If services to be rendered are pre-approved in nature, management can approve them when requested (following an established authority matrix) and present them to the Audit and Compliance Committee on a quarterly basis for formal approval. If services to be rendered are not pre-approved, they should be pre-approved by the Chair of the Audit and Compliance Committee when requested and then submitted to the next full Audit and Compliance Committee for formal approval. A schedule of all non-audit services with the external auditor is reviewed at each meeting.

For the year ended December 31, 2025, the Audit and Compliance Committee approved fees for audit and audit-related services of $5.6 million.

Risk Management and Internal Audit

Risk Management

The Audit and Compliance Committee received regular updates on the Group’s risk management framework and process from the Management Risk Committee. These included reports on the evolution of significant risks at both operational and Group levels, along with related mitigation measures and risk management actions. Additional details can be found in the Risk Management section of this Annual Report.

In addition, the Audit and Compliance Committee reviewed matters relating to financial risk, tax risks, treasury policies and associated risks, as well as the Group's insurance coverage.

Internal Audit

The Internal Audit team provides independent and objective assurance, as well as consulting services, on the design and effectiveness of Millicom’s internal control environment, governance, and risk management processes. The Internal Audit team applies a robust methodology that enables the systematic execution of internal audit activities through a risk-based annual Internal Audit Plan.

The annual Internal Audit Plan is developed in alignment with Millicom's strategic risks and priorities, incorporating input from senior management, external audit findings, industry developments, and Internal Audit’s knowledge of the business. Prior to the start of the fiscal year, the Audit and Compliance Committee approves the annual Internal Audit plan, which includes assurance and advisory projects and other risk assessment initiatives, and evaluates the adequacy of the budget and resources.

Execution of the 2025 Internal Audit Plan provided the Group Leadership Team and the Audit and Compliance Committee with an independent view of the effectiveness of Millicom’s internal control environment and governance processes in operational, financial, compliance, and technology areas. At each meeting, the Audit and Compliance Committee received updates on internal audit activities, progress against the plan, any revisions, and the results of completed audits, including recommendations and management action plans for identified findings.

Internal Controls and SOX

The Audit and Compliance Committee received the results of management's testing of key controls and testing by the external auditors. Management concluded that the Group had maintained effective internal controls over financial reporting.

A debrief of the Sarbanes-Oxley status program was held. The Audit and Compliance Committee also reviewed and approved the planned scope of the 2025 program and approach to testing of key controls.

The Committee reviewed quarterly reports on the results of management testing of key controls and the progress made to address any control gaps.

II. Nomination, Talent and Compensation Committee

Letter from the Chair of the Nomination, Talent and Compensation Committee

The key remuneration highlights for the year are summarized below. Further details are provided in the "Compensation information" section.

On May 21, 2025, the Board of Directors expanded the scope of the Compensation and Talent Committee's work to include the nomination of directors and related matters, renaming the body to "Nomination, Talent and Compensation Committee". The Committee will make proposals to the AGM regarding Directors, the Chair and their respective remuneration, as well as the review and approval of the Company's talent and compensation of senior management.

The Committee meets regularly to review executive compensation and other talent-related matters to ensure competitiveness across our markets. To achieve our goals and foster a result-oriented company, our compensation model is based on a performance framework, that encompasses both short-term and long-term incentives. Talent remains a fundamental cornerstone for our success. As such, we recognize the importance of continuing to integrate talent management strategies with our compensation framework.

The Nomination, Talent, and Compensation Committee is composed of three Board of Directors members: Ms. Maria Teresa Arnal (Chair), Mr. Bruce Churchill, and Mr. Jules Niel.

Remuneration Policy

Our 2025 remuneration policy focuses on a total compensation approach, which consists of a base salary and benefits. The policy also includes a significant variable component paid in cash and deferred cash. These variable elements of remuneration are tied to performance measures.

For the entire Millicom Group, the annual bonus is determined using a combination of financial metrics and personal performance. Additionally, eligible employees receive a portion of their short-term incentive through a deferred cash plan, to promote long-term retention and sustained performance.

In 2025, the Company introduced a Performance Cash Award (PCA) plan for the Global Senior Management Team. The PCA is designed to align a portion of leadership compensation with shareholder interests by rewarding the achievement of annual financial performance goals and providing payout outcomes linked to Millicom’s share price, thereby reinforcing accountability, long-term value creation, and leadership retention.

The Performance Deferred Cash Plan, introduced in 2024 for the General Managers of each Tigo operation, provides deferred cash payments linked to financial metrics and is designed to ensure a sustained focus on performance in each country. This plan was maintained for 2025.

As part of our transition to the long-term incentive framework outlined above, certain unvested awards under our legacy plans remain outstanding. These relate primarily to the Deferred Share Plan and the Performance Share Plan, which will continue to phase out in an orderly manner in accordance with their respective vesting schedules.

As part of our ongoing commitment to strong governance, we continue to adhere to the comprehensive "claw-back" policy adopted by the Board. This policy was implemented in response to specific rules issued by the SEC under Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank). This policy ensures that if our financial statements are restated due to errors, misstatements, or misconduct, we have mechanisms in place to recoup excess compensation paid to current and former executive officers. By aligning with regulatory requirements and industry best practices, we reinforce responsible governance and shareholder value.

There were no deviations to the remuneration policy and the Board is confident that the policy has operated as intended over the year. A summary of the elements of executive pay for 2025 is set out on the following pages.

We remain committed to developing internal talent, and our compensation strategy is designed to support the growth and promotion of our leaders as we expand into new markets. By aligning rewards with long term capability building

and internal mobility, our remuneration approach reinforces leadership continuity, cultural alignment, and sustained value creation for the company.

On behalf of the Board, I hope you find the 2025 Compensation Information section insightful.

Ms. Maria Teresa Arnal

Chair of the Nomination, Talent and Compensation Committee

Compensation information

This Annual 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 the leadership team for 2025

1.1 Role of the Nomination, Talent and Compensation Committee

The two main purposes of the Nomination, Talent and Compensation Committee are:

(a) Talent and Compensation purpose: assisting the Board in its responsibilities to attract, retain, and motivate talent, to balance short-term and long-term components of remuneration plans, and to align compensation with Company and shareholder strategic interests, including the review of (i) the programs for variable remuneration to senior management, including both ongoing programs and those that have ended during the year; and (ii) the current remuneration structures and levels in the Company. In this context, the Nomination, Talent and Compensation Committee evaluates the performance of the CEO, taking into consideration the input of the Chair of the Board; approves all variable compensation plans and grants; manages Group Leadership Team succession planning; and reviews and approves compensation and benefits of the CEO and direct reports to the CEO (including the General Managers of the operations).

(b) the Nomination and remuneration of Board members purpose: proposing candidates to be elected or re-elected as members of the Board and Committees and propose remuneration for these roles that the Board will recommend for the approval of the annual general meeting of shareholders (“AGM”).

1.2 Nomination, Talent and Compensation Committee Charter

The Group’s Nomination, Talent and Compensation Committee Charter was approved by the Board on May 21, 2025, after the AGM 2025, when it was resolved the merger of the Nomination Committee with the Compensation and Talent Committee, creating the Nomination, Talent and Compensation Committee that will propose the Directors' remuneration for the approval of the 2026 AGM as well as the review and approval of the talent and compensation of senior management.

1.3 Nomination, Talent and Compensation Committee Membership and Attendance 2025

Director Position First Appointment Meeting Attendance %
Ms. Maria Teresa Arnal Chair May 2023 as Member /<br>May 2025 as Chair 5 of 5 100
Mr. Bruce Churchill Member Jan 2019 as Member/<br>From May 2024 and until May 2025 as Chair 5 of 5 100
Mr. Jules Niel Member May 2025 to former Nomination Committee. 2 of 3 67
Former members Former Position Until Meeting Attendance %
Mr. Pierre-Emmanuel Durand Member May 2025 to former Compensation and Talent Committee. 2 of 2 100
Overall Attendance 14 of 15 100

1.4 Areas Covered in 2025

Topic Commentary
Bonus (STI) and performance reports Reviewed and approved the Global Senior Management Team's 2024 performance reports and individual Group Leadership Team payouts for STI/LTI (cash/equity)
Reviewed and approved 2025 short-term variable compensation targets.
Compensation review Approved all payments for Group Leadership Team members.
Reviewed executive remuneration and governance trends and developments.
Reviewed and approved the peer group for the Group Leadership benchmarking.
Approved changes to Group Leadership compensation elements based on market competitiveness.
Share and Cash based incentive plans (including LTI) Approved the 2022 LTI (PSP) vesting.
Reviewed and approved all equity grants, including equity plan participant´s turnover
Reviewed and approved the 2025 short-term and long-term remuneration plans.
Reviewed and approved the 2025 long-term variable compensation targets.
Reviewed the replenishment of the treasury share balance reserved for share-based incentive plans.
Reviewed performance and projections of outstanding LTI plans (2023, 2024 and 2025).
Global reward strategy and executive remuneration review Reviewed remuneration/Compensation and Benefits philosophy and strategy.
Variable pay design Discussed and approved STI and LTI design for 2025
Reviewed and approved STI and LTI performance measures for 2025.
Other Reviewed and approved exceptional items, new hire equity grants, etc.
Mantained the Remuneration Clawback policy.
Nomination matters Review Board composition considerations, legal requirements and best practice, regarding Board size and composition, Chair of the Board and Chair of the AGM, as well as directors' remuneration for the approval of the annual general meeting of shareholders
Nomination, Talent and Compensation Committee governance Reviewed and approved the Nomination, Talent and Compensation Committee annual meeting cycle and calendar.
Reviewed the Nomination, Talent and Compensation Committee Charter.
Reviewed and approved the use of an external compensation consultant.
  1. 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 Nomination, Talent and Compensation Committee.

2.1 Core Principles

The Nomination, Talent and Compensation Committee worked using the following objectives for the Global Senior Management Team's compensation.

What we strive for What it means
Drive strategy Variable compensation plans are designed to facilitate our strategy and ensure that the interests of our Leadership Team and Global Senior Management are aligned with those of our shareholders
Pay for Performance Total reward is structured around pay in line with performance, providing the opportunity to reward strong corporate and individual performance. Building and maintaining a cost-efficient, fair, and competitive pay system.
The Culture and values Reward policy and practices that drive behaviors supporting our way of working and the Sangre Tigo principles.
Retention of key talent Competitive payouts and variable compensation plans promote retention by tying financial rewards to high performance, critical skills, and/or identified successors for key roles.
Equity and fair pay Compensation and benefits are designed to attract and retain the right talent, ensuring equity and inclusion of a diverse workforce.

To drive the right behaviors and ensure expectations are aligned, we communicate clearly to our employees what we do and do not do when it comes to compensation. A summary is set out in the table below:

What we do What we don't do
Align pay and performance. Create special executive perquisites.
Designate a substantial majority of executive pay as at risk, based on a mix of absolute and relative financial and share price performance metrics. Permit executives to hedge company shares.
Impose limits on maximum incentive payouts. Offer tax gross-ups related to change in control.
Engage in a rigorous target-setting process for incentive metrics.
Set our STI threshold to pay only at 95% and higher levels of achievement.
Provide “double-trigger” change in control provisions in equity awards.
Maintain clawback policies that apply to our performance-based incentive plans.

2.2 Elements of Executive Pay

Compensation for the Global Senior Management Team in 2025 comprised a base salary, a short-term incentive (”STI”) plan and a long-term incentive (“LTI”) plan, together with pension contributions and other benefits (e.g. healthcare).

Salary

Pay element Purpose Maximum opportunity
Purpose and link to strategy Designed to be market competitive to attract and retain talent No absolute maximum has been set for Group Leadership Team salaries. The committee considers increases on a case-by-case basis based on peer comparison. Pay increases usually reflect a combination of roles and responsibilities, local market conditions and individual performance.
Operational execution Paid monthly in cash in U.S. dollars or the home currency of the executive The Nomination, Talent and Compensation Committee aims to set salaries for the Group Leadership Team at the median of the peer group.
Reviewed by the Nomination, Talent and Compensation Committee every March
STI
--- --- ---
Pay element Purpose Payout opportunity
Purpose and link to strategy The STI links reward to key business targets (75%) and individual contribution / personal performance (25%).<br><br><br><br>Financial and operational targets are: Service Revenue (25%); EBITDA (25%) and EFCF Including Spectrum (25%).<br><br><br><br>The STI aligns with shareholders’ interests through the provision of a portion of the payment delivered in share units (DSP) and cash (DCP) deferred over three years for the senior leadership team. STI is awarded upon achieving the performance targets, with 30% paid after one year, 30% after the second year and 40% after the third year of the grant date.<br><br><br><br>These plans help incentivize and motivate leadership to execute strategic plans in operational decision-making and achieve short-term performance goals, impacting Company performance and enhancing its value. DCP:<br><br>Service Revenue: With less than 98% of the target the award falls to 0%. The threshold achievement is 98% of the target, resulting in a payout of 80%. The opportunity is 200% for the achievement of 110%.<br><br><br><br>EBITDA: With less than 90% of the target the award falls to 0%. The threshold achievement is 90% of the target, resulting in a payout of 10%. The opportunity is 300% for the achievement of 110%.<br><br><br><br>EFCF: With less than 90% of the target the award falls to 0%. The threshold achievement is 90% of the target, resulting in a payout of 10%. The opportunity is 300% for the achievement of 120%.<br><br>DSP:<br><br>Service Revenue: With less than 98% of the target the award falls to 0%. The threshold achievement is 98% of the target, resulting in a payout of 90%. The opportunity is 200% for the achievement of 104%.<br><br>EBITDA: With less than 90% of the target the award falls to 0%. The threshold achievement is 90% of the target, resulting in a payout of 10%. The opportunity is 200% for the achievement of 110%.<br><br><br><br>EFCF: With less than 92,5% of the target the award falls to 0%. The threshold achievement is 92,5% of the target, resulting in a payout of 50%. The opportunity is 300% for the achievement of 120%.
LTI
--- --- --- --- ---
Pay element Purpose Payout opportunity
Purpose and link to strategy The Performance Cash Award (PCA) is designed to align a significant portion of the Global Senior Management Team’s compensation with the long-term interests of shareholders, reinforcing value creation, performance discipline, and leadership retention.<br><br><br><br>The plan supports Millicom’s strategy by rewarding the annual achievement of key financial goals. It promotes accountability, ensures a strong link between pay and performance, and complements the broader Long-Term Incentive (LTI) framework.<br><br><br><br>The PCA is granted in notional share units and is cash-settled. The award vest over a three-year schedule at 40% in Year 1, 30% in Year 2, and 30% in Year 3, subject to the achievement of predefined performance measures and continued employment. The PCA payout is driven by three financial metrics: Service Revenue (33%), EBITDA (33%), and EFCF including Spectrum (33%). Each metric has its own entry point, target, and maximum payout opportunity:<br><br><br><br>Service Revenue: With less than 80% of the target the award falls to 0%. The threshold achievement is 98% of the target, resulting in a payout of 80%. The opportunity is 200% for the achievement of 110%.<br><br><br><br>EBITDA: With less than 90% of the target, the award is 0%. The threshold achievement is 90%, resulting in a payout of 10%. The opportunity is 300% for the achievement of 120%.<br><br><br><br>EFCF incl. Spectrum: With less than 90% of the target, the award is 0%. The threshold achievement is 90%, resulting in a payout of 10%. The opportunity is 300% for the achievement of 120%.<br><br><br><br>Target values are aligned with the STI plan, ensuring consistency across performance programs.
The Performance Cash Plan (PCP) is designed to align a portion of General Managers’ compensation with country financial goals, reinforcing accountability, promoting value creation, and supporting retention of key leadership. By linking payouts to country-level performance metrics, the plan ensures a strong connection between pay and performance The plan is cash-settled annually based on achievement against predefined performance metrics:<br><br><br><br>Service Revenue (SR): 50% of the award . Entry payout: 80% at 98% achievement<br><br>Maximum payout: 200% at 110% achievement<br><br><br><br>EFCF including Spectrum: 50% of the award<br><br>Entry payout: 10% at 90% achievement<br><br>Maximum payout: 300% at 120% achievement

2.3 Other Employment Terms and Conditions

Notice of termination: If the employment of a member of Millicom’s Group Leadership Team is terminated, a notice period of up to 12 months potentially applies. The Board regularly reviews best practices in executive compensation and governance and revises policies and practices when appropriate. Millicom's change-in-control agreements for eligible executives include "double-trigger" provisions, which require an involuntary termination (in addition to change in control) for accelerated vesting of awards.

Deviations from the policy and guidelines: In special circumstances, the Board may deviate from the above policy and guidelines; for example, providing additional variable remuneration in the case of exceptional performance.

2.4 Other Executive Compensation Policies

On December 1, 2023, Millicom adopted a compensation recoupment policy, which is included as Exhibit 97.1 to this Annual Report. The policy remains in effect in 2025 and provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial reporting requirements.

In addition, the Company’s insider trading policy prohibits any hedging or speculative transactions in the Company’s shares, including the use of options and other derivatives. It also prohibits directors and employees from selling the Company’s stock short.

  1. Total Group Leadership Team compensation

The compensation for the Group Leadership Team members is heavily weighted to variable compensation subject to a vesting period. As a result, total reported compensation may differ significantly relative to the actual realized compensation in any given year. Aggregate compensation paid to our Group Leadership Team in 2025 was $14.6 million. In addition, for the year ended December 31, 2025, our Group Leadership Team received 172,752 grant units of shares for a total amount of $4.5 million and 107,253 grant units related to notional units related to Performance Cash Award for a total amount of $2.8 million in connection with the short-term and long-term share based incentive programs, and the Company set aside $0.6 million for pension obligations. For more information, see Note B.4 to our audited consolidated financial statements, included elsewhere in this Annual Report.

Group Leadership Team

Name Position Role and responsibilities
Mr. Marcelo Benitez CEO • Leading the development and execution of the Company’s strategy
• Overseeing day-to-day activities and management decisions<br><br>• Acting as liaison between the Board and management of the Company<br><br>• Leading the Group Leadership Team

Mr. Marcelo Benitez

Chief Executive Officer

Marcelo Benitez initiated his career with the company in 1997 and was elected Chief Executive Officer (CEO) on June 1, 2024.

Marcelo Benitez assumed the role of CEO of Millicom on June 1, 2024. With an extensive 27-year professional journey in the Millicom Group, he brings a wealth of experience in the telecommunications and technology sectors, along with a profound understanding of the Latin American region.

He initiated his career with the company in 1997 as a customer service representative in his homeland of Paraguay. Since then, he has forged a remarkable career trajectory within the organization, assuming pivotal roles across multiple countries spanning Latin America and Africa during Millicom's tenure on the continent.

Mr. Benitez held the position of Vice President for the Central America Region, where he oversaw the Company’s operations across Honduras, El Salvador, Costa Rica, Nicaragua, and Panama. His career with Tigo has also included roles as General Manager of Tigo El Salvador and General Manager of Tigo Business (Tigo’s B2B operations), among others.

His most recent role before becoming CEO was in Tigo Panamá, where he oversaw the successful integration of Cable Onda and Movistar Panama. This integration solidified the Company's position as the leading provider of telecom services in the country.

Recognized as a passionate and customer-committed leader and innovator, he stands out for his leadership focus on talent development; organizational culture, Sangre Tigo, and a passion for industry effort and commitment to the region's inhabitants and community in Latin America.

Mr. Benitez holds an MBA from Pontificia Universidad Católica de Chile, a BBA from Pacific University, and completed a leadership program at Stanford University.

MILLICOM SHAREHOLDING AT December 31, 2025: Own less than 1% of the Company's outstanding shares as of December 31, 2025.

The other Group Leadership Team members support the CEO in the day-to-day operation and management of the Group within their specific areas of expertise. Millicom’s Group Leadership Team is comprised of the CEO and the following individuals:

Name Position Role responsibilities
Mr. Bart Vanhaeren Chief Financial Officer Finance and financial planning; financial performance reporting, including external financial reporting; budgeting, forecasting and monitoring expenditures and costs; implementation and enhancement of related controls; risk management.
Mr.Guillaume Duhaze Chief Technology & Information Officer Networks, information technology and cybersecurity within the Group.
Mr. Karim Lesina Chief External Affairs Officer Government relations, regulatory affairs, corporate communications and corporate responsibility, including ESG strategy.
Mr. Salvador Escalón Chief Legal and Compliance Officer Legal and corporate governance matters, including oversight, identification and management of legal issues, risks and claims of the Group; legal aspects of mergers and acquisitions and other corporate and commercial transactions; data privacy; compliance matters such as ethics, anti-bribery, anti-corruption, and related compliance programs

The profiles of the other Group Leadership Team members are provided below:

Mr. Bart Vanhaeren

Chief Financial Officer

Bart Vanhaeren joined Millicom in 2011, where he held several senior management positions. In April 2019, he assumed the role of Vice President of Corporate Finance at Millicom, and on April 15, 2024, he was appointed Chief Financial Officer.

He commenced his career over two decades ago with one of the Big 4 accounting firms, where he established a robust foundation in accounting and financial analysis. Transitioning to an in-house role in 2007, he assumed the position of Strategy and Corporate Development Manager at 3M, overseeing the EMEA region. In this capacity, he garnered extensive expertise spanning Western Europe, as well as emerging markets in Eastern Europe, the Middle East, and South Africa.

He started to work at Millicom in 2011 where he held various senior management positions including CFO Residential Business, Director B2B and Head of M&A. He was appointed Vice President of Corporate Finance of Millicom in April 2019 and he was responsible for the strategic parts of finance: Treasury, Tax, M&A, and Corporate Administration.

He holds a Master's Degree in Economics from the Catholic University of Leuven and an MBA from VUB-Solvay.

MILLICOM SHAREHOLDING AT December 31, 2025: Own less than 1% of the Company's outstanding shares as of December 31, 2025

Mr. Karim Lesina

Chief External Affairs Officer

Karim joined the Group Leadership Team as Executive Vice President, Chief External Affairs Officer in November 2020.

Previously, he held the position of Senior Vice President, International External and Regulatory Affairs at AT&T, where he directed 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 Direct TV. Prior to AT&T, Karim led the corporate affairs team at Intel as the Government Affairs Manager for Europe, Africa and the Middle East. Rounding out a strong portfolio, he acquired extensive agency experience through his work with multinational public relations and communications firms at the commencement of his career.

Born in Dakar (Senegal), Karim is an Italian-Tunisian national and has a Master’s in Economics of Development at the Catholic University of Louvain-la-Neuve.

MILLICOM SHAREHOLDING AT December 31, 2025: Own less than 1% of the Company's outstanding shares as of December 31, 2025.

Mr. Salvador Escalón

Chief Legal and Compliance Officer

Salvador became General Counsel in 2013, Executive Vice President in 2015 and Chief Legal and Compliance Officer in 2020.

Salvador joined Millicom as Associate General Counsel Latin America in 2010. From 2006 to 2010, Salvador was Senior Counsel at Chevron Corporation, with responsibility for legal matters related to Chevron’s downstream operations in Latin America. Previously, he practiced at the law firms Skadden, Morgan Lewis and Akerman Senterfitt.

Salvador is an American national. He holds a J.D. from Columbia Law School and a B.B.A. in Finance and International Business from Florida International University.

MILLICOM SHAREHOLDING AT December 31, 2025 Own less than 1% of the Company's outstanding shares as of December 31, 2025.

Guillaume Duhaze

Chief Technology & Information Officer

Guillaume Duhaze oversees all network and IT activities at Millicom, defining the strategy and managing the capex investment and opex with all the Millicom operations. In addition to this role, Guillaume also oversees the Information Security office.

Before joining Millicom, Guillaume was based in Dublin and held the position of CTO for Eir, the incumbent operator in Ireland. In this role, Guillaume led a complete transformation and rationalization of the mobile and fixed network, allowing Eir to be one of the first operators to open 5G in Europe and at the forefront of the FTTH deployment.

Before his term at Eir, Guillaume held several senior management positions at SFR, the second largest operator in France, as VP of Network Engineering and then Senior VP Network and IT Operations, conducting a series of transformations.

Born in France, Guillaume holds a Master of Engineering from ESIEE (Ecole Superieure d’Ingenieur en Electronique et Electrotechnique)

MILLICOM SHAREHOLDING AT December 31, 2025: Own less than 1% of the Company's outstanding shares as of December 31, 2025.

Principal Accountant Fees and Services

The following table summarizes the aggregate amounts paid to Millicom’s auditors for the years ended December 31, 2025 and 2024.

2025
(US millions)
Audit fees 4.7
Audit related fees 0.8
Tax fees
Other fees
Total 5.6

All values are in US Dollars.

Audit related services consist principally of consultations related to financial accounting and reporting standards, including the issuance of comfort letters for securities offerings. Tax services consist principally of tax advisory services and tax compliance services. All other fees are for services not included in the other categories. 100% of the audit related, tax and other fees for 2025 and 2024 were approved by the Audit and Compliance Committee.

Audit and Compliance Committee Pre-approval Policies

The policies and procedures provide that requests for categories of non-audit services by Millicom’s auditors that have been pre-approved by the Audit and Compliance Committee must be approved by management and subsequently reported to the Audit and Compliance Committee on at least a quarterly basis, subject to a maximum annual and individual project cap. Other permitted services not listed in the pre-approved services list ratified by the Audit and Compliance Committee must be pre-approved by the Audit and Compliance Committee’s Chair in between

the regularly scheduled meetings and subsequently approved by the Audit and Compliance Committee in full (during scheduled meetings), regardless of the level of fees.

Purchases of Equity Securities

The following table provides information about purchases by us and our affiliated purchasers during the fiscal year ended December 31, 2025 of equity securities that are registered pursuant to Section 12 of the Exchange Act.

Period (1) (a)Total Number of Shares Purchased (2) (b)Average Price Paid per Share (3) (c)Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d)Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
01/01/25 - 01/31/25 898,927 $ 24 898,927 3,317,470
02/01/25 - 02/28/25 1,900 $ 26 1,900 3,315,570
03/01/25 - 03/31/25 3,315,570 $ 29 3,315,570
Total 4,216,397 $ 28 4,216,397

(1) On November 29, 2024, the Board announced a share repurchase program for up to $150 million of Millicom's shares that expired on May 21, 2025.

(2) Amounts expressed in shares. It also includes SDRs prior to the termination of the Company's SDR program on March 17, 2025.

(3) Amounts expressed in USD

Change in Registrant's Certifying Accountant

On May 23, 2024, at the Annual General Meeting of Shareholders, KPMG Audit S.à r.l. and KPMG LLP (together, “KPMG”) were elected as our independent registered public accounting firm for the 2024 fiscal year (with a reelection of KPMG for 2025 fiscal year, by the Annual General Meeting of Shareholders dated May 21, 2025). The May 23, 2024 election and change of independent registered public accounting firm was adopted at the proposal of the Nomination Committee and in accordance with the recommendation from the Audit and Compliance Committee. Accordingly, Ernst & Young S.A. (“EY”) was not re-elected for another term and was dismissed as our independent registered public accounting firm.

The audit report of EY on our consolidated financial statements as of December 31, 2023 and 2022, and for the three-year period ended December 31, 2023, did not contain any adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the fiscal year ended December 31, 2023, and through the date of filing of this Annual Report, there has not been any disagreement on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of EY, would have caused them to make reference to the subject matter of the disagreement in connection with their report, nor has there been any “reportable event” as described in Item 16F(a)(1)(v) of Form 20-F.

The Company previously reported the change in its independent registered public accounting firm in its Form 20-F filed on April 8, 2025 (the “2024 Form 20-F”). In connection with reporting such change, EY furnished a letter stating that it had read and agreed with the Company’s statements under Item 16F of the 2024 Form 20-F. A copy of the letter was filed as Exhibit 15.3 to the 2024 Form 20-F.

Further, during the fiscal year ended December 31, 2023, and through the date of filing of this Annual Report, we have not consulted with KPMG regarding: (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered with respect to the Group’s consolidated financial statements; or (iii) any matter that was either the subject of a disagreement as that term is defined in Item 16F(a)(1)(iv) of Form 20-F or a “reportable event” as described in Item 16F(a)(1)(v) of Form 20-F.

FINANCIAL STATEMENTS

Financial Statements are filed as part of this Annual Report, beginning on page F-1.

EXHIBITS

1.1* Amended and Restated Articles of Association of Millicom International Cellular S.A.
2.1 Description of Share Capital (incorporated herein by reference to Exhibit 2.1. to the Company’s Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022)
4.1 Amended and Restated Indenture for the $500,000,000 5.125% Senior Notes due 2028 between Millicom International Cellular S.A., Citibank, N.A., London Branch and Citigroup Global Markets Deutschland AG, dated May 30, 2018 (incorporated herein by reference to Exhibit 4.2 to the Company's Registration Statement on Form 20-F, filed with the SEC on December 13, 2018)
4.2 Revolving Credit Agreement, among Millicom International Cellular S.A., the lenders from time to time party thereto, and the Bank of Nova Scotia, dated October 15, 2020 (incorporated herein by reference to Exhibit 4.2 to the Company's Annual Report on Form 20-F, filed with the SEC on March 10, 2021)
4.3 Amendment No. 1 to Revolving Credit Agreement, between Millicom International Cellular S.A. and the Bank of Nova Scotia, dated June 26, 2023 (incorporated herein by reference to Exhibit 4.3 to the Company’s Annual Report on Form 20-F, filed with the SEC on April 8, 2025).
4.4 Amendment No. 2 to Revolving Credit Agreement, among Millicom International Cellular S.A., the lenders from time to time party thereto, and the Bank of Nova Scotia, dated August 22, 2024 (incorporated herein by reference to Exhibit 4.4 to the Company’s Annual Report on Form 20-F, filed with the SEC on April 8, 2025).
4.5 Indenture for the $750,000,000 6.250% Senior Notes due 2029, between Millicom International Cellular S.A., Citibank, N.A., London Branch and Citigroup Global Markets Europe AG, dated March 25, 2019 (incorporated herein by reference to Exhibit 4.6 to the Company's Annual Report on Form 20-F, filed with the SEC on February 28, 2020).
4.6 Indenture for the $500,000,000 4.500% Senior Notes due 2031, between Millicom International Cellular S.A., Citibank, N.A., London Branch and Citigroup Global Markets Europe AG, dated October 27, 2020 (incorporated herein by reference to Exhibit 4.7 to the Company’s Annual Report on Form 20-F, filed with the SEC on March 10, 2021).
4.7 Indenture for the $300,000,000 5.875% Senior Notes due 2027, between Telefónica Celular del Paraguay S.A., Citibank, N.A. and Banque Internationale à Luxembourg S.A., dated April 5, 2019 (incorporated herein by reference to Exhibit 4.9 to the Company’s Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022).
4.8 First Supplemental Indenture for the $250,000,000 5.875% Senior Notes due 2027, between<br>Telefónica Celular del Paraguay S.A., Citibank, N.A. and Banque Internationale à Luxembourg S.A., dated January 28, 2020 (incorporated herein by reference to Exhibit 4.10 to the Company’s Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022).
4.9 Indenture for the $600,000,000 4.500% Senior Notes due 2030, among Cable Onda, S.A., Citibank, N.A., and Banque Internationale à Luxembourg S.A. dated October 28, 2019 (incorporated herein by reference to Exhibit 4.11 to the Company's Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022).
4.10 Indenture for the $900,000,000 5.125% Senior Notes due 2032, among Walkers Fiduciary Limited, CT Trust, the guarantors named therein and the Bank of New York Mellon, dated February 3, 2022 (incorporated herein by reference to Exhibit 4.12 to the Company’s Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022).
4.11 Terms and Conditions for Millicom International Cellular S.A.’s SEK 2.25 Billion Floating-Rate<br>Senior Unsecured Sustainability Bond due 2027 (incorporated herein by reference to Exhibit 4.13 to the Company’s Annual Report on Form 20-F/A, filed with the SEC on March 1, 2022).
4.12 Credit and Guaranty Agreement, among Telemóvil El Salvador, S.A. de C.V., Telefonía Celular de Nicaragua, S.A., Millicom International Cellular S.A., the lenders named therein and the Bank of Nova Scotia, dated September 12, 2022 (incorporated herein by reference to Exhibit 4.14 to the Company’s Annual Report on Form 20-F, filed with the SEC on March 12, 2024).
4.13 Sale and Purchase Agreement, between SBA Telecommunications LLC and Millicom International Cellular S.A., dated October 28, 2024 (incorporated herein by reference to Exhibit 4.4 to the Company’s Annual Report on Form 20-F, filed with the SEC on April 8, 2025).
4.14 Indenture for the $450,000,000 7.375% Senior Notes due 2032, by and between Millicom International Cellular S.A. and Citibank, N.A., London Branch dated April 2, 2024 (incorporated herein by reference to Exhibit 4.14 to the Company’s Annual Report on Form 20-F, filed with the SEC on April 8, 2025).
--- ---
4.15* Loan and Guaranty Agreement for the $150,000,000 due 2030, among Telemóvil El Salvador, S.A. de C.V., Inter-American Investment Corporation (IDB Invest), Banco Latinoamericano de Comercio Exterior, S.A. (Bladex) and Millicom International Cellular S.A., dated July 18, 2025.
4.16* Joinder to the amendment no. 2 that extended the full $600 million revolving credit facility to October 12, 2027, between Millicom International Cellular, S.A. and one lender, dated October 15, 2025.
4.17* English summary of the Amended and Restated Loan Agreement for the UYU 7,793,000,000 due 2030, between Telefónica Móviles del Uruguay S.A., Banco Santander S.A., and Millicom International Cellular S.A., dated October 24, 2025.
4.18* English summary of the Loan Agreement for the $110,000,000 due 2031, between Grupo de Comunicaciones Digitales, S.A. and BAC International Bank, Inc., dated October 6, 2025.
8.1* List of significant subsidiaries
11.1* Amended Insider Trading Policy of Millicom International Cellular S.A.
12.1* Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002
12.2* Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002
13.1** Certification pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002
13.2** Certification pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002
15.1* Consent of KPMG LLP
15.2* Consent of Ernst & Young S.A.
97.1 Millicom International Cellular S.A. Compensation Recoupment Policy (incorporated herein by reference to Exhibit 4.14 to the Company’s Annual Report on Form 20-F, filed with the SEC on March 12, 2024)
101.INS Inline XBRL Instance Document
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
0.0 Cover Page Interactive Data File (embedded within the Inline XBRL document)

______________________

*    Filed herewith

**    Furnished herewith

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

MILLICOM INTERNATIONAL CELLULAR S.A.
Date: March 24, 2026 By: /s/ Bart Vanhaeren
Name: Bart Vanhaeren
Title: Chief Financial Officer
By: /s/ Marcelo Benitez
Name: Marcelo Benitez
Title: Chief Executive Officer

INDEX TO FINANCIAL STATEMENTS

Audited Consolidated Financial Statements of Millicom International Cellular S.A. at December 31, 2025 and 2024 and for the Years Ended December 31, 2025, 2024 and 2023
Report of independent registered public accounting firm PCAOB ID 185 F-2
Report of independent registered public accounting firm PCAOB ID 1367 F-5
Consolidated statement of income for the years ended December 31, 2025, 2024 and 2023 F-6
Consolidated statement of comprehensive income for the years ended December 31, 2025, 2024 and 2023 F-7
Consolidated statement of financial position at December 31, 2025 and 2024 F-8
Consolidated statement of cash flows for the years ended December 31, 2025, 2024 and 2023 F-10
Consolidated statement of changes in equity for the years ended December 31, 2025, 2024 and 2023 F-12
Notes to the consolidated financial statements F-13

F-1

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Millicom International Cellular S.A.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statements of financial position of Millicom International Cellular S.A. and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for the years then ended, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended, in conformity with International Financial Reporting Standards Accounting Standards as issued by the International Accounting Standards Board.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 24, 2026 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

F-2

Sufficiency of audit evidence over certain service revenue streams

As discussed in Note B.1.1 to the consolidated financial statements, the Company recorded $5,819 million of revenue of which $5,451 million related to service revenue streams for the year ended December 31, 2025. The processing and recording of revenue from these revenue streams is reliant upon multiple information technology (IT) systems.

We identified the evaluation of the sufficiency of audit evidence over revenue from certain service revenue streams as a critical audit matter. Subjective auditor judgment was required in evaluating the sufficiency of audit evidence over these service revenue streams due to the volume of data and number of IT systems utilized throughout these revenue recognition processes. Specifically, obtaining an understanding of the systems and processes to evaluate whether relevant revenue data was processed and recorded across the various IT systems required significant auditor effort and specialized skills and knowledge.

The following are the primary procedures we performed to address this critical audit matter. We applied auditor judgment to determine the nature and extent of procedures to be performed over these service revenue streams, including the IT systems tested. We evaluated the design and tested the operating effectiveness of certain internal controls related to these service revenue processes. We reconciled information from the IT systems to the general ledger. For a selection of transactions, we compared the amount of revenue recorded to underlying documentation, including Company internal data, executed contracts, and other third-party data. In addition, we involved IT professionals with specialized skills and knowledge who assisted in testing relevant IT systems and internal controls over the Company’s revenue recognition processes. We evaluated the sufficiency of audit evidence obtained by assessing the results of procedures performed, including the relevance and reliability of evidence obtained.

Goodwill impairment analysis for certain cash-generating units

As discussed in Notes E.1.5 and E.1.6 to the consolidated financial statements, the carrying amount of goodwill as of December 31, 2025 was $4,265 million, of which $142 million and $197 million was allocated to the Costa Rica and Nicaragua cash-generating units (CGUs), respectively. The Company tests for impairment of goodwill from CGUs at least annually and more frequently if events or changes in circumstances indicate that the carrying value may be impaired.  The carrying value is compared to the recoverable amount of each CGU measured based on value-in-use using a discounted cash flow model. Based on the Company’s analysis, the Company determined that the recoverable amount of the Costa Rica and Nicaragua CGUs were in excess of their carrying values and therefore did not record any goodwill impairment.

We identified the evaluation of the goodwill impairment analysis for the Costa Rica and Nicaragua CGUs as a critical audit matter.  Subjective auditor judgment and specialized skills and knowledge were required to evaluate certain assumptions used in measuring the recoverable amount of the CGUs. We performed sensitivity analyses as a risk assessment procedure over assumptions used to estimate the recoverable amount of these CGUs. The estimated recoverable amount of the CGUs were sensitive to minor changes in the weighted average cost of capital (WACC) after tax rate, perpetual growth rate, average capital expenditure (CAPEX) intensity and average earnings before interest, taxes depreciation and amortization (EBITDA) margin assumptions and such assumptions were subject to measurement uncertainty.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s goodwill impairment process for the Costa Rica and Nicaragua CGUs, including controls over the development and selection of the WACC after tax rate, perpetual growth rate, average CAPEX intensity and average EBITDA margin. We evaluated the average CAPEX intensity and average EBITDA margin assumptions by considering current and past performance.

F-3

In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:

•comparing the Company’s WACC after tax rate to a range of independently developed WACC after tax rates using publicly available market data

•evaluating the perpetual growth rate used by the Company by comparing it to industry and market data for comparable entities

•recalculating the recoverable amount of the Costa Rica and Nicaragua CGUs.

/s/ KPMG LLP

We have served as the Company’s auditor since 2024.

Miami, Florida

March 24, 2026

F-4

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Millicom International Cellular S.A.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statements of income, comprehensive income, changes in equity, and cash flows of Millicom International Cellular S.A. (the “Group“) for the year ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group at December 31, 2023, and the results of its operations and its cash flows in the period ended December 31, 2023, in conformity with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standard Board (“IASB”).

Basis for Opinion

These consolidated financial statements are the responsibility of the Group’s management. Our responsibility is to express an opinion on the Group’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Group in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Ernst & Young

Société anonyme

Cabinet de révision agréé

Luxembourg, Grand Duchy of Luxembourg

March 12, 2024

We served as the Company’s auditor from 2012 to 2024.

F-5

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of income for the years ended December 31, 2025, 2024 and 2023

2025 2023
(US millions)
Revenue 5,819 5,661
Equipment, programming and other direct costs (1,311) (1,507)
Operating expenses (1,758) (2,043)
Depreciation (961) (978)
Amortization (319) (360)
Share of profit in joint ventures 102 42
Other operating income (expenses), net 68 10
Operating profit 1,639 826
Interest and other financial expenses (702) (712)
Interest and other financial income 28 28
Sale of Lati Operations 741
Other non-operating (expenses) income, net (43) 36
Profit (loss) from other joint ventures and associates, net 1 (3)
Profit (loss) before taxes from continuing operations 1,665 175
Tax expense (303) (424)
Profit (loss) from continuing operations 1,362 (249)
Profit (loss) from discontinued operations, net of tax 4
Net profit (loss) for the year 1,362 (245)
Attributable to:
Owners of the Company 1,316 (82)
Non-controlling interests 46 (163)
Earnings per common share for profit attributable to the owners of the Company
Basic ( per share) 7.86 (0.48)
Diluted ( per share) 7.83 (0.48)

All values are in US Dollars.

The accompanying notes are an integral part of these consolidated financial statements.

F-6

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of comprehensive income for the years ended December 31, 2025, 2024 and 2023

2025 2023
(US millions)
Net profit (loss) for the year 1,362 (245)
Other comprehensive income (to be reclassified to statement of income in subsequent periods), net of tax:
Exchange differences on translating foreign operations 31 33
Change in value of cash flow hedges, net of tax effects 4 (10)
Other comprehensive income (not to be reclassified to the statement of income in subsequent periods), net of tax:
Remeasurements of post-employment benefit obligations, net of tax effects (2)
Total comprehensive income for the period 1,397 (223)
Attributable to:
Owners of the Company 1,362 (35)
Non-controlling interests 35 (188)
Total comprehensive income (loss) for the period arises from:
Continuing operations 1,397 (228)
Discontinued operations 4

All values are in US Dollars.

The accompanying notes are an integral part of these consolidated financial statements.

F-7

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of financial position at December 31, 2025 and 2024

Notes December 31, 2025
(US millions)
ASSETS
NON-CURRENT ASSETS
Intangible assets, net E.1. 7,798
Property, plant and equipment, net E.2. 3,226
Right of use assets, net E.3. 2,346
Investment in Honduras joint venture A.2. 583
Contract costs, net F.5. 26
Deferred tax assets B.6. 167
Other non-current assets C.7.2. 123
TOTAL NON-CURRENT ASSETS 14,270
CURRENT ASSETS
Inventories F.2. 70
Trade receivables, net F.1. 527
Contract assets, net F.5. 88
Amounts due from non-controlling interests, associates and joint ventures G.5. 22
Derivative financial instruments D.1.2.
Prepayments F.6 110
Accrued income F.6 150
Current income tax assets B.6.2. 182
Supplier advances for capital expenditure C.7.2. 36
Other current assets C.7.2. 196
Restricted cash C.5. 50
Cash and cash equivalents C.5. 1,552
TOTAL CURRENT ASSETS 2,982
Assets held for sale E.4. 1
TOTAL ASSETS 17,253

All values are in US Dollars.

The accompanying notes are an integral part of these consolidated financial statements.

F-8

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of financial position at December 31, 2025 and 2024

Notes December 31, 2025
(US millions)
EQUITY AND LIABILITIES
EQUITY
Share capital and premium C.1. 1,290
Treasury shares (52)
Other reserves C.1. (689)
Retained profits 1,775
Net profit for the year attributable to owners of the Company 1,316
Equity attributable to owners of the Company 3,640
Non-controlling interests A.1.4. (20)
TOTAL EQUITY 3,621
LIABILITIES
NON-CURRENT LIABILITIES
Debt and financing C.3. 6,556
Lease liabilities C.4. 2,293
Derivative financial instruments D.1.2. 9
Amounts due to non-controlling interests, associates and joint ventures G.5. 85
Payables and accruals for capital expenditure F.4.3. 758
Provisions and other non-current liabilities F.4.2. 390
Deferred tax liabilities B.6. 149
TOTAL NON-CURRENT LIABILITIES 10,240
CURRENT LIABILITIES
Debt and financing C.3. 329
Lease liabilities C.4. 293
Derivative financial instruments D.1.2. 14
Payables and accruals for capital expenditure F.4.3. 440
Other trade payables F.3. 491
Amounts due to non-controlling interests, associates and joint ventures G.5. 112
Accrued interest and other expenses F.4.1. 538
Current income tax liabilities B.6.2. 142
Contract liabilities F.5. 144
Dividend payable C.2. 424
Provisions and other current liabilities F.4.1. 464
TOTAL CURRENT LIABILITIES 3,392
Liabilities directly associated with assets held for sale E.4.
TOTAL LIABILITIES 13,633
TOTAL EQUITY AND LIABILITIES 17,253

All values are in US Dollars.

The accompanying notes are an integral part of these consolidated financial statements.

F-9

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of cash flows for the years ended December 31, 2025, 2024 and 2023

Notes 2025 2023
(US millions)
Cash flows from operating activities
Profit before taxes from continuing operations 1,665 175
Profit before taxes from discontinued operations E.4.2. 4
Profit before taxes 1,665 179
Adjustments to reconcile to net cash:
Interest expense on leases C.3.3., E.3. 182 117
Interest expense on debt and other financing C.3.3., E.3. 519 595
Interest and other financial income C.3.1. (28) (28)
Adjustments for non-cash items:
Depreciation and amortization E.1., E.2., E.3. 1,280 1,338
Share of profit in joint ventures A.2. (102) (42)
Gain on disposal and impairment of assets, net B.2., E.4.2. (68) (10)
Sale of Lati Operations A.1.3. (741)
Share-based compensation C.1. 14 52
Loss from other associates and joint ventures, net A.3. (1) 3
Other non-operating (income) expenses, net B.5. 43 (36)
Changes in working capital:
Decrease (increase) in trade receivables, prepayments and other current assets, net (228) (245)
Decrease (increase) in inventories (17) 11
Increase (decrease) in trade and other payables, net 89 47
Changes in contract assets, liabilities and costs, net 18 65
Total changes in working capital (137) (123)
Interest paid on leases (176) (115)
Interest paid on debt and other financing (409) (505)
Interest received 27 31
Taxes paid (335) (233)
Net cash provided by operating activities 1,734 1,223
Cash flows from investing activities:
Acquisition of subsidiaries, joint ventures and associates, net of cash acquired A.1. (545)
Net proceeds from the disposal of subsidiaries and associates A.1.3. 781
Purchase of spectrum and licenses (73) (236)
Purchase of other intangible assets E.1.4. (91) (133)
Purchase of property, plant and equipment E.2.3. (650) (814)
Proceeds from sale of property, plant and equipment E.2. 84 17
Dividends and dividend advances received from joint ventures and associates A.2.2. 99 63
Settlement of derivative financial instruments (26)
Transfer (to) / from pledge deposits, net C.5.3. (6)
Loans granted within the Tigo Money lending activity, net (1) (4)
Cash (used in) provided by other investing activities, net D.1.2. 22 24
Net cash provided by (used in) investing activities (374) (1,116)

All values are in US Dollars.

F-10

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023
Notes 2025 2024 2023
--- --- --- --- ---
Cash flows from financing activities (including discontinued operations):
Proceeds from debt and other financing C.6. 1,199 604 362
Repayment of debt and other financing C.6. (599) (1,366) (632)
Lease capital repayment C.6. (209) (204) (177)
Capital injection in subsidiary (Non-controlling interests' portion) C.7.4. 74
Advances and dividends paid to non-controlling interests A.1., A.2. (2)
Share repurchase program (119) (99) (5)
Dividends paid to owners of the Company C.2. (754)
Net cash from (used in) financing activities (485) (1,066) (377)
Exchange impact on cash and cash equivalents, net (14) (8) 6
Net increase (decrease) in cash and cash equivalents 861 (76) (264)
Cash and cash equivalents at the beginning of the year 699 775 1,039
Effect of cash disposal of Lati Operations E.4.2. (8)
Cash and cash equivalents at the end of the year 1,552 699 775

The accompanying notes are an integral part of these consolidated financial statements.

F-11

Consolidated financial statements for the years ended<br><br>December 31, 2025, 2024 and 2023

Consolidated statement of changes in equity for the years ended December 31, 2025, 2024 and 2023

Number of shares (000’s)(iii) Share capital (i) Share premium (i) Treasury shares Retained profits(ii) Other reserves (i) Total Non- controlling interests Total equity
(US millions)
Balance on January 1, 2023 172,096 258 1,085 (47) 2,868 (559) 3,605 29 3,634
Total comprehensive income/ (loss) for the year (82) 47 (35) (188) (223)
Transfer to legal reserve (2) 2
Purchase of treasury shares (iv) (18) 7 (10) (10)
Share based compensation (i) 50 50 1 52
Issuance of shares under share-based payment schemes (9) 57 (7) (40) 1 1
Effect of the buy-out of non-controlling interests in Panama (1) (1) (1)
Put Option reserve (Note C.7.4) (81) (81) (81)
Capital injection in subsidiary (Note C.7.4) 74 74
Balance on December 31, 2023 172,096 258 1,076 (8) 2,703 (500) 3,529 (84) 3,445
Total comprehensive income/ (loss) for the period 253 (3) 250 30 280
Dividends (Note C.2) (172) (172) (1) (173)
Transfer to legal reserve (8) 8
Purchase of treasury shares (iv) (73) 1 (72) (72)
Share based compensation (i) 49 49 1 50
Share based cancellation (35) (35) (35)
Issuance of shares under share-based payment schemes (12) 38 24 (50) 1 1
Put Option reserve reversal (Note C.7.4) 79 79 79
Balance on December 31, 2024 172,096 258 1,064 (43) 2,881 (531) 3,628 (54) 3,574
Adjustment on adoption of Amendment to IAS 21 (Introduction Note) (188) (188) (188)
Total comprehensive income for the period 1,316 46 1,362 35 1,397
Dividends (Note C.2) (1,048) (1,048) (2) (1,050)
Purchase of treasury shares (iv) (127) (1) (128) (128)
Cancellation of treasury shares (v) (3,096) (5) (19) 84 (61)
Share based compensation (i) 14 14 14
Issuance of shares under share-based payment schemes (8) 33 4 (29)
Balance on December 31, 2025 169,000 253 1,036 (52) 3,091 (689) 3,640 (20) 3,621

All values are in US Dollars.

(i)Share capital, share premium (including the effects of rights offering) and other reserves (including share-based compensation) – see note C.1.

(ii)Retained profits – includes profit for the year attributable to equity holders, of which $661 million (2024: $562 million; 2023: $491 million) are not distributable to equity holders.

(iii)The authorized share capital amounts to $300 million divided into 200 million shares with a par value of $1.50 each.

(iv)During the year ended December 31, 2025, Millicom repurchased 4,216,397 shares for a total amount of $119 million , completing the Share Repurchase Plan launched during 4Q 2024 for a total of approximately $150 million (2024: 2,983,320 shares for a total amount of $63 million ) and withheld approximately 294,709 shares for the settlement of tax obligations on behalf of employees under share-based compensation plans (2024: 467,247; 2023: 320,985).

(v)On May 21, 2025, an Extraordinary General Meeting of shareholders approved, a 3,096,305 treasury shares cancellation.

The accompanying notes are an integral part of these consolidated financial statements.

F-12

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Introduction

Corporate Information

Millicom International Cellular S.A. (the “Company” or “MIC S.A.”), a Luxembourg Société Anonyme, and its subsidiaries, joint ventures, joint operations and associates (the “Group” or “Millicom”) is a provider of cable and mobile services dedicated to emerging markets in Latin America. Millicom provides high speed broadband and innovation around The Digital Lifestyle® services through its principal brand Tigo.

The Company’s shares are traded since January 9, 2019, on the Nasdaq Stock Market in the U.S. under the ticker symbol TIGO. The Company's shares were also traded as Swedish Depositary Receipts on the Stockholm stock exchange under the symbol TIGO SDB (formerly MIC SDB), until March 17, 2025. The Company has its registered office at 148-150 Boulevard de la Pétrusse , L-2330 Luxembourg, Grand Duchy of Luxembourg and is registered with the Luxembourg Register of Commerce under the number RCS B 40 630. As of December 31, 2025 Atlas Investissement S.A.S. (formerly known as Atlas Luxco S.à r.l) holds approximately 42.2% of Millicom voting shares (excluding treasury shares of 1,906,226), whose final beneficial owner is Xavier Niel and his family.

On March 20, 2026, the Board of Directors authorized these consolidated financial statements for issuance.

Business activities

Millicom operates its mobile businesses in Latin America (Bolivia, Colombia, Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, Panama, Paraguay and Uruguay). Millicom operates various cable and fixed line businesses in Latin America (Bolivia, Colombia, Costa Rica, Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, Panama and Paraguay). Millicom also provides direct to home satellite service in most of its markets. Millicom also provides Mobile Financial Services (MFS) and tower infrastructure and services.

Our reportable segments consist of Guatemala, Colombia, Panama, Honduras, Paraguay, Bolivia and Other, which includes El Salvador, Nicaragua, Costa Rica, Uruguay and Ecuador (these two latest in 2025). The Honduras joint venture performance is reviewed by the CODM in a similar manner as for the Group’s fully owned operations and is therefore also shown as a separate operating segment at 100%. However, these amounts are subsequently eliminated in order to reconcile with the Group consolidated numbers, as shown in the reconciliations included in note B.3. Segmental information.

Current macroeconomic environment

The macroeconomic environment remained stable during 2025, except for the case of Bolivia, where the application of the IAS 21 amendments, has resulted in an average foreign exchange rate of 12.83 for 2025, representing a devaluation of 46.12% year-on-year, impacting results during the period. The scarcity of U.S. dollars in the country has also been impacting inflation, which reached 20.40% for the last twelve-months period ended December 31, 2025 , up from 10.0% for the full year 2024 and 2.1% for the full year 2023.

The Group continues to monitor the developments of the aforementioned events and their potential impact on performance and accounting considerations.

Climate-related risks

As already publicly announced and discussed elsewhere in our external reporting, our goal is to raise the bar on the Group’s contribution on environmental, societal and governance matters. Although there is no single explicit standard on climate-related matters under IFRS, climate risk and other climate-related matters may impact a number of areas of accounting. Up to now, the Group has not been significantly impacted by climate change, and, currently, management has not considered the climate-related risks as part of the Group's top key risks. Nevertheless, management will continue monitoring every year the potential risks resulting from the effects of climate change in the form of natural disasters, such as extreme weather events affecting our 'Networks and infrastructure resilience'. So far, management has not identified nor considered any material impacts of climate change on assumptions used (e.g. for impairment tests, fair value measurement, etc.) and on the Group's financial reporting (e.g. provisions, fixed assets, etc.).

IFRS Consolidated Financial Statements

Basis of preparation

These financial statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standard Board ("IASB") and in accordance with IFRS Accounting Standards as adopted by the European Union. These financial statements have been prepared on a historical cost basis, except for certain items including derivative financial instruments (measured at fair value) and financial instruments that contain obligations to purchase own equity instruments (measured at the present value of the redemption price).

F-13

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

This section contains the Group’s material accounting policies that relate to the financial statements as a whole. Material accounting policies specific to one note are included within that note.

Consolidation

The consolidated financial statements of the Group comprise the financial statements of the Company and its subsidiaries as of December 31 of each year. The financial statements of the subsidiaries are prepared for the same reporting year as the Company, using consistent accounting policies. All intra-group balances, transactions, income and expenses, and profits and losses resulting from intra-group transactions are eliminated.

Foreign currency

Financial information in these financial statements are shown in the US dollar presentation currency of the Group and rounded to the nearest million (US$ million) except where otherwise indicated. The financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which each entity operates (the functional currency). The functional currency of each subsidiary, joint venture and associate reflects the economic substance of the underlying events and circumstances of these entities. Except for El Salvador where the functional currency is US dollar, the functional currency in other countries is the local currency.

The results and financial position of all Group entities (none of which operate in an economy with a hyperinflationary environment) with functional currency other than the US dollar presentation currency are translated into the presentation currency as follows:

(i)    Assets and liabilities are translated at the closing rate on the date of the statement of financial position;

(ii)    Income and expenses are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

(iii)    All resulting exchange differences are recognized as a separate component of equity (currency translation reserve), in the caption “Other reserves”.

On consolidation, exchange differences arising from the translation of net investments in foreign operations, and of borrowings and other currency instruments designated as hedges of such investments, are recorded in equity. When the Group disposes of or loses control or significant influence over a foreign operation, exchange differences that were recorded in equity are recognized in the consolidated statement of income as part of gain or loss on sale or loss of control and/or significant influence.

Goodwill and fair value adjustments arising on acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.

In accordance with the Amendments to IAS 21, 'The Effects of Changes in Foreign Exchange Rates', effective as of January 1, 2025, the Group evaluated the exchangeability of the Bolivia Boliviano (BOB). Based on this evaluation, the Group determined that the BOB was not exchangeable and, accordingly, applied alternative estimated exchange rates, in compliance with the requirements of the amended standard. In determining this estimate, management applied a valuation approach intended to reflect the rate at which an orderly exchange transaction would occur between market participants at the measurement date. The estimation incorporated at the implementation date internal information derived from previous and most recent USD purchases in our operation in Bolivia. During 2025, observable/publicly input such as the USDT became available and was also used in this valuation estimate.

Because the BOB is not freely exchangeable for USD, the Group is exposed to additional financial and operational risks. These include: (i) Foreign currency liquidity risk being the risk that the Group may be unable to obtain USD when required to settle obligations or repatriate funds;.(ii) Valuation risk being the risk of estimating an exchange rate that may differ from the rate ultimately realised in future transactions; (iii).Regulatory risk, related to changes in government policies or foreign exchange controls that may affect the availability of foreign currency or the mechanism for conversion and (iv) Market volatility risk, related to limited exchangeability leading to significant volatility between official, estimated and any parallel market exchange rates.

As of the date of the initial application of the amendment referred above, the estimated exchange rate was 11.32 BOB per U.S. dollar. In turn, the official reference exchange rate was 6.91 BOB per US dollar as of January 1, 2025. See also "New and amended IFRS accounting standards."

The following table presents functional currency translation rates for the Group’s locations to the US dollar on December 31, 2025 and 2024 and the average rates for the years ended December 31, 2025, 2024 and 2023.

F-14

| Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023 | | --- || Exchange Rates to the US Dollar | Functional Currency | 2025 Year-end Rate | 2024 Year-end Rate | Change % | | 2025 Average Rate | 2024 Average Rate | Change % | | 2023 Average Rate | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Bolivia (ii) | Boliviano (BOB) | 9.60 | 6.91 | (28.0) | % | 12.83 | 6.91 | (46.1) | % | 6.91 | | Colombia | Peso (COP) | 3,757 | 4,409 | 17.4 | % | 4,053 | 4,083 | 0.7 | % | 4,313 | | Costa Rica | Costa Rican Colon (CRC) | 501 | 513 | 2.3 | % | 506 | 519 | 2 | % | 550 | | Ecuador | US dollar | n/a | n/a | n/a | | n/a | n/a | n/a | | n/a | | El Salvador | US dollar | n/a | n/a | n/a | | n/a | n/a | n/a | | n/a | | Guatemala | Quetzal (GTQ) | 7.66 | 7.71 | 0.5 | % | 7.68 | 7.76 | 1.1 | % | 7.84 | | Honduras | Lempira (HNL) | 26.51 | 25.44 | (4.0) | % | 26.09 | 24.88 | (4.6) | % | 24.66 | | Luxembourg | Euro (EUR) | 0.85 | 0.97 | 13.4 | % | 0.89 | 0.93 | 4.4 | % | 0.93 | | Nicaragua | Cordoba (NIO) | 36.62 | 36.62 | — | % | 36.62 | 36.62 | — | % | 36.44 | | Panama | Balboa (B/.) (i) | n/a | n/a | n/a | | n/a | n/a | n/a | | n/a | | Paraguay | Guarani (PYG) | 6,576 | 7,831 | 19.1 | % | 7,546 | 7,569 | 0.3 | % | 7,299 | | Sweden | Krona (SEK) | 9.21 | 11.07 | 20.2 | % | 9.74 | 10.57 | 8.5 | % | 10.60 | | United Kingdom | Pound (GBP) | 0.74 | 0.80 | 7.7 | % | 0.76 | 0.78 | 3.2 | % | 0.80 | | Uruguay (iii) | Uruguayan Peso (UYU) | 39.04 | n/a,<br><br>see Note A.1.2. | | | 39.57 | n/a,<br><br>see Note A.1.2. | | | |

(i) the balboa is tied to the United States dollar at an exchange rate of 1:1.

(ii) As from January 1, 2025 Millicom adopted the Amendments to IAS 21, as explained above.

(iii) 2025 average rate as from acquisition date (see Note A.1.2.).

New and amended IFRS accounting standards

On January 1, 2025, the group adopted the Amendments to IAS 21, 'The Effects of Changes in Foreign Exchange Rates' resulting in a negative impact of $70 million on remeasurement of monetary and non-monetary items and a negative translation into presentation currency (USD) effect of $118 million, totaling $188 million negative effect included in a single line item, titled "Adjustment on adoption of Amendment to IAS 21", in the Group's consolidated statements of changes in equity for the year ended December 31, 2025.

The following changes and amendments to standards have been adopted by the Group and did not have any significant impact on the Group’s accounting policies or disclosures and did not require retrospective adjustments:

▪Amendments to IFRS 9 and IFRS 7: Amendments to IFRS 9 are clarifications to the classification and measurement of financial instruments (such as clarifications on derecognition of financial liabilities, among others). Amendments to IFRS 7 include additional disclosures requirements (such as those for financial instruments with contingent features, among others).

▪Amendments to IFRS 9 and IFRS 7, issued on 18 December, 2024: These Amendments to IFRS 9 and IFRS 7 aim to help companies to improve their reporting of the financial effects of nature-dependent electricity contracts, commonly structured as power purchase agreements (PPAs) and apply only to contracts referencing nature-dependent electricity in which a company is exposed to variability in the underlying amount of electricity because the source of electricity generation depends on uncontrollable natural conditions (e.g. wind or solar energy). The changes to IFRS 9 clarify the application of the ‘own-use’ exemption and permit hedge accounting if these contracts are used as hedging instruments while the changes to IFRS 7 add new disclosure requirements on the company’s financial performance and cash flows.

▪Annual Improvements to IFRS Standards, affecting IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7.

The following standards and amendments are effective for annual periods starting on January 1, 2027 (IFRS 18) and their potential impact on the Group consolidated financial statements is currently being assessed by management:

▪IFRS 18, 'Presentation and Disclosure in Financial Statements': IFRS 18 will replace IAS 1. Its aim is to improve the usefulness of information presented and disclosed in financial statements, giving investors more transparent and comparable information about companies' financial performance.

Judgments and critical estimates

The preparation of IFRS financial statements requires management to use judgment in applying accounting policies. It also requires the use of certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and

F-15

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

expenses during the reporting period. These estimates are based on management's best knowledge of current events, actions and best estimates as of a specified date, and actual results may ultimately differ from these estimates. Areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in each note and are summarized below:

Judgments

Management applies judgment in accounting treatment and accounting policies in preparation of these financial statements. In particular, a significant level of judgment is applied regarding the following items:

•    Acquisitions – measurement at fair value of existing and newly identified assets, including the measurement of property, plant and equipment and intangible assets (e.g. particularly the customer lists being sensitive to significant assumptions as disclosed in note A.1.2.), liabilities, contingent liabilities and remaining goodwill; the assessment of useful lives (see notes A.1.2., E.1.1., E.1.5., E.2.1.);

•    Impairment testing – key assumptions related to future business performance, perpetual growth rates and discount rates (see notes E.1.2., E.1.6., E.2.2.);

•    Revenue recognition – whether or not the Group acts as principal or as an agent, when there is one or several performance obligations and the determination of stand-alone selling prices (see note B.1.1.);

•    Contingent liabilities – whether or not a provision should be recorded for any potential liabilities (see note G.3.);

•    Leases – In determining the lease term, including the assessment of whether the exercise of extension or termination options is reasonably certain and the corresponding impact on the selected lease term (see note E.3.);

•    Control – whether Millicom, through voting rights and potential voting rights attached to shares held, or by way of shareholders’ agreements or other factors, has the ability to direct the relevant activities of the subsidiaries it consolidates, or jointly direct the relevant activities of its joint ventures (see notes A.1., A.2.);

•    Discontinued operations and assets held for sale – definition, classification and presentation (see notes A.4., E.4.1.) as well as measurement of potential provisions related to indemnities;

•    Deferred tax assets – recognition based on likely timing and level of future taxable profits together with future tax planning strategies (see notes B.6.3.and G.3.2.);

Estimates

Estimates are based on historical experience and other factors, including reasonable expectations of future events, such as current macro-economic challenges. These factors are reviewed in preparation of the financial statements although, due to inherent uncertainties in the evaluation process, actual results may differ from original estimates. Estimates are subject to change as new information becomes available and may significantly affect future operating results. Significant estimates have been applied in respect of the following items:

•    Accounting for property, plant and equipment, and intangible assets in determining fair values at acquisition dates, particularly for assets acquired in business combinations and sale and leaseback transactions (see notes A.1.and E.2.1.);

•    Useful lives of property, plant and equipment and intangible assets (see notes E.1.1., E.2.1.);

•    Provisions, in particular provisions for asset retirement obligations, restructuring, legal and tax risks (see notes F.4. and B.4.);

•    Tax liabilities, in particular in respect of uncertainty over income tax treatments (see note F.4.);

•    Revenue recognition (see note B.1.1.);

•    Impairment testing including weighted average cost of capital ("WACC"), EBITDA margins, Capex intensity and long term growth rates (see note E.1.6.);

•    For leases, estimates in determining the incremental borrowing rate for discounting the lease payments in case interest rate implicit in the lease cannot be determined (see note E.3. );

•    Estimates for defined benefit obligations (see note B.4.2.);

•    Accounting for share-based compensation in particular estimates of forfeitures and future performance criteria (see notes B.4.1., B.4.3.).

Change in accounting estimate

Effective in 2024, we revised the estimated useful lives of our fiber optic network assets and related equipment/software. this is considered a change in accounting estimate under IAS 8.

◦Fiber Optic Network: Useful life increased from 15 years to 25 years

◦Related equipment/Software: Useful life range increased to 5-10 years (previously 5-7 years for equipment and 5 years for software)

F-16

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

This change is applied prospectively, meaning there is no impact on financial statements for prior periods. Fully depreciated assets remain fully depreciated; their cost will not be reset.

For the full year 2024, this change decreased depreciation expense by approximately $48 million compared to what the depreciation charge would have been using previous estimated useful lives. Estimating the impact on future years was impractical.

While the change also affects lease right-of-use assets and asset retirement obligation provisions, the impact on these areas is considered immaterial.

During 2023, the estimated useful lives of some property, plant and equipment were revised. As a result, the estimated useful lives of the Group's towers, poles and ducts were changed from 15 to 25 years, while the related civil works' useful lives were increased from 10 to 15 years. These changes were considered a change in accounting estimate per IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" and therefore accounted for prospectively, meaning that no changes should be accounted for past periods. This also applies to assets that are fully depreciated and for which no new cost should be reset. (i.e., they remain fully depreciated).

For the full year 2023, the net effect of the changes represent a decrease in depreciation expense of approximately $27 million compared to what we expected the depreciation charge to be using previous estimated useful lives, while estimating the net effect of the changes in depreciation for future years is impractical. This change in accounting estimate also affects the lease right-of-use assets (for those being depreciated over the shorter of useful life and lease term) and on asset retirement obligation provisions. However, the impact of the change is immaterial.

F-17

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A. The Millicom Group

The Group comprises a number of holding companies, operating subsidiaries and joint ventures with various combinations of mobile, fixed-line telephony, cable and wireless Pay TV, Broadband Internet and Mobile Financial Services (MFS) businesses.

A.1. Subsidiaries

Subsidiaries are all entities which Millicom controls. Millicom controls an entity when it is exposed to, or has rights to variable returns from its investment in the entity, and has the ability to affect those returns through its power over the subsidiary. Millicom has power over an entity when it has existing rights that give it the current ability to direct the relevant activities, i.e. the activities that significantly affect the entity’s returns. Generally, control accompanies a shareholding of more than half of the voting rights although certain other factors (including contractual arrangements with other shareholders, voting and potential voting rights) are considered when assessing whether Millicom controls an entity. For example, although Millicom holds less than 50 % of the shares in its Colombian businesses, it holds more than 50 % of shares with voting rights. The contrary may also be true (e.g. Honduras where we own 66.7% of the shares but there is a super majority requirement at the board for decisions about the relevant activities of the operation). The Group's main subsidiaries are as follows:

Entity Country Activity December 31, 2025 % holding* December 31, 2024 % holding* December 31, 2023 % holding*
Colombia Móvil S.A. E.S.P. Colombia Mobile 50-1 share 50-1 share 50-1 share
Comunicaciones Celulares S.A. Guatemala Mobile 100 100 100
Grupo de Comunicaciones Digitales, S.A. (formerly Telefónica Móviles Panama, S.A.) Panama Mobile 100 100 100
Millicom Cable Costa Rica S.A. Costa Rica Cable, DTH 100 100 100
Millicom International Operations B.V. Netherlands Holding Company 100 100 100
Millicom International Services LLC USA Services Company 100 100 100
Millicom LIH S.A. Luxembourg Holding Company 100 100 100
Millicom International Operations S.A. Luxembourg Holding Company 100 100 100
Millicom Spain S.L. Spain Holding Company 100 100 100
Millicom Telecommunications S.A. (i) Luxembourg Holding Company ('MFS business') 100 100 100
Navega.com S.A. Guatemala Cable, DTH 100 100 100
Otecel, S.A. Ecuador Mobile 100 N/A N/A
Servicios Especializados en Telecomunicaciones, S.A. Guatemala Mobile 100 100 100
Servicios Innovadores de Comunicación y Entretenimiento, S.A. Guatemala Mobile 100 100 100
Telecomunicaciones Digitales, S.A. (formerly Cable Onda S.A.) Panama Cable, Pay-TV, Internet, DTH, Fixed-line 100 100 100
Telefónica Celular de Bolivia S.A. Bolivia Mobile, DTH, Cable 100 100 100
Telefonía Celular de Nicaragua S.A. Nicaragua Mobile, Cable, Internet, Fixed-line 100 100 100
Telefónica Celular del Paraguay S.A. Paraguay Mobile, Cable, Pay-TV, Internet 100 100 100
Telemóvil El Salvador S.A. de C.V. El Salvador Mobile, Cable, DTH 100 100 100
Telefónica Móviles de Uruguay S.A. Uruguay Mobile 100 N/A N/A
UNE EPM Telecomunicaciones S.A. and subsidiaries Colombia Fixed-line, Internet, Pay-TV, Mobile 50-1 share 50-1 share 50-1 share
* Also reflects the voting interest, except in Colombia where voting interest is 50% + 1 share for each of the two entities. See also Note "H."
(i) Millicom Telecommunications S.A. is the holding Company of most of the Group's MFS business.

F-18

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A.1.1. Accounting for subsidiaries and non-controlling interests

Subsidiaries are fully consolidated from the date on which control is transferred to Millicom. If facts and circumstances indicate that there are changes to one or more of the elements of control, a reassessment is performed to determine if control still exists. Subsidiaries are de-consolidated from the date that control ceases. Transactions with non-controlling interests are accounted for as transactions with equity owners of the Group. Gains or losses on disposals of non-controlling interests are recorded in equity. For purchases from non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is also recorded in equity.

A.1.2. Acquisition of subsidiaries and changes in non-controlling interests in subsidiaries

Scope changes 2025

Colombia Acquisition - Definitive purchase agreement with Telefonica and commitment to present an offer for EPM

Pursuant to the announcement on July 31, 2024, Millicom and Telefonica, on March 12, 2025, have entered into a definitive agreement for the acquisition by Millicom of Telefonica’s controlling 67.5% equity stake in Coltel, subject to closing conditions including regulatory approvals. Millicom has also agreed to offer to purchase the remaining 32.5% of Coltel equity owned by La Nación and other investors at the same purchase price per share offered to Telefonica. See also Note H: "UNE EPM remaining shares acquisition" and "Acquisition of Telefónica’s Controlling Stake in Colombia Telecomunicaciones S.A. E.S.P. (Coltel)").

Uruguay Acquisition

Following the definitive agreement signed in May 2025, on October 7, 2025, Millicom completed the acquisition of 100% of Telefonica Moviles del Uruguay S.A. (Movistar) after final regulatory approval, for an enterprise value of $440 million. Aim of this transaction, is to enter the Uruguayan market, further consolidating Millicom's presence in South America

Millicom has provisionally determined the fair values of Tigo Uruguay's identifiable assets and liabilities, and in particular its tangible assets, intangible and right of use assets as well as its lease liabilities. The purchase price allocation is preliminary as at the reporting date. The fair values of identifiable assets and liabilities are subject to further work and analysis as the Group completes its valuation procedures. Any adjustments arising during the measurement period will be recognised retrospectively as at the acquisition date, with a corresponding adjustment to goodwill. Finalization of the fair value exercise is expected to occur before Q3 2026.

At acquisition date - October 7, 2025 Provisional fair values (100%) ($ millions)

F-19

| Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023 | | --- || Tigo Uruguay | Provisional fair values (At acquisition date 7Oct2025)<br>($ millions) | | --- | --- | | Intangible assets (excluding goodwill) | 203 | | Property, plant and equipment | 120 | | Right of use assets | 82 | | Other non-current assets | 9 | | Current assets (excluding cash) | 43 | | Trade receivables | 24 | | Cash and cash equivalents | 53 | | Total assets acquired | 534 | | Lease liabilities | 82 | | Other debt and financing | 200 | | Other liabilities | 78 | | Total liabilities assumed | 360 | | (A) Fair value of assets acquired and liabilities assumed, net | 174 | | (B) Purchase consideration | 301 | | (C=B-A) Provisional goodwill arising on acquisition | 127 |

Goodwill is attributable to the workforce and the expected synergies across networks, operations and commercial services. It is currently not expected to be tax deductible. From October 7, 2025 to December 31, 2025, Tigo Uruguay contributed $63 million of revenue and a net profit of $3 million to the Group. If Tigo Uruguay had been acquired on January 1, 2025 incremental revenue for the year 2025 would have been $169 million and incremental net profit for the same period of $18 million. Acquisition-related costs included in the statement of income under operating expenses were immaterial.

Ecuador Acquisition

Following the definitive agreement signed in June 2025, on October 30, 2025, Millicom completed the acquisition of 100% of Telefónica’s telecommunications operations in Ecuador, after final regulatory approval, for an enterprise value of $380 million.

Millicom has provisionally determined the fair values of Tigo Ecuador's identifiable assets and liabilities, and in particular its tangible assets, intangible and right of use assets as well as its lease liabilities. The purchase price allocation is preliminary as at the reporting date. The fair values of identifiable assets and liabilities are subject to further work and analysis as the Group completes its valuation procedures. Any adjustments arising during the measurement period will be recognised retrospectively as at the acquisition date, with a corresponding adjustment to goodwill. Finalization of the fair value is expected to occur by October 29 2026.

F-20

| Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023 | | --- || Tigo Ecuador | Provisional fair values (At acquisition date 30Oct2025)<br>($ millions) | | --- | --- | | Intangible assets (excluding goodwill) | 216 | | Property, plant and equipment | 269 | | Right of use assets | 233 | | Other non-current assets | 20 | | Current assets (excluding cash) | 110 | | Trade receivables | 32 | | Cash and cash equivalents | 83 | | Total assets acquired | 963 | | Lease liabilities | 231 | | Other debt and financing | 85 | | Other liabilities | 267 | | Total liabilities assumed | 583 | | (A) Fair value of assets acquired and liabilities assumed, net | 380 | | (B) Purchase consideration | 380 | | (C=B-A) Provisional goodwill arising on acquisition | — |

From November 1, 2025 to December 31, 2025, Tigo Ecuador contributed $81 million of revenue and a net profit of $1 million to the Group. If Tigo Ecuador had been acquired on January 1, 2025 incremental revenue for the year 2025 would have been $404 million and incremental net profit for the same period of $26 million. Acquisition-related costs included in the statement of income under operating expenses were immaterial.

Scope changes 2024

There were no material acquisitions or disposals in 2024.

Scope changes 2023

There were no material acquisitions in 2023.

F-21

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A.1.3. Disposal of subsidiaries and formation of a joint operation

Lati Disposal - Lati Operations and other assets

On October 28, 2024, Millicom agreed to sell Lati International, S.A. and other assets encompassing a portfolio of more than 7,000 towers in Central America to SBA Communications Corp. We have also entered into other agreements including a 15-year leaseback for the sites, and a new build-to-suit agreement under which SBA will build up to 2,500 additional sites for Millicom in the same markets.

As part of the other assets portfolio sale described above, Tigo Nicaragua transferred most of the towers to SBA for a total gross consideration of approximately $52 million. The tower transfer qualifies as a sale under IFRS 15. Under IFRS 16, Tigo Nicaragua recognized only the gain on the portion of rights transferred, for approximately $13 million, under ‘Other operating income (expenses), net’, since it continues to use a percentage of the towers economic benefit via the leaseback. Additionally, on October 27, 2025, we closed the sale of Lati Honduras towers for approximately of $75 million (out of which approximately $50 million, are recognized under "Share of Profit in Honduras joint venture" ).

During the year ended on December 31, 2025, Millicom closed the above mentioned transaction through the sale of its Lati Operations for Millicom’s mobile passive infrastructure assets and auxiliary agreements like build to suit, corporate guarantees, exclusivity or other agreements. As per the sale agreement, the initial sale price might be adjusted to consider some net adjustment amounts determined in the “Final Closing Statement". Should the price adjustments prove insufficient, Millicom may be required to make additional provisions. Conversely, the company may be entitled to receive additional consideration under earn-out arrangements, depending on the achievement of certain conditions or performance targets.

In addition to the transactions with SBA, Millicom sold Lati Paraguay to Atis Group on June 3, 2025.

Total consideration for the transactions with SBA and Atis was approximately $975 million resulting in a gain on sale of of $741 million, recognized under "Sale of Lati Operations" in the consolidated statement of income. Following the closings with SBA and Atis mentioned above, Millicom 's subsidiaries recognized new Right-of-Use assets and Lease Liabilities for approximately $680 million.

Towers sales in Colombia

On January 24, 2024, Colombia Movil S.A. ESP (“Tigo Colombia”) signed an agreement to sell and lease back, under a long-term lease agreement, 1,132 telecommunication towers to Towernex Colombia S.A.S. (“Towernex”), a KKR company. The total sale consideration amounts to $77 million, out of which $26 million will be received in subsequent years. Under IFRS 16, this transaction is considered a sale and leaseback. The transfer of the towers to Towernex consisted of three batches, , completed by the end of 2025.

Assets held for sale / Disposal Group- Mobile Network sharing agreement in Colombia

On February 26, 2024, Tigo Colombia and Telecomunicaciones S.A. ESP BIC (“ColTel”) signed an agreement to share their mobile networks. The transaction closed on December 20, 2024, with the approval from the Ministry of Information Technology and Communications to transfer in favor of the Temporary Union the permit for the access, use and exploitation of 20 MHz of radioelectric spectrum for the operation of land mobile radiocommunication services in the national territory granted to Colombia Móvil in the Resolution #332 dated February 20, 2020. Simultaneously, both operators contributed their RAN assets to UNIRED, the vehicle established to operate and maintain the unified mobile access network.

This collaboration involves two new joint arrangements. (both qualifying as joint operations, as defined in IFRS 11):

▪A 'NetCo ("UNIRED")': This company holds and manages the radio access network (RAN) infrastructure as well as the site lease agreements. Each operator owns 50% of this NetCo. Transfers of RAN assets to UNIRED happened in December 2024, when UNIRED did a step-up exercise to determine the fair values of the contributions from both joint operators. The transfer of lease agreements is taking place as from January 2025.

▪A 'Unión Temporal' ("UT"): This temporary joint arrangement manages the spectrum licenses and related liabilities. Similarly, ownership is split 50/50 between the two operators. Assets and liabilities related to the #332 resolution mentioned above were derecognized in Tigo Colombia with the subsequent recognition of Tigo's Colombia 50% share in the UT.

In 2025, Tigo Colombia derecognised right-of-use assets and liabilities amounting to $76 million and $104 million, respectively, in connection with lease agreements previously classified as assets held for sale in the fourth quarter of 2024. These lease agreements were transferred to UNIRED, the entity that had already assumed the role of lessee under the respective contracts. The net impact of the derecognition resulted in a gain of $28 million, which was recognized in the consolidated statement of profit or loss under ‘Other operating income (expenses), net.’ Additionally, the Tigo Colombia terminated certain lease agreements with deferred gains of

F-22

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

$15 million as of December 31, 2024. These gains were accelerated and recognized in full in Q1 2025 within the same line item. As of December 31, 2025, the right-of-use assets and liabilities of UNIRED at Tigo Colombia's share amount to $391 million (2024: nil) and $405 mllion (2024: nil), respectively.

In 2025, Tigo Colombia derecognised spectrum license assets and liabilities amounting to $604 million and $696 million, respectively, previously classified as assets held for sale. These spectrum license assets and liabilities were transferred to the UT, (with $42 million of difference towards the 50% of the former book value of $302 million recognized as a reduction of spectrum intangible assets). As of December 31, 2025, the spectrum license assets and liabilities of the UT at Tigo Colombia's share amount to $583 mlllon (2024: $115 million) and $697 million, (2024: $103 millon) respectively.

In 2025, Tigo Colombia derecognised by transferring to UNIRED, Property, plant and Equipment amounting to $3 million previously classified as assets held for sale. As of December 31, 2025, Property, plant and Equipment of the UNIRED at Tigo Colombia's share amount to $174 million. (2024: $116 million).

Costa Rica Merger

On September 11, 2025, the telecommunications regulator in Costa Rica (Superintendencia de Telecommunicaciones or "SUTEL"), issued a resolution rejecting the petition to merge Tigo Costa Rica with Liberty Latin America pursuant to the agreement signed on August 1, 2024. Millicom and Liberty have appealed this decision but on 12 November 2025, the Telecommunications Superintendency (SUTEL) issued its final resolution, deciding not to approve the above mentioned transaction. Consequently on 15 January 15, 2026, Millicom and Liberty terminated their transaction agreement.

Other disposals

For the years ended December 31, 2025, 2024 and 2023, Millicom did not dispose of any other significant investments.

A.1.4. Summarized financial information relating to subsidiaries with significant non-controlling interests

The summarized financial information for material non-controlling interests in our operations in Colombia is provided below. This information is based on amounts before inter-company eliminations.

Colombia

2025 (*) 2023
(US millions)
Revenue 1,450 1,313
Total operating expenses (493) (501)
Operating profit 313 60
Net profit (loss) for the year 92 (326)
50% non-controlling interest in net (loss) 46 (163)
Total assets (excluding goodwill) 2,649 2,470
Total liabilities 2,653 2,605
Net assets (4) (135)
50% non-controlling interest in net assets (2) (68)
Consolidation adjustments (19) (17)
Total non-controlling interest (21) (85)
Dividends and advances paid to non-controlling interest (2)
Net cash from operating activities 435 270
Net cash from (used in) investing activities (226) (214)
Net cash from (used in) financing activities (124) (54)
Exchange impact on cash and cash equivalents, net 6 2
Net increase (decrease) in cash and cash equivalents 91 5

All values are in US Dollars.

(*) It includes figures from Unired/UT.

F-23

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A.2. Joint arrangements

The Group assesses rights and obligations agreed to by the parties to a joint arrangement and, when relevant, other facts and circumstances in order to determine whether the joint arrangement in which it is involved is a joint venture or a joint operation.

A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Those parties are called joint operators.

Joint ventures are businesses over which Millicom exercises joint control as decisions over the relevant activities, such as the ability to upstream cash from the joint ventures, require unanimous consent of shareholders. Millicom determines the existence of joint control by reference to joint venture agreements, articles of association, structures and voting protocols of the board of directors of those ventures. Our main investment in joint ventures is comprised of Honduras.

At December 31, 2025, the equity accounted net assets of our joint venture in Honduras totaled $426 million (December 31, 2024: $373 million). These net assets do not necessarily represent statutory reserves available for distribution as these include consolidation adjustments (such as goodwill and identified assets and assumed liabilities recognized as part of the purchase accounting). Out of these net assets, $3 million (December 31, 2024: $3 million) represent statutory reserves that are unavailable to be distributed to the Group. During the year ended December 31, 2025, Millicom's joint venture in Honduras repatriated cash of $123 million under different forms (December 31, 2024: $89 million).

At December 31, 2025, Millicom had $192 million payable to Honduras joint venture which were mainly comprised of advances and cash pool balances (December 31, 2024: $133 million). In addition, as of December 31, 2025, Millicom had a total receivable from Honduras joint venture of $19 million, (December 31, 2024: $12 million) mainly corresponding to other operating receivables.

Our main joint ventures are as follows:

Entity Country Activity December 31, 2025 % holding December 31, 2024 % holding
Telefonica Celular S.A. (i) Honduras Mobile, MFS 66.7 66.7
Navega S.A. de CV (i) Honduras Cable 66.7 66.7

(i)Millicom owns more than 50% of the shares in these entities and has the right to nominate a majority of the directors of each of these entities. However, key decisions over the relevant activities must be taken by a super majority vote. This effectively gives either shareholder the ability to veto any decision and therefore neither shareholder has sole control over the entity. Therefore, the operations of these joint ventures are accounted for under the equity method.

The carrying values of Millicom’s investments in joint ventures were as follows:

Carrying value of investments in joint ventures

The table below summarizes the movements for the year in respect of the Group’s joint ventures carrying values:

Honduras (i)
(US$ millions)
Opening balance at January 1, 2024 576
Results for the year 54
Dividends declared during the year (48)
Currency exchange differences (21)
Closing balance at December 31, 2024 561
Results for the year 102
Dividends declared during the year (51)
Currency exchange differences (29)
Closing balance at December 31, 2025 583

(i)    Includes all the companies under the Honduras group. Share of profit is recognized under ‘Share of profit in joint ventures’ in the statement of income for the year ended December 31, 2025.

At December 31, 2025 and 2024 the Group had not incurred obligations, nor made payments on behalf of the Honduras operations.

F-24

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A.2.1. Accounting for joint arrangements

Joint ventures are accounted for using the equity method of accounting and are initially recognized at cost (calculated at fair value if it was a subsidiary of the Group before becoming a joint venture). The Group’s investments in joint ventures include goodwill (net of any accumulated impairment loss) on acquisition.

The Group’s share of post-acquisition profits or losses of joint ventures is recognized in the consolidated statement of income and its share of post-acquisition movements in reserves is recognized in reserves. Cumulative post-acquisition movements are adjusted against the carrying amount of the investments. When the Group’s share of losses in a joint venture equals or exceeds its interest in the joint venture, including any other unsecured receivables, the Group does not recognize further losses, unless the Group has incurred obligations or made payments on behalf of the joint ventures.

Gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group’s interest in the joint ventures. Losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of joint ventures have been changed where necessary to ensure consistency with the policies adopted by the Group. Dilution gains and losses arising in investments in joint ventures are recognized in the statement of income.

After application of the equity method, including recognizing the joint ventures’ losses, the Group applies IAS 36 to determine whether it is necessary to recognize any additional impairment loss with respect to its net investment in the joint venture.

A joint operator shall recognize in relation to its interest in a joint operation: (a) its assets, including its share of any assets held jointly; (b) its liabilities, including its share of any liabilities incurred jointly; (c) its revenue from the sale of its share of the output arising from the joint operation; (d) its share of the revenue from the sale of the output by the joint operation; and (e) its expenses, including its share of any expenses incurred jointly”

A.2.2. Material joint arrangements

Joint ventures – Honduras

Summarized financial information of the Honduras operation is as follows. This information is based on amounts before inter-company eliminations.

F-25

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023
2025 2024 2023
--- --- --- --- --- ---
(US millions)
Revenue 621 617 612
Depreciation and amortization (100) (101) (105)
Operating profit 267 159 124
Financial income (expenses), net (51) (37) (28)
Profit before taxes 206 120 95
Tax expense (52) (40) (32)
Profit for the year 154 80 63
Net profit for the year attributable to Millicom (*) 102 54 42
Dividends and advances paid to Millicom 99 66 63
Total non-current assets (excluding goodwill) (**) 799 465 429
Total non-current liabilities 722 463 440
Total current assets 274 235 200
Total current liabilities 299 262 223
Total net assets 52 (25) (35)
Group's share in % 66.7 66.7 % 66.7 %
Group's share in USD millions 35 (17) (23)
Goodwill and consolidation adjustments 549 578 600
Carrying value of investment in joint venture 583 561 576
Cash and cash equivalents 68 55 47
Debt and financing – non-current (**) 704 417 394
Debt and financing – current 55 34 28
Net cash from operating activities 192 183 162
Net cash from (used in) investing activities (15) (65) (94)
Net cash from (used in) financing activities (162) (109) (48)
Net (decrease) increase in cash and cash equivalents 15 9 21

All values are in US Dollars.

(*) In 2025, it includes $45 million of gain related to the sale of Lati Honduras.

(**) Includes $294 million of initial balances of right-of-use assets and lease liabilities recognized by the end of October 2025 in Tigo Honduras books after the sale of Lati Honduras

Joint Operations - Colombia

A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Those parties are called joint operators. See Note A.1.3. for further reference.

A.2.3. Impairment of investment in joint ventures

While no impairment indicators were identified for the Group’s investments in joint ventures in 2025, according to its policy, management has completed an impairment test for its joint venture in Honduras.

The Group’s investments in Honduras operations was tested for impairment by assessing the recoverable amount (using a value in use model based on discounted cash flows) against the carrying amount. The cash flow projections used were extracted from financial budgets approved by management (refer to note E.1.6. for further details on impairment testing). Cash flows beyond this period have been extrapolated using a perpetual growth rate of 1% (2024: 1%). Discount rate used in determining recoverable amount was 8.8% (2024: 9.4%).

For the years ended December 31, 2025 and 2024, and as a result of the impairment testing described above, management concluded that the Group’s investments for its joint venture in Honduras should not be impaired.

Sensitivity analysis was performed on key assumptions within the impairment tests. The sensitivity analysis determined that sufficient headroom exists from realistic changes to the assumptions that would not impact the overall results of the testing.

F-26

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A.3. Investments in associates

Millicom has significant influence over MKC Brillant Holding GmbH (LIH). Millicom’s 35.0% investment in LIH had been fully impaired in two stages (by $40 million in 2016 and $48 million in 2017) as a result of the annual impairment test conducted back then. The impairment test performed in 2025 confirmed this conclusion. The Group accounts for associates in the same way as it accounts for joint ventures, that is, using the equity method.

A.4. Discontinued operations

A.4.1. Classification of discontinued operations

Discontinued operations are those which have identifiable operations and cash flows (for both operating and management purposes) and represent a major line of business or geographic area which has been disposed of, or are held for sale. Revenue and expenses associated with discontinued operations are presented retrospectively in a separate line in the consolidated statement of income.

A.4.2. Millicom’s discontinued operations

For the years ended December 31, 2025, December 31, 2024 and December 31, 2023 results from discontinued operations relate to operating expense for nil, $3 million and operating income of $4 million, respectively reflecting residual impacts of Millicom's exit from Africa . For further details on Assets held for sale, refer to note E.4.

B. Performance

B.1. Revenue

Millicom’s revenue comprises sale of services from its mobile business (including Mobile Financial Services - MFS) and its fixed and other services, as well as related devices and equipment. Recurring revenue consists of monthly subscription fees, airtime and data usage fees, interconnection fees, roaming fees, TV services, B2B contracts, MFS commissions and fees from other telecommunications services such as data services, short message services and other value added services. See section B.3. for details.

B.1.1. Accounting for revenue

Revenue is recognized at an amount that reflects the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer.

The determination of whether or not the Group acts as principal or as an agent, when there is one or several performance obligations and the determination of the standalone selling price for contracts that involve more than one performance obligation may require significant judgment, such as when the selling price of a good or service is not readily observable. The Group determines the standalone selling price of each performance obligation in the contract in accordance to the prices that the Group would apply when selling the same services and/or telephone and equipment included in the obligation to a similar customer on a standalone basis. When standalone selling price of services and/or telephone and equipment are not directly observable, the Group maximizes the use of external input and uses the expected cost plus margin approach to estimate the standalone selling price.

The Group applies the following practical expedients foreseen in IFRS 15:

•No financial component adjustment to the transaction price whenever the period between the transfer of a promised good or service to a customer and the associated payment is one year or less; when the period is more than one year the financing component is adjusted, if material.

•Disclosure of the transaction price allocated to unsatisfied performance obligations only for contracts that have an original expected duration of more than one year (e.g. unsatisfied performance obligations for contracts that have an original duration of one year or less are not disclosed).

•If the consideration from a customer corresponds to the value of the entity’s performance obligation to the customer (i.e, if billing corresponds to accounting revenue), the price allocated to unsatisfied performance obligations is not disclosed.

•Recognition of the incremental costs of obtaining a contract as an expense when incurred, if the amortization period of the asset that otherwise would have been recognized is one year or less.

A summary of the timing for revenue recognition from contracts with customers, is disclosed in Note B.3. and further detailed below.

F-27

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Post-paid connection fees are derived from the payment of a non-refundable / one-time fee charged to customer to connect to the network (e.g. connection / installation fee). Usually,they do not represent a distinct good or service and do not give rise to a separate performance obligation and therefore revenue is recognized over the minimum contract duration. If the fee is paid by a customer without having to pay this fee again over his tenure with the Group (e.g. the customer can readily extend his contract without having to pay the same fee again), it is accounted for as a material right with revenue recognized over the customer retention period.

Post-paid mobile / cable subscription fees are recognized over the relevant enforceable/subscribed service period (recurring monthly access fees that do not vary based on usage). The service provision is usually considered as a series of distinct services that have the same pattern of transfer to the customer. Remaining unrecognized subscription fees, which are not refunded to the customers, are fully recognized once the customer has been disconnected. Customer premise equipment (CPE), provided to customers as a prerequisite to receive the subscribed Home services until return at the end of the contract duration, do not provide benefit to the customer on their own as they do not give rise to separate performance obligations and therefore are accounted for as part of the service provided to the customers.

Bundled offers are considered arrangements with multiple deliverables or elements, which can lead to the identification of separate performance obligations. Revenue is recognized in accordance with the transfer of goods or services to customers in an amount that reflects the relative transaction price of the performance obligation.

Prepaid scratch / SIM cards are services where customers purchase a specified amount of airtime or other credit in advance. Revenue is recognized as the credit is used. Unused credit is carried in the statement of financial position as a contract liability, upon expiration of the validity period (when the portion of the contract liability relating to the expiring credit is recognized as revenue as there is no longer an obligation to provide those services).

Principal-Agent, some arrangements involve two or more unrelated parties that contribute to providing a specified good or service to a customer. In these instances, the Group determines whether it has promised to provide the specified good or service itself (as a principal) or to arrange for those specified goods or services to be provided by another party (as an agent). For example, performance obligations relating to services provided by third-party content providers (i.e., mobile Value Added Services or “VAS”) or service providers (i.e., wholesale international traffic) where the Group neither controls a right to the provider’s service nor controls the underlying service itself are presented net because the Group is acting as an agent. The Group generally acts as a principal for other types of services where the Group is the primary obligor of the arrangement. In cases the Group determines that it acts as a principal, revenue is recognized in the gross amount, whereas in cases the Group acts as an agent revenue is recognized in the net amount.

Revenue from provision of Mobile Financial Services (MFS), such as commissions on peer to peer transfers, is generally recognized once the primary service has been provided to the customer. Revenue from interest earned on loans granted to customers are recognised over the period of the loan and are based on effective interest rates, with loan origination fees being treated as an adjustment to the effective interest rate.

Telephone and equipment sales are recognized as revenue once the customer obtains control of the good, that is, when the customer has the ability to direct the use and obtain substantially all of the remaining benefits from that good.

Revenue from the sale of cables, fiber, wavelength or capacity contracts, when part of the ordinary activities of the operation, is recognized as recurring revenue. Revenue is recognized when the cable, fiber, wavelength or capacity has been delivered to the customer, based on the amount expected to be received from the customer.

Revenue from operating lease of tower space is recognized on a straight-line basis over the term of the underlying lease contracts. For Finance leases, interest income and the amortization of the lease receivable, equivalent to the net investment in the lease, are recognized over the lease term.

Revenue from contracts with customers from continuing operations:

2025 2024 2023
$ millions Timing of revenue recognition Group Group Group
Mobile Over time 3,260 3,119 2,949
Mobile Financial Services Point in time 26 39 44
Fixed and other services Over time 2,068 2,175 2,192
Other Over time 98 84 65
Service Revenue 5,451 5,417 5,250
Telephone and equipment Point in time 367 387 411
Revenue from contracts with customers 5,819 5,804 5,661

B.2. Expenses

F-28

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

The various costs and expenses incurred by the Group can be summarized as presented below. The Group recognizes and categorizes expenses by their nature as either 'equipment, programming and other direct costs' which are those more directly related to the generation of revenue or as '(Other) operating expenses and income' which are rather indirect costs. As a result, 'equipment, programming and other direct costs' specifically excludes the following costs/expense which are further detailed below and elsewhere in the consolidated financial statements:

•'Operating expenses, net' further detailed below;

•Depreciation and amortization, which are further detailed in Notes E.1.3. ‘Movements in intangible assets’, E.2.2. ‘Movements in tangible assets’ and E.3. ‘Right of use assets’.

•‘Other operating income (expenses), net’, also further detailed below.

Equipment, programming and other direct costs

2025 2023
(US millions)
Cost of telephone, equipment and other accessories (341) (386)
TV Content and data costs (234) (349)
Voice airtime and transmission costs (175) (234)
Bad debt and obsolescence cost (125) (141)
Call center costs (88) (72)
Transmission and other costs (16) (19)
Other costs (333) (306)
Equipment, programming and other direct costs (1,311) (1,507)

All values are in US Dollars.

Operating expenses

Operating expenses incurred by the Group can be summarized as follows.

2025 2023
(US millions)
Marketing expenses (543) (536)
Site and network maintenance costs (322) (322)
Employee related costs (B.4.) (452) (614)
External and other services (208) (281)
Other operating expenses (233) (290)
Operating expenses, net (1,758) (2,043)

All values are in US Dollars.

Other operating income (expenses), net

The other operating income and expenses incurred by the Group can be summarized as follows:

Notes 2025 2023
(US millions)
Impairment of intangible assets and property, plant and equipment E.1., E.2. (3) (3)
Gain on the formation of a joint operation A.2.
Gain (loss) on disposals of intangible assets and property, plant and equipment E.2. E.4.2. 36 6
Gain (loss) on disposal of equity investments
Other income (expenses) (i) 34 8
Other operating income (expenses), net 68 10

All values are in US Dollars.

(i)     In 2025 other income is mainly attributed to contract lease terminations in Colombia following the assignment of lease contracts to our joint operation (see note A.1.2.) and contract lease derecognition in Guatemala while in 2024 is mainly attributed to contract lease modification in

F-29

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Paraguay and Guatemala for $8 million in total and in 2023 is mainly attributed to contract lease modification in Colombia for $2 million and social obligation spectrum liability derecognition in Paraguay for $3 million.)

B.2.1. Accounting for equipment, programming and other direct costs and operating expenses

Equipment, programming and other direct costs

Equipment, programming and other direct costs are recorded on an accrual basis.

Incremental costs of obtaining a contract with customers

Incremental costs of obtaining a contract with customers, including dealer commissions, are capitalized as Contract Costs in the statement of financial position and amortized in operating expenses over the expected benefit period, which is based on the average duration of contracts with customer (see practical expedient in note B.1.1.). Impairment is recognized if the carrying amount of the Contract Cost assets exceeds the remaining consideration expected to be received from the customer less the direct costs related to provide those goods or services that have not been recorded in profit or loss.

F-30

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

B.3. Segmental information

As further detailed in the Introduction note, Millicom operates in a single region (Latin America), and more specifically in the following countries: Guatemala, Colombia, Panama, Honduras, Paraguay, Bolivia, El Salvador, Nicaragua, Costa Rica, Ecuador and Uruguay.

During the latter half of 2023, Millicom implemented significant organizational changes to focus on driving profitable growth with a leaner corporate structure. The Group also adopted a decentralized approach to streamline decision-making processes and enhance agility to improve profitability and shareholder value. Following these organizational changes, and considering the information being reviewed by the 'Chief Operating Decision Maker' ("CODM") to assess performance and allocate resources, Millicom's operating segments were redefined to align with its countries of operation.

During the third quarter of 2024, Millicom announced several organizational changes aimed at strengthening its connection with each country. With the appointment of a new Chief Executive Officer (CEO), the Group has streamlined its structure, ensuring that all General Managers of operations and Group Leadership team members report directly to him. The Chief Executive Officer (CEO) together with the Group Chief Financial Officer (CFO) and the Chief Technology & Information Officer (CTIO) form the ‘Chief Operating Decision Maker’ (“CODM”).

Millicom´s CODM assesses performance and allocates resources, based on individual countries, which are its operating segments. The Honduras joint venture is reviewed by the CODM in a similar manner as for the Group’s controlled operations and is therefore also shown as a separate operating segment at 100%. However, these amounts are subsequently eliminated in order to reconcile with the Group consolidated numbers, as shown in the reconciliations below.

Management evaluates performance and makes decisions about allocating resources to the Group's operating segments based on financial measures, such as revenue, including service revenue, and EBITDA. Capital expenditures are also a significant aspect for management and in the telecommunication industry as a whole. Management believes that service revenue and EBITDA are essential financial indicators for the CODM and investors. These measures are particularly valuable for evaluating performance over time. Management utilizes service revenue and EBITDA when making operational decisions, allocating resources, and conducting internal comparisons against historical performance and competitor benchmarks. Additionally, these metrics provide deeper insights into the Group's operating performance. Millicom's Compensation and Talent Committee also employs service revenue and EBITDA when assessing employees' performance and compensation, including that of the Group's executives. A reconciliation of service revenue to revenue and EBITDA to profit before taxes is provided below.

Capital expenditures are reconciled with notes E.1. and E.2.

Revenue, Service revenue, Adjusted EBITDA, capital expenditures and other segment information for the years ended December 31, 2025, 2024 and 2023, are shown on the below:

December 31, 2025 Colombia Panama Honduras Paraguay Bolivia Other segments (v) Total segments Inter-segment and other eliminations(iv) Total Group
(US millions)
Service revenue(i) 1,426 693 590 559 353 999 6,068 (617) 5,451
Telephone and equipment revenue 24 32 31 19 3 67 398 (31) 367
Revenue 1,450 725 621 578 356 1,066 6,467 (648) 5,819
Inter-segment revenue 2 2 5 5 7 7 37 n/a n/a
Revenue from external customers 1,449 723 616 573 349 1,059 6,430 n/a n/a
Adjusted EBITDA(ii) 604 371 320 297 174 466 3,159 (410) 2,749
Capital expenditures (iii) 209 90 76 65 47 166 789 (70) 719

All values are in US Dollars.

(i)     Service revenue is revenue related to the provision of ongoing services such as monthly subscription fees for mobile and broadband, airtime and data usage fees, interconnection fees, roaming fees, mobile finance service commissions and fees from other telecommunications services such as data services, short message services, installation fees and other value-added services excluding telephone and equipment sales.

(ii)    EBITDA is operating profit excluding impairment losses, depreciation and amortization, share of profit in Honduras joint venture and gains/losses on the disposal of fixed assets.

(iii)    Capital expenditures correspond to additions of property, plant and equipment, as well as operating intangible assets, excluding spectrum and licenses. The Group capital expenditure additions can be reconciled with notes E.1.3. and E.2.2.for amounts of $654 million and $65 million, respectively (2024: $579 million and $98 million, respectively).

(iv)    Includes intercompany eliminations, unallocated items and Honduras as a joint venture.

(v)    Includes our operations in El Salvador, Nicaragua,Costa Rica, Ecuador and Uruguay.

F-31

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023
December 31, 2024 Colombia Panama Honduras Paraguay Bolivia Other segments (v) Total segments Inter-segment and other eliminations(iv) Total Group
--- --- --- --- --- --- --- --- --- --- ---
(US millions)
Service revenue(i) 1,342 700 584 540 607 858 6,022 (605) 5,417
Telephone and equipment revenue 39 56 34 18 6 56 420 (34) 387
Revenue 1,380 756 617 559 613 914 6,442 (638) 5,804
Inter-segment revenue 2 2 4 4 1 8 29 n/a n/a
Revenue from external customers 1,379 753 613 555 613 906 6,413 n/a n/a
Adjusted EBITDA(ii) 525 354 302 267 266 391 2,972 (504) 2,469
Capital expenditures (iii) 144 96 75 72 73 132 766 (89) 677

All values are in US Dollars.

December 31, 2023 Colombia Panama Honduras Paraguay Bolivia Other segments (v) Total segments Inter-segment and other eliminations(iv) Total Group
(US millions)
Service revenue(i) 1,268 669 572 544 601 847 5,842 (591) 5,250
Telephone and equipment revenue 45 50 39 24 11 55 450 (39) 411
Revenue 1,313 719 612 568 613 902 6,292 (631) 5,661
Inter-segment revenue 3 2 5 3 7 28 n/a n/a
Revenue from external customers 1,311 717 607 565 613 895 6,264 n/a n/a
Adjusted EBITDA(ii) 420 296 272 236 224 352 2,609 (498) 2,111
Capital expenditures (iii) 161 100 103 97 92 148 883 (73) 809

All values are in US Dollars.

Reconciliation of Adjusted EBITDA for reportable segments to the Group Profit before taxes:

(US$ millions) 2025 2024 2023
Adjusted EBITDA for reportable segments 3,159 2,972 2,609
Depreciation (961) (916) (978)
Amortization (319) (319) (360)
Share of profit in joint venture 102 54 42
Other operating income (expenses), net 68 54 10
Interest and other financial expenses (702) (716) (712)
Interest and other financial income 28 46 28
Sale of Lati Operations 741
Other non-operating (expenses) income, net (43) (119) 36
Profit (loss) from other joint ventures and associates, net 1 (3)
Honduras as joint venture (320) (302) (272)
Unallocated expenses and other reconciling items (i) (90) (202) (225)
Profit before taxes from continuing operations 1,665 552 175

(i) The unallocated expenses are primarily related to centrally managed costs.

F-32

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

B.4. People

Number of permanent employees

2025 2024 2023
Subsidiaries (i) 14,282 13,456 15,742
Honduras joint venture 680 729 785
Total 14,962 14,185 16,527

(i)    Emtelco (subsidiary of UNE EPM Telecomunicaciones S.A.) headcount are excluded from this disclosure and any internal reporting because their costs are classified as direct costs and not employee related costs.

Notes 2025 2023
(US millions)
Wages and salaries (358) (463)
Social security (59) (73)
Share based compensation B.4.1. (14) (52)
Pension and other long-term benefit costs B.4.2. (2) (3)
Other employees related costs (19) (24)
Total (452) (614)

All values are in US Dollars.

Restructuring Costs

During 2024 and 2023, Millicom carried out cost reduction projects, with a focus on efficiency improvements; the Group recorded in (2024 $115 million of the above mentioned as severance costs (2023: $87 million), of which $94 million were in 2024 presented as "Wages and salaries" (2023: $78 million) and $21 million as "Share based compensation" (2023: $9 million).

On September 19, 2024, Millicom announced that Mauricio Ramos stepped down from his roles as Director and Executive Chairman of the Board. A separation agreement was signed; this agreement provided for the immediate vesting of all unvested share plans, modified on September 30, 2024, to be paid in cash, with the entire amount of the separation agreement paid in 2024. In line with IFRS 2, shares acceleration component are treated as an early settlement and recognized immediately as employee related costs in the Statement of Income and as share-based compensation in the Statement of Changes in Equity. The portion associated with the shares cancellation was reflected in the 2024 Statement of Changes in Equity and in the Statement of Cash Flows.

B.4.1. Share-based compensation

1.Equity-settled

Millicom shares granted to management and key employees includes share-based compensation in the form of long-term share incentive plans. Since 2016, Millicom has an annual Deferred Share Plan (DSP) and an annual Performance Share Plan (PSP), this latest one until 2024 (in 2025 Millicom did not grant any PSP). The different plans are further detailed below.

Cost of equity settled share-based compensation

2025 2023
(US millions)
2021 incentive plans (10)
2022 incentive plans (10)
2023 incentive plans (4) (32)
2024 incentive plans (5)
2025 incentive plans (5)
Total share based compensation (14) (52)

All values are in US Dollars.

Deferred Share Plan

Shares vest at a rate of 30% on the first three-months of each of year one and two, and the remaining 40% on the first three-months of year three. Vesting is conditional upon the participant remaining employed with Millicom at each vesting date. The cost of this long-term incentive plan, which is not conditional on performance conditions, is calculated as follows: Fair value (share price) of Millicom’s shares at grant date x number of shares expected to vest.

Performance Share Plan (2024 plan)

F-33

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Shares granted under this 2024 PSP generally follow the same rules as for the ones of previous years and vest at the end of the three-year period, subject to performance conditions.

The 2024 PSP plan is divided in three equity vehicles: 60% based on Stock Appreciation Rights ("SARs"), 30% based on Restricted Stock Units ("RSUs") and 10% based on Performance shares based on achievement of the ESG performance measure between 2024 and 2026. SARs are calculated based on Black-Scholes valuation of the stock price at fair market value of the grant and will vest in number of units. The participant will have the eligibility to exercise these units during the seven-year period following the vesting date. The 2024 PSP ESG metric is based on Carbon Emissions reduction targets.

Performance Share Plan (2023 plan)

Shares granted under this 2023 PSP generally follow the same rules as for the ones of previous years and vest at the end of the three-year period, subject to performance conditions.

The 2023 plan is based on the following metrics: OCFaL (50%); Service Revenue (30%); Relative Total Shareholder Return (“Relative TSR”) (10%,) and an Environmental, Social and Governance metric ("ESG") (10%). .The Relative TSR is measured over the 20 trading days before / after December 31 of the last year of the corresponding three-year measurement period. The 2023 PSP ESG metric is based on five ESG metrics: 1. Female % of Total Employees ; 2. Female % of Leadership; 3. Progress toward established SBTi targets; 4. Female trained as part of our Conectadas Program; 5. Teachers trained as part of our Maestras Conectadas program.

Assumptions and fair value of the shares under the TSR and SAR portion(s)

For the PSPs, and in order to calculate the fair value of the TSR portion of those plans, it is necessary to make a number of assumptions which are set out below. The assumptions have been set based on an analysis of historical data as at grant date.

Risk-free <br>rate % Dividend yield % Share price volatility(i) % Award term (years) Share fair value (in US$)
Performance Share Plan 2023 (Relative TSR) 4.66 52.88 2.82 31.13
Performance Share Plan 2022 (Relative TSR) 2.01 47.94 2.80 29.12

(i) Historical volatility retained was determined on the basis of a three-year historic average.

For the PSPs, and in order to calculate the fair value of the SAR portion of the plan, it is necessary to make a number of assumptions which are set out below. The assumptions have been set based on an analysis of historical data as at grant date.

Risk-free <br>rate % Dividend yield % Share price volatility(i) % Award term (years) Unit fair value (in US$)
Performance share plan 2024 (SAR) 4.31 38.20 6.50 9.35

The cost of the long-term incentive plans which are conditional on market conditions is calculated as follows: Fair value (market value) of shares / SAR units at grant date (as calculated above) x number of shares / SAR units expected to vest.

The cost of these plans is recognized, together with a corresponding increase in equity (equity settled transaction reserve), over the period in which the performance and/or employment conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award. Adjustments are made to the expense recorded for forfeitures, mainly due to management and employees leaving Millicom. Non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Group’s best estimate of the number of equity instruments that will ultimately vest.

No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition (such as the Relative TSR and SAR). These are treated as vested, regardless of whether or not the market conditions are satisfied, provided that all other performance conditions are satisfied. Where the terms of an equity-settled award are modified, as a minimum an expense is recognized as if the terms had not been modified. In addition, an expense is recognized for any modification that increases the total fair value of the share based payment arrangement, or is otherwise beneficial to the employee as measured at the date of modification.

F-34

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Plan awards and shares expected to vest

2025 Plan 2024 Plan 2023 Plan 2022 Plan
DSP PSP (iii) DSP PSP DSP PSP DSP
(number of shares)
Shares granted (i) 222,817 695,936 1,139,838 818,842 2,375,143 306,641 913,450
Effect of the Right Offering (ii) 83,926 227,947
Revision for forfeitures (43,852) (55,244) (233,983) (156,243) (72,290) (84,684)
Shares cancelled in 2024 (438,396) (229,963) (308,172) (244,537) (144,108) (33,305)
Total before issuances 222,817 213,688 854,631 276,687 1,974,363 174,169 1,023,408
Shares issued in 2022 (13,957)
Shares issued in 2023 (31,124) (354,331) (29,885) (476,256)
Shares issued in 2024 (135,092) (66,519) (824,237) (49,245) (312,725)
Shares issued in 2025 (70,252) (43,612) (349,551) (105,193) (445,526) (136,547) (220,470)
Performance conditions overachievement 75,248 41,508
Shares still expected to vest 152,565 170,076 369,988 149,099 350,269
Estimated cost over the vesting period (US$ millions) 7 7 22 17 43

(i)    Additional shares granted represent grants made for new joiners and/or as per contractual arrangements.

(ii)     In 2022, as per plan rules, additional shares have been granted to all participants for unvested plans as a result of the effect of the right offering.

(iii) 2024 Performance share plan is including a portion of 123,103 share appreciation right units.

2.Cash-settled

Performance Cash Award Plan (2025 plan)

A new plan based on future performance, named Performance Cash Award Plan ("PCA") was awarded in 2025 to a selected group of corporate employees. 2025 PCA plan vesting has been set out 40% on 1 January 2026, 30% on 1 January 2027 and 30% on 1 January 2028. The PCA award will vest if the employee remains on the company's payroll and not under a period of notice at the date of payment, except company-initiated termination without cause. The vesting is subject to financial performance conditions, 33% based on annual achievement of the STI service revenue target, 33% based on annual achievement of the STI EBITDA target and 33% based on annual achievement of the STI equity free cash flow including spectrum target. Units will be settled in cash based on the closing share price of the last trading day preceding the vesting date, or the average share price of the last three months, if delayed exercise is chosen. The employee has a two-year exercise period after the vesting, subject to blackout periods (similar to regular shares).

As of December 31, 2025, the fair value of the liability and related cost determined by using Millicom's share price, for the year ended December 31, 2025 amounts to approximately $4 million.

Market Stock Units (2021 plan)

A plan based on Market Stock Units (" MSU") was awarded in 2021 as a one-time retention plan (as a consequence of the impact of COVID-19 on the Group's business) to a selected group of executives. The MSU was a cash-settled share-based payment plan and Millicom measured the services acquired over the relevant service period and the liability incurred at the fair value of the liability. Until the liability was settled, Millicom was required to remeasure the fair value of the liability at the end of each reporting period and at the date of settlement, with any changes in value recognised in the statement of income.

The MSU was a performance-based scheme where the outcome was dependent on the share price at the time of vesting. The number of MSUs granted to each participant was determined on the basis of a share price at inception of $33.83 for Tranche 2022 and $36.90 for Tranche 2023 (targets consider that Millicom share price at grant date - $30.75 - would appreciate 10% for Tranche 2022 and 20% for tranche 2023 from the grant price). The aforementioned share prices and number of units granted have been amended as a result of the effect of the right offering. At the vesting date, the value of the MSU were determined by the 30-trading day average share price ended on September 30, 2022 for Tranche 2022, and the 30-trading day average share price ended on June 30, 2023 for Tranche 2023. For each Tranche, the payment was made in cash 12 months after those dates, provided the participant was still employed (subject to limited allowances for good leavers). In 2024, the last Tranche 2023 was paid out to participants for a total cash amount of $1.7 million, the related expense for 2024, amounted to $0.6 million.

F-35

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

B.4.2. Pension and other long-term employee benefit plans

Pension plans

The pension plans apply to employees who meet certain criteria (including years of service, age and participation in collective agreements).

Pension and other similar employee related obligations can result from either defined contribution plans or defined benefit plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity and no further payment obligations exist once the contributions have been paid. The contributions are recognized as employee benefit expenses when they are due. Prepaid contributions are recognized as assets to the extent that a cash refund or a reduction in future payments is available.

Defined benefit pension plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. The liability recognized in the statement of financial position in respect of the defined benefit pension plan is the present value of the defined benefit obligation at the statement of financial position date less the fair value of plan assets, together with adjustments for unrecognized actuarial gains or losses and past service costs. The defined benefit obligation is calculated annually by independent actuaries. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows, using an appropriate discount rate based on maturities of the related pension liability. Re-measurement of net defined benefit liabilities are recognized in other comprehensive income and not reclassified to the statement of income in subsequent years. Past service costs are recognized in the statement of income on the earlier of the date of the plan amendment or curtailment, and the date that the Group recognizes related restructuring costs. Net interest is calculated by applying the discount rate to the net defined benefit asset/liability.

Long-service plans

Long-service plans apply for Colombian subsidiary UNE employees with more than five years of service whereby additional bonuses are paid to employees that reach each incremental length of service milestone (from five to 40 years).

Termination plans

UNE has a number of employee defined benefit plans. The level of benefits provided under the plans depends on collective employment agreements and Colombian labor regulations. There are no defined assets related to the plans, and UNE make payments to settle obligations under the plans out of available cash balances.

At December 31, 2025, the defined benefit obligation liability amounting to $50 million (2024: $44 million), increase mainly related to currency translation effect ($8 million). Payments expected in the plans in future years totals $98 million (2024: $82 million). The average duration of the defined benefit obligation at December 31, 2025 is 4 years (2024: 4 years). The termination plans apply to employees that joined UNE prior to December 30, 1996. The level of payments depends on the number of years in which the employee has worked before retirement or termination of their contract with UNE.

Except for the UNE pension plan described above, there are no other material defined benefits plans in the Group.

B.4.3. Directors and executive management

The remuneration of the members of the Board of Directors comprises an annual fee and shares. Director remuneration is proposed by the Nomination, Talent and Compensation Committee and approved by the shareholders at their Annual General Meeting (AGM).

Remuneration charge for the non-executive Directors of the Board (gross of withholding tax)

2025 2023
(US ’000)
Chairperson 250 315
Other non-executive directors of the Board 768 1,360
Total (i) 1,018 1,675

All values are in US Dollars.

Shares beneficially owned by the non-executive Directors

F-36

| Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023 | | --- || | 2025 | 2024 | | --- | --- | --- | | | (number of shares) | | | Chairperson | — | — | | Other non-executive directors of the Board | 59,073 | 47,473 | | Total (i) | 59,073 | 47,473 |

(i)Cash compensation is denominated in USD. Share based compensation is based on the market value of Millicom shares on the corresponding AGM date (2025: in total 14,500 shares; 2024: in total 39,606 shares; 2023: in total 42,141 shares. Net remuneration comprised 41% in shares and 59% in cash (2024: 58% in shares and 42% in cash; 2023: 75% in shares and 25% in cash).

The remuneration of the Chief Executive Officer (CEO) and the members supporting the CEO in the day-to-day operation and management of the Group within their specific areas of expertise (Group Leadership team) of Millicom comprises an annual base salary, an annual bonus, share based compensation, social security contributions, pension contributions and other benefits. Bonus and share based compensation plans (see note B.4.1.) are based on actual and future performance. Share based compensation is granted once a year by the Compensation and Talent Committee of the Board. If the employment of any of Millicom’s Group Leadership team is terminated, severance of up to 12 months’ salary is potentially payable.

The annual base salary and other benefits of the Group Leadership team are proposed by the Compensation and Talent Committee and approved by the Board.

Remuneration charge for the Group Leadership Team

Group Leadership Team (i) Group Leadership Team (ii) Group Leadership Team (iii)
2025 2024 2023
Base salary 3,427 5,040 4,903
Bonus 5,446 13,230 3,267
Pension 623 1,042 1,194
Other benefits 1,676 635 529
PCA (2025) / MSU (2024) (amount earned) 1,169
Termination benefits 4,036 4,940 804
Total before share based compensation 15,208 26,056 10,696
Share based compensation(ii) 5,371 16,277 21,663
Total 20,579 42,332 32,359

(i) For 2025, it includes the compensation paid to the CEO role (Mr. Marcelo Benitez), the CFO role (Mr. Bart Vanhaeren) and the rest of the Group Leadership Team (Mr. Salvador Escalón, Mr. Karim Lesina and Mr. Guillaume Duhaze). It also includes termination benefits of former Group Leadership Team members.

(ii) For 2024, it includes the compensation paid to the CEO role (for Mr. Mauricio Ramos with Mr Marcelo Benitez assuming the CEO role effective on June 1, 2024) and the CFO role (for Mr. Sheldon Bruha and Mr. Bart Vanhaeren assuming the CFO role effective April 15.2024).

(iii) For 2023, it includes compensation paid to Mr. Maxime Lombardini (who joint the Group in September 2023) to Mr. Esteban Iriarte, former Chief Operating Officer (departed in May, 2023) and Ms Susy Bobenrieth (departed in December, 2023). For further details see also 'Restructuring Costs', part of this B.4 note.

Share ownership and unvested share awards granted from Company equity plans to the Group Leadership team

In number of shares (i) Group Leadership team
2025
Share ownership (vested from equity plans and otherwise acquired) 434,675
Share awards not vested (i) 502,914
2024
Share ownership (vested from equity plans and otherwise acquired) 270,850
Share awards not vested (i) 474,225

(i) 2024 Performance share plan award is including a portion of share appreciation right units. For further details see also 'Restructuring Costs', part of this B.4. note.

F-37

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

B.5. Other non-operating (expenses) income, net

Other non-operating items mainly comprise changes in fair value of derivatives and the impact of foreign exchange fluctuations on the results of the Group.

Note 2025 2023
(US millions)
Change in fair value of derivatives C.7.2. (10) 2
Exchange gains (losses), net 71 31
Other and litigation costs (i) (104) 3
Total other non-operating (expenses) income, net (43) 36

All values are in US Dollars.

(i) Please see note G.3.1.

Foreign exchange gains and losses

Transactions denominated in a currency other than the functional currency are translated into the functional currency using exchange rates prevailing at the transaction dates. Foreign exchange gains and losses resulting from the settlement of such transactions, and on translation of monetary assets and liabilities denominated in currencies other than the functional currency at year-end exchange rates, are recognized in the consolidated statement of income, except when deferred in equity as qualifying cash flow hedges.

B.6. Taxation

B.6.1. Income tax expense

Tax mainly comprises income taxes of subsidiaries and withholding taxes (on intra-group dividends, management fees and royalties for use of Millicom trademarks and brands). Millicom operations are in jurisdictions with income tax rates of 10% to 35% levied on either revenue or profit before income tax (2024 and 2023: 10% to 35%;). Income tax relating to items recognized directly in equity is also recognized in equity. See also the "Introduction note" for Pillar II considerations.

Income tax charge

2025 2023
(US millions)
Income tax (charge) credit
Withholding tax (81) (81)
Other income tax relating to the current year (256) (170)
Adjustments in respect of prior years (24) (10)
Total (361) (261)
Deferred tax (charge) credit
Origination and reversal of temporary differences (86) 44
Effect of change in tax rates 1
Tax income (expense) before valuation allowances (86) 45
(Increase)/decrease in unrecognised deferred tax assets and impairment (i) 142 (209)
Total 56 (164)
Adjustments in respect of prior years 2 1
58 (163)
Tax (charge) credit on continuing operations (303) (424)
Tax (charge) credit on discontinuing operations
Tax expense (303) (424)

All values are in US Dollars.

(i) In 2025 it mainly relates to uses of deferred tax assets from previously on unrecognized balances, resulting from the application of IAS12. In 2023, it mainly relates to the impairment of tax credits and DTA.

F-38

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Reconciliation between the tax expense and tax at the weighted average statutory tax rate is as follows:

Income tax calculation

2025 2024 2023
Continuing operations Total Continuing operations Discontinued operations Total Continuing operations Discontinued operations Total
(US millions)
Profit before tax 1,665 1,665 552 (3) 549 175 4 179
Tax at the weighted average statutory rate (411) (411) (139) 1 (138) (27) (1) (28)
Effect of:
Items taxed at a different rate (8) (8) 29 29 10 10
Change in tax rates on deferred tax balances 1 1 1 1
Expenditure not deductible and income not taxable 37 37 (92) (1) (93) (121) 1 (120)
Unrelieved withholding tax (80) (80) (74) (74) (80) (80)
Accounting for associates and joint ventures 31 31 16 16 13 13
Movement in deferred tax on unremitted earnings 8 8 (21) (21) (2) (2)
Unrecognized / recognized of previously unrecognized deferred tax assets 142 142 3 3 (209) (209)
Adjustments in respect of prior years (22) (22) (4) (4) (9) (9)
Tax expense (303) (303) (281) (281) (424) (424)
Weighted average statutory tax rate 24.7% 24.7% 25.2% 25.1% 15.4% 15.6%
Effective tax rate 18.2% 18.2% 50.9% 51.2% 242.3% 236.9%

All values are in US Dollars.

Tax expense increase from December 31, 2025, is mainly due to higher profitability and offset by the effect of certain tax risks provisions, part of the "Adjustments in respect of prior years", line. The weighted average statutory tax rate in 2023 of approximately 15% has been affected by higher losses in Colombia and Holdings (which do not have a corresponding tax effect).

Global Minimum Tax - Pillar 2

The Millicom Group is within the scope of the OECD Pillar Two Model rules (also referred to as the “Global Anti-Base Erosion” or “Globe” Rules). Pillar Two legislation came into effect on January 1, 2024.

The Group has run testing under the OECD Transitional Safe Harbour rules, which are transitional rules mainly based on the Country by Country Report of the Group. As of December 31, 2025, it results that most jurisdictions within Millicom Group meet at least one of the transitional safe harbour rules except for Luxembourg, Paraguay, United Kingdom, Uruguay and Bolivia. As of December 31, 2025, the Globe calculation carried out for them resulted that only Paraguay and Uruguay (as of December 31, 2024: Paraguay) do not meet the minimum rate, however, it did not result in a material top-up tax for the Group in 2025 and 2024 . Additionally, see note B.6.3. for the estimated amount of unrecognized tax losses.

B.6.2. Current tax assets and liabilities

Current tax assets and liabilities for current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rate and tax laws used to compute the amount are those enacted or substantively enacted by the statement of financial position date.

F-39

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

B.6.3. Deferred tax

Deferred tax is calculated using the liability method on temporary differences at the statement of financial position date between the tax base of assets and liabilities and their carrying amount for financial reporting purposes.

Deferred tax liabilities are recognized for all taxable temporary differences, except where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting, nor taxable profit or loss.

Deferred tax assets are recognized for all temporary differences including unused tax credits and tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized, except where the deferred tax assets relate to deductible temporary differences from initial recognition of an asset or liability in a transaction that is not a business combination, and, at the time of the transaction, affects neither accounting, nor taxable profit or loss. It is probable that taxable profit will be available when there are sufficient taxable temporary differences relating to the same tax authority and the same taxable entity which are expected to reverse in the same period as the expected reversal of the deductible temporary difference.

The carrying amount of deferred tax assets is reviewed at each statement of financial position date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to utilize them. Unrecognized deferred tax assets are reassessed at each statement of financial position date and are recognized to the extent it is probable that future taxable profit will enable the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rate expected to apply in the year when the assets are realized or liabilities settled, based on tax rates and tax laws that have been enacted or substantively enacted at the statement of financial position date. Deferred tax assets and deferred tax liabilities are offset where legally enforceable set off rights exist and the deferred taxes relate to the same taxable entity and the same taxation authority.

Deferred tax

Fixed assets Unremitted earnings Other Offset Total
(US millions)
Balance at December 31, 2023 (33) (26) 60 1
Deferred tax assets 88 64 (11) 141
Deferred tax liabilities (121) (26) (4) 11 (140)
Balance at December 31, 2023 (33) (26) 60 1
(Charge)/credit to income statement 10 (21) 14 3
Charge to Other Comprehensive Income
Exchange differences
Balance at December 31, 2024 (23) (47) 74 4
Deferred tax assets 92 86 (25) 153
Deferred tax liabilities (115) (47) (12) 25 (149)
Balance at December 31, 2024 (23) (47) 74 4
Acquisitions 4 (7) (3)
(Charge)/credit to income statement 21 8 29 58
Charge to Other Comprehensive Income 1 (1)
Exchange differences (19) (22) (41)
Balance at December 31, 2025 (16) (39) 73 18
Deferred tax assets 76 105 (14) 167
Deferred tax liabilities (92) (39) (32) 14 (149)
Balance at December 31, 2025 (16) (39) 73 18

All values are in US Dollars.

Deferred tax assets have not been recognized in respect of the following deductible temporary differences:

F-40

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023
Fixed assets Other Total
--- --- --- ---
(US millions)
At December 31, 2025 119 186 5,531
At December 31, 2024 112 170 5,987

All values are in US Dollars.

Unrecognized tax losses carryforward related to continuing operations expire as follows:

2025
(US millions)
Expiry:
Within one year
Within one to five years 12
Between five to fifteen years 1,625
No expiry 3,589
Total 5,226

All values are in US Dollars.

The Group has unrecognized tax losses in the following jurisdictions:

2025
Jurisdiction: (US millions)
Luxembourg 4,848
Colombia 361
Sweden 1
Panama 8
The Netherlands 3
Bolivia 3
Curacao
United Kingdom 1
Unrecognized tax losses 5,226

All values are in US Dollars.

The aforementioned tax losses have not been recognized due to the remote possibility of utilizing all or portion of the total amount available in application of IAS 12.

With effect from 2017, Luxembourg tax losses incurred may be carried forward for a maximum of 17 years. Losses incurred before 2017 may be carried forward without limitation of time.

MICSA is the head of a fiscal unity in Luxembourg, which has an estimated amount of unrecognized tax losses as of December 31, 2025 of $4.8 billion. Per Luxembourg tax law, approximately $1.3 billion expire 17 years after generation (the total of $1.3 billion as of December 31, 2025, will expire between 2034 and 2039) and approximately $3.5 billion do not expire.

At December 31, 2025, Millicom had $1,313 million of unremitted earnings of Millicom operating subsidiaries for which no deferred tax liabilities were recognized (2024: $803 million; 2023: $672 million). Deferred tax liability amounting to $39 million (2024: $44 million; 2023 $26 million) has been provided for intragroup dividends to be paid out in 2026, out of 2025 profits. It is anticipated that intra-group dividends paid in future periods will be made out of profits of future periods.

B.7. Earnings per share

Basic earnings (loss) per share are calculated by dividing net profit for the year attributable to equity holders of the Company by the weighted average number of ordinary shares outstanding during each year.

Diluted earnings (loss) per share are calculated by dividing the net profit for the year attributable to equity holders of the Company by the weighted average number of ordinary shares outstanding during each year, plus the weighted average number of dilutive potential shares.

F-41

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Net profit/(loss) used in the earnings (loss) per share computation

2025 2023
(US millions)
Basic and Diluted
Net profit (loss) attributable to equity holders from continuing operations 1,316 (86)
Net profit (loss) attributable to equity holders from discontinued operations 4
Net profit attributable to all equity holders to determine the profit per share 1,316 (82)
in thousands
Weighted average number of ordinary shares for basic earnings per share 167,563 171,397
Effect of dilutive share-based compensation plans 437
Weighted average number of ordinary shares (excluding treasury shares) adjusted for the effect of dilution (i) 168,000 171,397
(U.S. dollars)
Basic
Earnings per common share for profit from continuing operations attributable to owners of the Company 7.86 (0.50)
Earnings per common share for profit from discontinued operations attributable to owners of the Company 0.02
Earnings (loss) per common share for profit (loss) for the period attributable to owners of the Company 7.86 (0.48)
Diluted
Earnings per common share for profit from continuing operations attributable to owners of the Company 7.83 (0.50)
Earnings per common share for profit from discontinued operations attributable to owners of the Company 0.02
Earnings per common share for profit for the period attributable to owners of the Company 7.83 (0.48)

All values are in US Dollars.

(i) For the purpose of calculating the diluted earnings (loss) per common share, the weighted average outstanding shares used for the basic earnings (loss) per common share were increased only by the portion of the shares which have a dilutive effect on the earnings (loss) per common share. As a result, for years in which the Group has reported net loss, diluted net loss per share is the same as the basic net loss per share, because dilutive ordinary shares are not assumed to have been issued if their effect is anti-dilutive. Accordingly, 1,433 thousand potential ordinary shares as a result of share-based compensation plans were not considered in 2023 EPS as their impact was anti-dilutive.

C. Capital structure and financing

C.1. Share capital, share premium and reserves

Common shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds.

Where any Group company purchases the Company’s share capital, the consideration paid, including any directly attributable incremental costs, is shown under Treasury shares and deducted from equity attributable to the Company’s equity holders until the shares are canceled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable incremental costs and the related income tax effects is included in equity attributable to the Company’s equity holders.

F-42

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Share capital, share premium

2025 2024
Authorized and registered share capital (number of shares) 200,000,000 200,000,000
Subscribed and fully paid up share capital (number of shares) 169,000,000 172,096,305
Par value per share 1.50 1.50
Share capital (US$ millions) 253 258
Share premium (US$ millions) 1,036 1,064
Total (US$ millions) 1,290 1,322

Following the Extraordinary General Meeting of shareholders dated 21 May, 2025, Millicom cancelled 3,096,305 treasury shares .

Other equity reserves

Legal reserve Hedge reserve Currency translation reserve Pension obligation reserve Total
(US millions)
As of January 1, 2023 16 5 (626) (4) (559)
Share based compensation 50
Issuance of shares with respect to LTIPs (40)
Remeasurements of post-employment benefit obligations (2) (2)
Transfer to legal reserves 2 0 2
Cash flow hedge reserve movement (7) (7)
Currency translation movement 56 56
As of December 31, 2023 18 (2) (571) (6) (500)
Share based compensation 49
Share based cancellation 0 (35)
Issuance of shares with respect to LTIPs (50)
Remeasurements of post-employment benefit obligations 1 1
Transfer to legal reserves 8 8
Cash flow hedge reserve movement (2) (2)
Currency translation movement (2) (2)
As of December 31, 2024 26 (4) (573) (5) (531)
Share based compensation 14
Issuance of shares with respect to LTIPs (29)
Cash flow hedge reserve movement 3 3
Currency translation movement (145) (145)
As of December 31, 2025 26 (1) (718) (5) (689)

All values are in US Dollars.

C.1.1. Legal reserve

If Millicom International Cellular S.A. reports an annual net profit on a non-consolidated basis, Luxembourg law requires appropriation of an amount equal to at least 5% of the annual net profit to a legal reserve until such reserve equals 10% of the issued share capital. This reserve is not available for dividend distribution. In 2024, the AGM approved an allocation of the 2023 results to the legal reserve for an amount of approximately $8 million; in 2023, the AGM approved an allocation to the legal reserve for an amount of approximately $2 million.

F-43

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.1.2. Equity settled transaction reserve

The cost of other long-term share benefits ("PSP related to the LTIPs and DSP related to the STIPs ")is recognized as an increase in the equity-settled transaction reserve over the period in which the performance and/or service conditions are rendered. When shares under the above mentioned plans vest and are issued, the corresponding reserve is transferred to share premium.

C.1.3. Hedge reserve

The effective portions of changes in value of cash flow hedges are recorded in the hedge reserve (see note C.1. ).

C.1.4. Currency translation reserve

The currency translation reserve includes foreign exchange gains and losses arising from translations of subsidiaries (joint ventures and associates) with functional currencies different to US dollar. Their relevant financial position captions are translated to US dollars using the closing exchange rate; while their relevant statement of income captions are translated to US dollars at monthly average exchange rates during the year. When the Group disposes of or loses control or significant influence over a foreign operation, exchange differences that were recorded in equity are recognized in the consolidated statement of income as part of gain or loss on sale or loss of control and/or significant influence.

C.2. Dividend distributions

On 14 January, 2025 Millicom's Board announced the approval of a new shareholder remuneration policy under which it proposes to resume regular cash dividends sustaining or growing cash dividends every year while maintaining a prudent capital structure. Following the above mentioned interim dividend:

1.On 26 February, 2025 Millicom's Board approved an additional interim dividend, of $0.75/share paid on 15 April 2025.

2.On May 21, 2025, the Annual General Meeting of shareholders (following Board's proposal) approved, a dividend of $3.00 per share , payable in four equal quarterly installments: 0.75 per share on 15 July, 2025; $0.75 per share on 15 October, 2025: $0.75 per share on 15 January, 2026; and $0.75 per share on 15 April, 2026.

3.On August 6, 2025, Millicom's Board approved a special interim dividend of $2.50 per share. The dividend will be distributed in two equal installments of $1.25 per share, on October 15, 2025 and April 15, 2026. .

On November 29, 2024, Millicom' Board has approved an interim dividend of $1.00 per share (or its equivalent in SEK per SDR), i.e. approximately $172 million paid on January 10, 2025. No dividend distributions were made in 2023.

In addition, the ability of the Company to make dividend payments is subject to, among other things, the terms of indebtedness, legal restrictions and the ability to repatriate funds from Millicom’s various operations. At December 31, 2025, $661 million (December 31, 2024: $562 million; December 31, 2023: $491 million) of Millicom’s retained profits represent statutory reserves that are unavailable to be distributed to owners of the Company.

F-44

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.3. Debt and financing

Debt and financing by type (See also note D.1.1. for further details on maturity)

Note 2025
(US millions)
Debt and financing due after more than one year
Bonds C.3.1. 4,414
Bank and Development Financial Institution C.3.2. 2,284
Total non-current financing 6,698
Less: portion payable within one year (142)
Total non-current financing due after more than one year 6,556
Debt and financing due within one year
Bonds C.3.1. 137
Bank and Development Financial Institution C.3.2. 51
Other financing (i)
Total current debt and financing 188
Add: portion of non-current debt payable within one year 142
Total 329
Total debt and financing 6,886

All values are in US Dollars.

(i) In June 2025, Millicom repaid the COP144,054.5 million bilateral facility with IIC (Inter-American Development Bank).

Debt and financing by location

2025
(US millions)
Millicom International Cellular S.A. (Luxembourg) 2,416
Guatemala 1,602
Colombia 620
Paraguay 705
Bolivia 128
Panama 734
Costa Rica 148
El Salvador 248
Nicaragua
Uruguay 201
Ecuador 83
Total debt and financing 6,886

All values are in US Dollars.

Debt and financing are initially recognized at fair value, net of directly attributable transaction costs. They are subsequently measured at amortized cost using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on acquisition and any fees or costs that are an integral part of the effective interest rate. Any difference between the initial amount and the maturity amount is recognized in the consolidated statement of income over the period of the borrowing.

F-45

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.3.1. Bond financing

Bond financing

Note Country Maturity Interest Rate % 2025
(US millions)
SEK Variable Rate Notes 1 Luxembourg 2027 STIBOR (i) +3.000 % 244
USD 7.375% Senior Notes 2 Luxembourg 2032 7.375 % 446
USD 4.500% Senior Notes 3 Luxembourg 2031 4.500 % 755
USD 6.250% Senior Notes 4 Luxembourg 2029 6.250 % 614
USD5.125% Senior Notes 5 Luxembourg 2028 5.125 % 359
USD 5.875% Senior Notes 6 Paraguay 2027 5.875 % 140
PYG 9.250% Notes 6 Paraguay 2026 9.250 % 8
PYG 10.000% Notes 6 Paraguay 2029 10.000 % 10
PYG 9.250% Notes 6 Paraguay 2026 9.250 % 2
PYG 10.000% Notes 6 Paraguay 2029 10.000 % 4
PYG 9.250% Notes 6 Paraguay 2027 9.250 % 2
PYG 10.000% Notes 6 Paraguay 2030 10.000 % 3
PYG 6.000% Notes 6 Paraguay 2026 6.000 % 15
PYG 6.700% Notes 6 Paraguay 2028 6.700 % 22
PYG 7.500% Notes 6 Paraguay 2031 7.500 % 24
PYG 7.800% Notes 6 Paraguay 2027 7.800 % 16
PYG 8.170% Notes 6 Paraguay 2032 8.170 % 56
PYG 8.100% Notes 6 Paraguay 2029 8.100 % 15
PYG 8.900% Notes 6 Paraguay 2031 8.900 % 2
PYG 10.000% Notes 6 Paraguay 2028 10.000 % 6
PYG 10.000% Notes 6 Paraguay 2028 10.000 % 2
PYG 10.850% Notes 6 Paraguay 2030 10.850 % 33
PYG 10.850% Notes 6 Paraguay 2030 10.850 % 5
PYG 11.500% Notes 6 Paraguay 2036 11.500 % 51
PYG 12.000% Notes 6 Paraguay 2032 12.000 % 77
BOB 5.800% Notes 7 Bolivia 2026 5.800 % 11
BOB 4.300% Notes 7 Bolivia 2029 4.300 % 6
BOB 5.300% Notes 7 Bolivia 2026 5.300 % 1
BOB 5.000% Notes 7 Bolivia 2026 5.000 % 17
BOB 6.000% Notes 7 Bolivia 2028 6.000 % 27
UNE Bond 3 (tranche B) 8 Colombia 2026 CPI (ii) +4.150 % 67
UNE Bond 3 (tranche C) 8 Colombia 2036 CPI (ii) +4.890 % 34
UNE Bond 6.600% 8 Colombia 2030 6.600 % 40
UNE Bond 4 (tranche A) 8 Colombia 2028 5.560 % 31
UNE Bond 4 (tranche B) 8 Colombia 2031 CPI (ii) +2.610 % 75
UNE Bond 4 (tranche C) 8 Colombia 2036 CPI (ii) +3.180 % 23
UNE Bond 7 (tranche B) 8 Colombia 2026 CPI (ii) +8.100 % 3
UNE Bond 7 (tranche C) 8 Colombia 2027 CPI (ii) +8.250 % 4
UNE Bond 8 (tranche A) 8 Colombia 2027 17.000 % 15
USD 4.500% Senior Notes 9 Panama 2030 4.500 % 550
USD 5.125% Senior Notes 10 Guatemala 2032 5.125 % 738
Total bond financing 4,550

All values are in US Dollars.

(i)    STIBOR – Swedish Interbank Offered Rate.

(ii)    CPI - Colombian Consumer Price Index

F-46

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Luxembourg

(1)    SEK Notes

On January 10, 2022, Millicom placed a SEK 2.2 billion floating rate senior unsecured sustainability bond due on 2027 (the "2027 SEK bond") carrying a floating coupon priced at 3-month Stibor+300bps. Costs of issuance of $2.4 million is amortized over the five year life of the bond (the effective interest rate is 3.23%). The 2027 SEK bond is swapped to US dollars to hedge the exchange risk of its principal and interest payments (see D.1.2.).

(2) (2032) USD 7.375% Senior Notes

On April 2, 2024, MIC SA completed the issuance of its 7.375% $450 million Senior Notes due 2032 (the “Notes”). Millicom used a portion of the net proceeds from the issuance of the Notes to repay in full certain bank loans with DNB for $200 million, and use the remaining net proceeds for the repayment, redemption, retirement or repurchase of existing indebtedness of Millicom and its subsidiaries and for other general corporate purposes.

(3) (2031) USD 4.500% Senior Notes

On October 19, 2020, MIC S.A. issued $500 million aggregate principal amount of 4.500% Senior Notes due 2031. The Notes bear interest at 4.500% p.a., payable semiannually in arrears on each interest payment date. Costs of issuance of $5.5 million is amortized over the eleven-year life of the notes (the effective interest rate is 4.800%).

On September 22, 2021, Millicom announced the early participation exchange results from its offer dated September 8, 2021; $302.1 million of the 6.625% Notes due 2026 were exchanged for $307.5 million of the 4.5% Notes due 2031 (at 101.812% exchange ratio). Transaction costs attributable to this exchange amount to approximately $4 million and are amortized over the remaining life of the Notes due 2031.

In November and December 2023, Millicom repurchased some of the 2031 USD 4.500% Senior Notes on the open market for a total amount of $12 million. The difference with their carrying value of $16 million has been recognized as financial income. The corresponding Notes have subsequently been cancelled. During the year ended December 31, 2024, Millicom repurchased and cancelled some of the 2031 USD 4.5%, on the open market for a total nominal amount of approximately $17 million, The repurchase price discount of approximately $3 million towards the carrying values has been recognized as financial income.

(4)    (2029) USD 6.250% Senior Notes

In March 2019, MIC S.A. issued $750 million of 6.250% notes due 2029. The notes bear interest at 6.250% p.a., payable semi-annually in arrears. The net proceeds were used to finance, in part, the completed Telefónica CAM Acquisitions. Costs of issuance of $8.2 million are amortized over the ten-year life of the notes (the effective interest rate is 6.360%). On February 22, 2021, Millicom redeemed 10% of the principal outstanding of its Notes due 2026, 2028 and 2029 at a price of 103%. See above.

During the year ended December 31, 2024, Millicom repurchased and cancelled some of the 2029 USD 6.250% for $59 million. The repurchase price discount of approximately $1 million towards the carrying values has been recognized as financial income.

(5)    (2028) USD 5.125% Senior Notes

In September 2017, MIC S.A. issued a $500 million, ten-year bond due January 2028, with an interest rate of 5.125%. Costs of issuance of $7 million are amortized over the ten year life of the notes (effective interest rate is 5.240%). On February 22, 2021, Millicom redeemed 10% of the principal outstanding of its Notes due 2026, 2028 and 2029 at a price of 103%. See above.

During the year ended December 31, 2024, Millicom repurchased and cancelled some of the 2028 USD 5.125% Senior Notes on the open market for a total nominal amount of approximately $90 million. The repurchase price discount of approximately $4 million towards the carrying values has been recognized as financial income.

Paraguay

(6)

(2027) USD 5.875% Senior Notes

In April 2019, Telefónica Celular del Paraguay S.A.E. (Telecel) issued $300 million 5.875% senior notes due 2027. The notes bear interest at 5.875% p.a., payable semi-annually in arrears starting on October 15, 2019. The net proceeds were used to finance the repurchase of the Telecel 6.750% 2022 notes. Costs of issuance of $4 million are amortized over the eight-year life of the notes (the effective interest rate is 6.04%). On January 28, 2020, Telecel issued at a premium $250 million of 5.875% Senior Notes due 2027 (the "New Notes"), representing an additional issuance from the Senior Notes described above. The New Notes are treated as a single class with the initial notes, and were priced at 106.375% for an implied yield to maturity of 4.817%. The corresponding $15 million premium received is amortized over the Senior Notes maturity. On November 4, 2022, Telecel announced a tender offer (early tender consideration for $927.5 for each $1,000 principal amount of notes) to purchase for cash up to $55 million in aggregate principal amount of the Senior Notes. On November 20, 2022, Telecel announced that approximately $47 million in principal amount of the

F-47

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

mentioned Notes, have been accepted and settled on November 21, 2022. Total consideration amounted to approximately $44 million with a net financial income impact of $3 million given the Notes were repurchased below their par value.

In May 2020, Telefónica Celular del Paraguay, S.A.E. completed the acquisition of another Millicom subsidiary in Paraguay - Mobile Cash Paraguay S.A. Effective as of this date, this entity form part of the borrower's group for the purposes of the $550 million 5.875% Senior Notes due 2027 issued by Telefónica Celular del Paraguay, S.A.E.

On September 15, 2025, the Group operation in Paraguay did an early partial redemption of $150 million of the 2027 USD 5.875% Senior Notes Bond. During the year ended December 31, 2024, Telefónica Celular del Paraguay, S.A.E. repurchased and cancelled some of its 2027 USD 5.875% Senior Notes for a total nominal amount of approximately $63 million. The repurchase price discount of approximately $1 million with the carrying value has been recognized as a financial income. Additionally, on September 23, 2024, Telefónica Celular del Paraguay, S.A.E. redeemed $150 million of its 2027 USD 5.875% Senior Notes at PAR.

(2026-2032) PYG Notes

Between June 2019 and February 2020, Telecel registered and completed the issuance of a bond program for PYG 300,000 million program on the Paraguayan stock market, launched in different series from 5 years to 10 years. On October 1, 2021, Telecel issued another PYG 400,000 million bond in three series with fixed interest rates between 6% to 7.5% and a repayment period from 5 to 10 years.

On July 11, 2024, Telefónica Celular del Paraguay, S.A.E. issued local bonds for a total amount of PYG 370,000 million with a maturity of 8 years and at an interest rate of 8.17%. In December 2024, Telefónica Celular del Paraguay, S.A.E. issued a 7.8% local bond for an amount of PYG 103,000 million which is due in December 2027. On May 8, 2025, the Group operation in Paraguay issued local bonds for a total amount of PYG 100,000 million with a maturity of 4 years and at an interest rate of 8.10%. Additionally, during the year ended December 31, 2025, the Group operation in Paraguay issued different series of local bonds for an aggregated amount of PYG 1,168,060 million or approximately $178 million using December 31, 2025 exchange rate. The series include two three-year local bonds at a 10% fixed-rate for a total amount of PYG 55,000 million, two five-year local bonds at 10.85% for a total amount of PYG 250,000 million, one six-year local bond at 8.9% for a total amount of PYG 12,700 million, one seven-year local bond at 12% for a total amount of PYG 512,500 million and one ten-year local bond at 11.5% for a total amount of PYG 337,860 million. These issuances are part of the local currency Debt Program registered in 2021 for a total amount equivalent to $150 million and two more new Local currency Debt Program registered during 2025 for a total amount equivalent to $200 million.

Bolivia

(7)    BOB Notes

In August 2016, Telefónica Celular de Bolivia S.A. issued a bond for a total amount of BOB 522 million consisting of two tranches. Trance B bears fixed interest of 4.300%, and will mature in June 2029 (while Tranche A was repaid in June 2024). This bond is listed on the Bolivia Stock Exchange.

In October 2017, Telefónica Celular de Bolivia S.A placed additional BOB bonds in three tranches (BOB 4.700%, BOB 4.600% and BOB 5.300%. One matured in 2022, other in 2024 and the last one with an outstanding amount of around $1m equivalent in local currency and 5.300% rate will mature in 2026. This bond is listed on the Bolivia Stock Exchange.

In July 2019 Telefónica Celular de Bolivia S.A issued two bonds, one still listed on the Bolivia Stock Exchange for BOB 420 million with a 5.000% coupon maturing on August 2026 with semiannual interest payments (while the other bond matured in August 2024).

In December 2020, Telefónica Celular de Bolivia S.A. issued BOB 345 million senior notes which were priced at 5.800% due in 2026.

In November 2023, Tigo Bolivia issued a 6.00% local bond for an amount of BOB 396.5 million which is due in July 2028 to refinance some debt repayments, finance capex and general corporate purposes.

Colombia

(8)    UNE Bonds

In May 2016, UNE issued a COP540 billion bond consisting of three tranches. Interest rates are either fixed or variable depending on the tranche. Tranche A bore fixed interest at 9.350%, and was repaid in May 2024. Tranche B and C bear variable interest, based on CPI, (respective margins of CPI + 4.150% and CPI + 4.890%). Tranches B and C will mature in May 2026 and May 2036, respectively.

In March 2020, UNE issued local bonds for an amount of COP 150 billion to repay an existing bond for the same value, with a 6.600% fixed rate for 10 years.

On February 16, 2021, UNE issued under the approved local bond program, a COP 485.68 billion bond with 3 maturities; Series 7 years at 5.56% fixed rate, Series 10 years at CPI plus 2.61% and Series 15 years at CPI plus 3.18% margin.

On January 5, 2023, UNE issued a COP230 billion bond consisting of two tranches with three and four and a half-year maturities. Interest rates are variable, based on CPI + a margin, and interest is payable in Colombian peso.

F-48

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

On April 25, 2024, UNE issued a COP 160 billion bond consisting of one tranche with a three years maturity. Interest rate is fixed at 17% and payable in Colombian peso.

Panama

(9) (2030) USD 4.500% Bonds

In November 2019, Cable Onda (now "Telecomunicaciones Digitales, S.A.") issued $600 million aggregate principal amount of 4.500% senior notes due 2030 payable in U.S. dollars, registered with the Superintendencia del Mercado de Valores de Panamá and listed on the Luxembourg Stock Exchange and on the Panamá Stock Exchange. The Notes bear interest from November 1, 2019 at a rate of 4.500% per annum, payable on January 30, 2020, for the first payment and thereafter semiannually in arrears on each interest payment date. The proceeds were used to fund the Panama Acquisition and to refinance certain local financing. Costs of issuance of $16 million, which include an original issue discount (OID) is amortized over the ten-year life of the notes (the effective interest rate is 4.690%).

In December 2023, "Telecomunicaciones Digitales, S.A." repurchased some of these Senior notes on the open market for a total amount of $13 million. The difference with their carrying value of $16 million has been recognized as a financial income. The corresponding Notes have subsequently been cancelled. During the year ended December 31, 2024, "Telecomunicaciones Digitales, S.A." repurchased and cancelled some of the 2030 USD 4.500% Senior Notes on the open market for a total amount of approximately $27 million. The repurchase price discount of approximately $3 million with the carrying value has been recognized as a financial income.

Guatemala

(10)    (2032) USD 5.125% Senior Notes

On January 27, 2022, the Group's principal subsidiary in Guatemala, Comunicaciones Celulares, S.A. ("Comcel"), completed the issuance of 10-year $900 million Senior Notes with a coupon of 5.125% per annum. The proceeds from this bond were used to repay a significant portion of the bridge financing that was used to fund the acquisition of the remaining 45% equity interest in the Tigo Guatemala operations back in November 2021.

On November 4, 2022, Comcel announced a tender offer (early tender consideration for $822.5 for each $1,000 principal amount of notes) to purchase for cash up to $90 million in aggregate principal amount of the Senior Notes. On November 20, 2022, Comcel announced that approximately $19 million in principal amount of the mentioned Notes, have been accepted and settled on November 21, 2022. Late tender expired on December 6, 2022 with no further tendered Notes. Total consideration amounted to approximately $16 million with a net financial income impact of $3 million given the Notes were repurchased below their par value.

In November and December 2023, Comcel repurchased some of these Senior Notes on the open market for a total amount of $42 million . The difference with their carrying value of $49 million has been recognized as financial income. The corresponding Notes have subsequently been cancelled. During the year ended December 31, 2024, Comcel repurchased and cancelled some of the 2032 USD 5.125% Comcel Senior Notes on the open market for a total nominal amount of approximately $88 million. the repurchase price discount of approximately $9 million towards the carrying value has been recognized as financial income.

F-49

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.3.2. Bank and Development Financial Institution financing

Note Country Maturity range Interest rate 2025
(US millions)
Fixed rate loans
PYG Long-term loans 1 Paraguay 2026-2028 Fixed 212
USD - Long-term loans 2 Panama 2026 Fixed 75
BOB Long-term loans 3 Bolivia 2026-2028 Fixed 65
GTQ Long-term loans 8 Guatemala 2027-2028 Fixed 396
Variable rate loans
USD Long-term loans 4 Costa Rica 2026 Variable
CRC Long-term loans 4 Costa Rica 2029 Variable 148
COP Long-term loans 5 Colombia 2028-2031 Variable 329
USD Long-term loans 2 Panama 2031 Variable 109
GTQ Long-term loans 8 Guatemala 2030-2033 Variable 469
USD Credit Facility / Senior Unsecured Term Loan Facility 6 El Salvador 2030 Variable 248
USD Revolving Credit Facility (i) 7 Luxembourg 2027 Variable (1)
USD Long-term loans 9 Ecuador 2029-2031 Variable 83
UYU Long-term loans 10 Uruguay 2027-2030 Variable 201
Total Bank and Development Financial Institution financing 2,335

All values are in US Dollars.

(i) Relates to the amortized costs of the undrawn RCF that the Company entered into in October 2020 - see point 7 below.

Below are some further details on the facilities disclosed in the table above. When applicable, local currency amounts are translated in USD using the exchange rate at the transaction.

1.Paraguay

In July 2018, Telefónica Celular del Paraguay S.A.E. executed a seven-year loan with Regional Bank for PYG 115,000 million that matured in 2025. In January 2019, Telefónica Celular del Paraguay S.A.E. obtained a seven-year loan from BBVA Bank for PYG 177,000 million which was due on November, 26, 2025.

In September 2019, Telefónica Celular del Paraguay S.A.E. executed an amended and restated agreement with Banco Continental S.A.E.C.A., to consolidate three existing loans, for a PYG 370,000 million. The loan has a maturity of 7 years.

On June 9, 2023, Telefónica Celular del Paraguay, S.A.E. executed a PYG 180,000 million loan with Banco Continental S.A.E.C.A.The loan has a maturity of 5 years. On September 3, 2024, Telefónica Celular del Paraguay, S.A.E. executed a PYG 150,000 million loan with Banco GNB Paraguay, S.A.E.C.A. The loan has a maturity of 5 years. On October 15, 2024, as part of the USD debt restructuring plan, a Millicom subsidiary in Paraguay entered into a new loan of PYG 310,000 million with Banco Itaú. This loan bears fixed interest and will mature in 2029.

During the year ended December 31, 2025, the Group operation in Paraguay entered into three new five-year term variable loans with different banks (Banco Continental, Banco Sudameris and Banco Itau) for approximately PYG 660,000 million in aggregate and into three new three-year term fixed loans with different banks (Banco GNB, Banco Solar and Bancop for approximately PYG 145,000 million in aggregate.

2.Panama

In December 2020, Telecomunicaciones Digitales, S.A. executed a credit agreement with Bank of Nova Scotia with a 60 month duration for $110 million divided into 2 tranches. In November 2025, the Group operation in Panama entered into a new 5.5-year term variable loan with BAC Panama for USD 110 million that was used to repay the maturity of the previous loan with Scotiabank for the same amount.

On August 31, 2021, Telecomunicaciones Digitales, S.A. executed an agreement with Bank of Scotia for $75 million at a fixed rate. The facility was used to repay Cable Onda's remaining balance under the 5.75% local bond, which was initially due on September 3, 2025.

F-50

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

3.Bolivia

In June 2018, Telefónica Celular de Bolivia S.A. ("Tigo Bolivia") entered into a two tranche loan agreement with Banco BISA S.A for BOB 69.6 million each, with a fixed interest rate. The loans have a term of 7 years. During the year ended December 31, 2025, the Group operation in Bolivia paid the remaining balance of BOB 14 million.

In October 2021, Tigo Bolivia signed additional credit facilities for a total amount of approximately BOB 170 million with a repayment period between 2.5 and 5 years and bearing fixed interest rate. In July 2022, Tigo Bolivia signed two new loan agreements for a total amount of approximately BOB 55 million and a repayment period of five years, bearing fixed interest rate. As at December 31, 2025, balance amounted to BOB 79 million (2024: BOB 79 million).

In February and August 2023, Tigo Bolivia signed a total of seven new bank loan agreements in local currency, all bearing fixed interest rates, for a corresponding total amount of approximately BOB 90 million, and a repayment period between 1 and 5 years. The proceeds were used to refinance certain local financing. In 2024, BOB 25 million were repaid. As at December 31, 2025, the remaining balance amounted to BOB 65 million (2024: BOB 65 million).

During the year ended December 31, 2025, the Group operation in Bolivia signed several new two-year fixed loan agreements with different banks (Banco Mercantil Santa Cruz S.A and Banco Bisa S.A) for up to BOB 292 million in aggregate. Additionally, during the year ended December 31, 2025, the Group operation in Bolivia signed several one-year variable loans with different banks (Banco de Credito de Bolivia S.A., Banco Nacional de Bolivia S.A and Banco Ganadero S.A) for an aggregate amount of BOB 188 million.

4.Costa Rica

On October 25, 2021, Millicom Cable Costa Rica S.A. executed a syndicated loan entered into by the Company and Millicom Cable Costa Rica as co-borrowers for an amount of $125 million. This loan has 2 tranches, a USD $33 million tranche with a SOFR+ margin and a local currency tranche at TBP+margin for an amount equivalent to $92 million at the date of the transaction. On December 10, 2025, the Group operation in Costa Rica entered into new 3.5-year local currency Syndicated facility with Scotiabank for a total of approximately $149 million equivalent. The proceeds have been used to repay the previous Syndicated facility with the same bank for approximately the same amount

5.Colombia

COP

In 2015, the Group operation in Colombia signed three loan agreements with a maturity of 15-16 years with Bancolombia S.A, Scotiabank and DaVivienda for up to COP 1,170,000 million at a variable rate. As at December 31, 2025, the remaining balance amounted to COP 601,558 million (2024: COP 813,169 million).

On December 14, 2021, UNE EPM Telecomunicaciones S.A. entered into an ESG Linked agreement with Bancolombia for a COP 450,000 million loan with a variable rate and a maturity of 7 years.

On April 30, 2025, the Group operation in Colombia signed a three-year loan agreement with Bancolombia S.A for up to COP 85,000 million at a variable rate, used to partially prepay a loan with BBVA for approximately COP 85,000 million that matured in 2025.

In September, 2025, the Group operation in Colombia signed a two-year loan agreement with Scotiabank for up to COP 100,000 million) at a variable rate.

6.El Salvador

On July 30, 2025, the Group operation in El Salvador entered into a five-year variable loan for $150 million with the IDB and Bladex Bank. In December 2025, the Group operation in El Salvador entered into two new separate five-year variable loans for $50 million each with Banco Custcatlan and Banco Davivienda. The proceeds of above mentioned facilities have been used to repay the outstanding amount of the syndicated facility with Scotia Bank, to repay certain loans with companies of the Millicom Group and to finance or reimburse capital expenditure of goods.

7.Luxembourg

In October 2020, MICSA. entered into a 5 year, $600 million ESG-linked revolving credit facility (the "Facility") with a syndicate of 11 commercial banks. As per amendment No. 2 dated August 22, 2024, the maturity of $565 million of the available $600 million revolving credit facility maturity has been extended by 2 years, now due on October 15, 2027. This facility was not drawdown so far and could be used for financing of working capital or for general corporate purposes, if needed.

8.Guatemala

In October 2020, Tigo Guatemala executed several credit agreements with Banco Industrial, Banco G&T Continental, Banco de America Central and Banco Agromercantil for a total amount of GTQ 3,223 million (approximately $413 million) for 5 and 7 year term to refinance other credit agreements to finance and refinance working capital, capital expenditures and general corporate purposes.

F-51

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

On December 9, 2021, the Guatemalan operations entered into the following loan agreements:

•a GTQ 950 million loan with Banco Industrial (approximately $123 million) which bears a fixed interest initially due in October 2025. In April 2023, the debt maturity was extended to October 31, 2028.

•two loans for a total of GTQ 500 million with Banco G&T Continental S.A. (approximately $65 million) which bear a fixed interest rate and mature in December 2026.

On March 31, 2022, Comcel executed a new 5-year $150 million loan agreement with Banco de Desarrollo Rural, S.A. Proceeds were disbursed on April 27, 2022 and were used to refinance some of the credit agreements Comcel had with Banco Industrial. In December 2023, the debt maturity was extended to March, 2028.

On June 13, 2023, Comcel, executed a new 7-year loan with Banco Industrial up to GTQ 400 million (approximately $51 million), bearing a fixed interest rate, mainly to finance the acquisitions of spectrum (refer to E.1.).

During the months of April, May and June 2024, Comcel repaid up to $100 million equivalent in local currency from different bank facilities to address maturities and interest charges. In September 2024, Comcel partially repaid up to $52 million of loan facilities equivalent in local currency.

In May 2025, the Group operation in Guatemala entered into a new 7-year term loan at a variable rate for approximately GTQ 800 million with Banco G&T Continental. Around half of the proceeds were used to prepay GTQ 390 million of loans with the same bank that originally matured on 2026. Additionally, during the year period ended December 31, 2025, the Group operation in Guatemala entered into different 5-year, seven-year and eight-year variable loans with Banrural, BAC and Banco Industrial, respectively for an aggregate amount of GTQ 2,400 million.

9.Ecuador

At acquisition date, the Group operation in Ecuador had two five-year term variable loans with Banco Pichincha for $70 million and two new seven-year term variable loans with Banco del Pacifico S.A for $15 million. During the year ended December 31, 2025, the Group operation in Colombia repaid $14 million of the loans with Banco Pichincha and $2 million of the loans with Banco del Pacifico S.A. On May 30, 2025, the Group operation in Ecuador, executed a new 5-year variable loan with Banco Pichincha S.A up to $14 million.

10.Uruguay

Telefónica Móviles del Uruguay S.A., entered into an Amended and Consolidated Loan Agreement (Contrato de Préstamo Modificado y Refundido) with Banco Santander S.A. as lender in October 2025. The facility amounts to approximately UYU 7.97 billion and is structured in two tranches with a final maturity in September 2030. The first tranche matures in 2027, and the second tranche amortizes in semi-annual installments thereafter until final maturity. In connection with this facility, Millicom International Cellular S.A. issued a payment guaranty in favor of the lenders, irrevocably guaranteeing the full and timely payment of all obligations of Telefónica Móviles del Uruguay S.A. under the Amended and Consolidated Loan Agreement. In November 17 2025, Banco Santander allocated part of the Loan Agreement to three different banks, Banco Itaú approximately UYU 1.99 billion, Scotiabank approximately UYU 1.79 billion and BBVA Uruguay approximately UYU 1.79 billion.

Right of set-off and derecognition

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously.

A financial asset (or a part of a financial asset or part of a group of similar financial assets) is derecognized when:

•    Rights to receive cash flows from the asset have expired; or

•    Rights to receive cash flows from the asset have been transferred to a third party or the Group has retained the contractual rights to receive the contractual rights to receive the cash flows from the asset, but has assumed a contractual obligation to pass those cash flows under a “pass-through” arrangement.

When rights to receive cash flows from an asset have been transferred or a pass-through arrangement concluded, an evaluation is made if and to what extent the risks and rewards of ownership have been retained. When the Group has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the asset is recognized to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.

A financial liability is derecognized when the obligation under the liability is discharged or canceled, or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are

F-52

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of income.

C.3.3. Interest and other financial expenses

The Group’s interest and other financial expenses comprised the following:

2025 2023
(US millions)
Interest expense on bonds and bank financing (407) (477)
Interest expense on leases (182) (117)
Early redemption charges (1)
Others (112) (117)
Total interest and other financial expenses (702) (712)

All values are in US Dollars.

C.3.4. Guarantees and pledged assets

Guarantees

Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to reimburse the holder for a loss it incurs because the specified debtor fails to make payment when due in accordance with the terms of a debt instrument. Financial guarantee contracts are recognized initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequently, the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and the amount recognized, less cumulative amortization.

Liabilities to which guarantees are related are recorded in the consolidated statement of financial position under Debt and financing, and liabilities covered by supplier guarantees are recorded under Trade payables or Debt and financing, depending on the underlying terms and conditions.

Maturity of guarantees

Bank and financing guarantees (i) Supplier guarantees
Terms As at December 31, 2025 As at December 31, 2024 As at December 31, 2025 As at December 31, 2024
Outstanding and Maximum exposure Outstanding and Maximum exposure
0-1 year 25 12 12
1-3 years 271 220
3-5 years 333
Total 629 232 12

(i) If non-payment by the obligor, the guarantee ensures payment of outstanding amounts by the Group's guarantor.

As at December 31, 2025, the Group’s share of total debt and financing covered through letters of credit, or parent company guarantees issued which represented primarily guarantees issued by Millicom S.A. to guarantee financings raised by other Group operating entities. was $629 million (December 31, 2024: $232 million). At December 31, 2025 and December 31, 2024 there were no pledged deposits by the Group over these debts and financings.

C.3.5. Covenants

Millicom’s financing facilities are subject to a number of covenants including net leverage ratio, debt service coverage ratios, or debt to earnings ratios, among others. In addition, certain of its financings contain restrictions on sale of businesses or significant assets within the businesses. At December 31, 2025, there were no breaches of financial covenants and we do not anticipate any such breaches in the next twelve months after the reporting period.

F-53

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.4. Lease liabilities

At December 31, 2025, lease liabilities are presented in the statement of financial position as follows:

December 31, 2025
(US millions)
Current 293
Non-Current 2,293
Total Lease liabilities 2,587

All values are in US Dollars.

As permitted under IFRS 16, Millicom has elected not to recognize a lease liability for short term leases (leases with an expected term of 12 months or less) or for leases of low value assets. Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are rather recognized on a straight-line basis as an expense in the statement of income. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT equipment and small items of office furniture. In addition, certain variable lease payments are not permitted to be recognized as lease liabilities and are expensed as incurred.

The total cash outflow for leases in 2025 was $386 million (2024: $324 million; 2023: $292 million). Lease liabilities split by maturity and future cash outflows are disclosed in note D.5.

At December 31, 2025, the Group has not committed to any material leases which had not yet commenced and has no material lease contracts with variable lease payments.

The Group's leasing activities and how these are accounted for

The Group leases various lands, sites, towers (including those related to towers sold and leased back), offices, warehouses, retail stores, equipment and cars. Rental contracts are typically made for fixed periods but may have extension options as described below. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.

Leases are recognized as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Group. Each lease payment is allocated between the reduction of the liability and finance cost. The finance cost is charged to the statement of income over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

•fixed payments (including in-substance fixed payments), less any lease incentives receivable

•variable lease payment that are based on an index or a rate

•amounts expected to be payable by the lessee under residual value guarantees

•the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and

•payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. As it is generally impracticable to determine that rate, the Group uses the lessee’s incremental borrowing rate, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. The incremental borrowing rate applied can have a significant impact on the net present value of the lease liability recognized under IFRS 16.

The Group determines the incremental borrowing rate by country and by considering the risk-free rate, the country risk, the industry risk, the credit risk and the currency risk, as well as the lease and payment terms and dates.

The Group is also exposed to potential future increases in variable lease payments based on an index or rate, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is adjusted against the right-of-use asset by discounting the revised lease payments using either the initial discount rate or a revised discount rate. The initial discount rate is used if future lease payments are reflecting market or index rates or if they are in substance fixed. The discount rate is revised, if a change in floating interest rates occurs. The Group reassesses the variable payment only when there is a change in cash flows resulting from a change in the reference index or rate and not at each reporting date.

F-54

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

According to IFRS 16, lease term is defined as the non-cancellable period for which a lessee has the right to use an underlying asset, together with both: (a) periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option; and (b) periods covered by an option to terminate if the lessee is reasonably certain not to exercise that option. The assessment of such options is performed at the commencement of a lease. As part of the assessment, Millicom introduced the 'time horizon concept': the reasonable term under which the company expects to use a leased asset considering economic incentives, management decisions, business plans and the fast-paced industry Millicom operates in. The assessment must be focused on the economic incentives for Millicom to exercise (or not) an option to early terminate/extend a contract. The Group has decided to work on the basis the lessor will generally accept a renewal/not early terminate a contract, as there is an economic incentive to maintain the contractual relationship.

Millicom considered the specialized nature of most of its assets under lease, the low likelihood the lessor can find a third party to substitute Millicom as a lessee and past practice to conclude that, the lease term can go beyond the notice period when there is more than an insignificant penalty for the lessor not to renew the lease. This analysis requires judgment and has a significant impact on the lease liability recognized under IFRS 16.

Under IFRS 16, the accounting for sale and leaseback transactions has changed as the underlying sale transaction needs to be first analyzed using the guidance of IFRS 15. The seller/lessee recognizes a right-of-use asset in the amount of the proportional original carrying amount that relates to the right of use retained. Accordingly, only the proportional amount of gain or loss from the sale must be recognized.

Finally, the Group has taken the additional following decisions when adopting the standard:

•Non-lease components are capitalized (IFRS16.15)

•Intangible assets are out of IFRS 16 scope (IFRS16.4)

C.5. Cash and deposits

C.5.1. Cash and cash equivalents

2025
(US millions)
Cash and cash equivalents in USD 1,370
Cash and cash equivalents in other currencies 182
Total cash and cash equivalents 1,552

All values are in US Dollars.

Cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less.

C.5.2. Restricted cash

2025
(US millions)
Mobile Financial Services 37
Others 13
Restricted cash 50

All values are in US Dollars.

Cash held with banks related to MFS which is restricted in use due to local regulations is denoted as restricted cash.

C.5.3. Pledged deposits

Pledged deposits represent contracted cash deposits with banks that are held as security for debts at corporate or operational entity level. Millicom is unable to access these funds until either the relevant debt is repaid or alternative security is arranged with the lender. At December 31, 2025, there were no pledged deposits (2024: nil).

F-55

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.6. Net debt and net financing obligations

Net debt

'Net debt' is debt and financial liabilities, including derivative instruments (assets and liabilities), less cash and pledged and time deposits.

2025
(US millions)
Gross debt 6,886
Add (less) derivatives & vendor financing related to debt (note D.1.2.) 23
Less:
Cash and cash equivalents (1,552)
Pledged deposits
Net debt 5,357

All values are in US Dollars.

Net financing obligations

'Net financing obligations' is Net debt plus lease liabilities.

Assets Liabilities from financing and other activities
Cash and cash equivalents Other Bond and bank debt and financing Derivatives Lease liabilities Total
Net financial obligations as at January 1, 2024 775 6 6,678 58 1,043 6,999
Cash flows (68) (5) (745) 9 (204) (867)
Recognition / Remeasurement 269 269
Interest accretion (6) (6)
Foreign exchange movements (8) (109) (13) (51) (166)
Transfers to/from assets held for sale (102) (102)
Other non-cash movements (4) 5 1
Net financial obligations as at December 31, 2024 699 5,815 59 954 6,128
Cash flows 738 599 (3) (214) (355)
Change in scope (see note A.1.2.) 136 285 313 461
Recognition / Remeasurement (see note A.1.3.) 1,363 1,363
Interest accretion 11 11
Foreign exchange movements (14) 180 (33) 90 251
Transfer to/from held for sale (see note E.4 and A.1.3) (8) 82 90
Other non-cash movements (5) (5)
Net financial obligations as at December 31, 2025 1,552 6,886 23 2,587 7,944

C.7. Financial instruments

i) Equity and debt instruments

Classification

The Group classifies its financial assets in the following measurement categories:

F-56

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

•those to be measured subsequently at fair value either through Other Comprehensive Income (OCI), or through profit or loss, and

•those to be measured at amortized cost.

The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income (FVOCI).

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

Measurement

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Debt instruments

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:

•Amortized cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortized cost. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognized directly in profit or loss and presented in other gains / (losses), together with foreign exchange gains and losses. Impairment losses are presented as a separate line item in the consolidated statement of income.

•    FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognized in profit or loss. When the financial asset is derecognised, the cumulative gain or loss previously recognized in OCI is reclassified from equity to profit or loss and recognized in ‘Other non-operating (expenses) income, net’. Interest income from these financial assets is included in finance income using the effective interest rate method. Foreign exchange gains and losses and impairment expenses are presented as ‘Other non-operating (expenses) income, net’ in the consolidated statement of income.

•    FVPL: Assets that do not meet the criteria for amortized cost or FVOCI are measured at FVPL. A gain or loss on a debt investment that is subsequently measured at FVPL is recognized in profit or loss and presented net within ‘Other non-operating (expenses) income, net’ in the period in which it arises.

Equity instruments

The Group subsequently measures all equity investments at fair value. The Group does not hold equity instruments for trading. Where the Group’s management has elected to present fair value gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value gains and losses to profit or loss following the derecognition of the investment. Purchases and sales of equity instruments are recognized as of their settlement date. Dividends from such investments continue to be recognized in profit or loss as other income when the Group’s right to receive payments is established.

Otherwise, changes in the fair value of financial assets at FVPL are recognized in ‘Other non-operating (expenses) income, net’ in the consolidated statement of income as applicable.

Impairment

The Group assesses on a forward looking basis the expected credit losses associated with its financial assets carried at amortized cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the trade receivables.

The provision is recognized in the consolidated statement of income within equipment, programming and other direct costs.

F-57

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Group has a policy of writing off the gross carrying amount when the financial asset is not recoverable based on historical experience of recoveries of similar assets. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group's procedures for recovery of amounts due.

ii)    Derivative financial instruments and hedging activities

Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at fair value at each subsequent closing date. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged. The Group designates certain derivatives as either:

a)    Hedges of the fair value of recognized assets or liabilities or a firm commitment (fair value hedge); or

b)    Hedges of a particular risk associated with a recognized asset or liability or a highly probable forecast transaction (cash flow hedge).

c)    Hedges of a net investment in a foreign operation (net investment hedges).

For transactions designated and qualifying for hedge accounting, at the inception of the transaction, the Group documents the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. This is done in reference to the Group Treasury Policy as last updated and approved by the Audit Committee in late 2024. The Group also documents its assessment, both at hedge inception and on an ongoing basis (quarterly), of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.

The full fair value of a hedging instrument is classified as a non-current asset or liability when the period to maturity of the hedged item is more than 12 months and as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.

The change in fair value of hedging instruments that are designed and qualify as fair value hedges is recognized in the statement of income as finance costs or income. The change in fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognized in the statement of income as finance costs or income.

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. Gains or loss relating to any ineffective portion is recognized immediately in the statement of income within Other non-operating (expenses) income, net. Amounts accumulated in equity are reclassified to the statement of income in the periods when the hedged item affects profit or loss.

Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any gain or loss on the hedging instrument relating to the effective portion of the hedge is recognised in other comprehensive income and accumulated in reserves in equity. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss within Other non-operating (expenses) income, net. Gains and losses accumulated in equity are reclassified to profit or loss when the foreign operation is disposed of or sold.

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time is recycled to the statement of income within Other non-operating (expenses) income, net.

When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the statement of income within Other non-operating (expenses) income, net.

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognised immediately in profit or loss and are included in Other non-operating (expenses) income, net.

C.7.1. Fair value measurement hierarchy

Millicom uses the following fair value measurement hierarchy:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).

F-58

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Level 3 – Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

The Group enters into derivative financial instruments with various counterparties, principally financial institutions with investment grade ratings. Interest rate swaps and foreign exchange forward contracts are valued using valuation techniques, which employ the use of markets observable data. The most frequently applied valuation techniques include forward pricing and swap models using present value calculations. The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, interest rate curves and forward curves.

C.7.2. Fair value of financial instruments

The fair value of Millicom’s financial instruments are shown at amounts at which the instruments could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The fair value of all financial assets and all financial liabilities, except debt and financing approximate their carrying value largely due to the short-term maturities of these instruments. The fair values of all debt and financing have been estimated by the Group, based on discounted future cash flows at market interest rates.

Fair values of financial instruments at December 31,

Carrying value Fair value
Note 2025 2025 2024
(US millions)
Financial assets
Other non-current assets (iii) 123 123 84
Trade receivables, net 527 527 390
Amounts due from non-controlling interests, associates and joint venture partners G.5. 22 22 15
Other current assets (iv) 196 196 166
Restricted cash C.5.2. 50 50 57
Cash and cash equivalents C.5.1. 1,552 1,552 699
Total financial assets 2,469 2,469 1,410
Current 2,347 2,347 1,327
Non-current 123 123 84
Financial liabilities
Debt and financing (i) C.3. 6,886 6,672 5,478
Other trade payables 491 491 300
Payables and accruals for capital expenditure 440 440 305
Derivative financial instruments 23 23 59
Amounts due to non-controlling interests, associates and joint venture partners G.5. 197 197 138
Accrued interest and other expenses 538 538 421
Dividend Payable C.2 424 424 172
Other liabilities (ii) A.1.3., G.5. 1,036 1,036 396
Total financial liabilities 10,036 9,822 7,269
Current 2,558 2,558 1,732
Non-current 7,478 7,264 5,538

All values are in US Dollars.

(i)    Fair values are measured with reference to Level 1 (for listed bonds) or level 2.

(ii) Increase mainly due to spectrum payable from the UT. ( see note A.1.3.).

(iii) Includes mainly tax authorities receivables judicial deposits and non-current receivable for the sale of property plant and equipment from Colombia Costa Rica and Panama.

(iv) Includes mainly tax credits (including VAT), advances to suppliers and employees, and other current receivables related to operating activities and capital expenditure projects.

C.7.3. Equity investments

As at December 31, 2025 and 2024, Millicom has no material investments in equity instruments.

F-59

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

C.7.4. Call and put options

Former Put Option - Tigo-UNE

On October 12, 2023, Millicom and its partner, Empresas Públicas de Medellin (EPM), agreed to recapitalize Tigo-UNE, Millicom's 50%-owned operation in Colombia. Each partner contributed COP 300 billion (approximately $74 million at the time of the transaction) to support the continued development of Tigo-UNE's strategy.

With this agreement, both partners retain their current shareholding in Tigo-UNE. Furthermore they agreed to add in the shareholder's agreement an unconditional put option maturing on September 30, 2024, that, if exercised, would allow EPM to sell to Millicom their entire 50% stake in Tigo-UNE for COP 330 billion. As a result, a put option liability has been recognized in Millicom's statement of financial position, with its counterpart in the Group's equity. This put option expired as of September 30, 2024 as EPM did not exercise it. Consequently, the corresponding liability amounting to $79 million (after its foreign exchange revaluation) as of September 30, 2024 has been extinguished with its counterpart in the Group's equity.

D. Financial risk management

Exposure to interest rate, foreign currency, non-repatriation, liquidity, capital management and credit risks arise in the normal course of Millicom’s business. As part of the annual review of the above mentioned risks, the Group targets a strategy with respect to the use of derivatives and natural hedging instruments ranging from raising debt in local currency (where the Group targets to maintain at least 40% of debt in local currency) to maintaining at approximately a 75/25% mix between fixed and floating rate debt or agreeing to cover up to six months forward of operating costs and capex denominated in non-functional currencies through a rolling and layering strategy. Millicom’s financial risk management strategies may include the use of derivatives to the extent a market would exist in the jurisdictions where the Group operates. Millicom’s policy prohibits the use of such derivatives in the context of speculative trading.

Accounting policies for derivatives is further detailed in note C.7. On December 31, 2025 and 2024 fair value of derivatives held by the Group can be summarized as follows:

2025
(US millions)
Derivatives
Cash flow hedge derivatives (23)
Net derivative asset (liability) (23)

All values are in US Dollars.

D.1. Interest rate risk

Debt and financing issued at floating interest rates expose the Group to cash flow interest rate risk. Debt and financing issued at fixed rates expose the Group to fair value interest rate risk. The Group’s exposure to risk of changes in market interest rates relate to both of the above. To manage this risk, the Group’s policy is to maintain a combination of fixed and floating rate debt with a target that more than 75% of the debt be at fixed rate. The Group actively monitors borrowings against this target. The target mix between fixed and floating rate debt is reviewed periodically. The purpose of Millicom’s policy is to achieve an optimal balance between cost of funding and volatility of financial results, while considering market conditions as well as our overall business strategy. At December 31, 2025, approximately 70% of the Group’s borrowings are at a fixed rate of interest or for which variable rates have been swapped for fixed rates with interest rate swaps (2024: 84%).

D.1.1. Fixed and floating rate debt

Financing at December 31, 2025

Amounts due within:
1 year 2–3 years 3–4 years 4–5 years >5 years Total
(US millions)
Fixed rate financing 228 321 830 688 650 2,135 4,851
Floating rate financing 100 376 218 337 365 638 2,035
Total 329 697 1,047 1,025 1,014 2,773 6,886
Weighted average nominal interest rate 7.17 % 7.49 % 6.47 % 7.50 % 6.27 % 6.32 % 6.67 %

All values are in US Dollars.

F-60

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Financing at December 31, 2024

Amounts due within:
1 year 2–3 years 3–4 years 4–5 years >5 years Total
(US millions)
Fixed rate financing 206 244 410 781 639 2,587 4,867
Floating rate financing 75 213 286 124 44 206 948
Total (i) 281 457 696 905 683 2,793 5,815
Weighted average nominal interest rate 6.67 % 6.99 % 7.47 % 6.39 % 6.72 % 5.56 % 6.22 %

All values are in US Dollars.

A 100 basis point fall or rise in market interest rates for all currencies in which the Group had borrowings at December 31, 2025 would increase or reduce profit before tax from continuing operations for the year by approximately $20 million (2024: $9 million).

D.1.2. Currency and interest rate swap contracts

From time to time, Millicom enters into currency and interest rate swap contracts to manage its exposure to fluctuations in interest rates and currency fluctuations in accordance with its Group Treasury policy. Details of these arrangements are provided below.

MIC S.A. entered into a swap contract in order to hedge the foreign currency risk in relation to the 2027 SEK 2.2 billion senior unsecured sustainability bond (issued in January 2022, corresponding to $252.3 million, using the exchange rate at the time of the issuance of such bond - see note C.3.1.). This swap is accounted for as cash flow hedges as the timing and amounts of the cash flows under the swap agreement match the cash flows under the SEK bonds. Its maturity date is January 2027. The hedging relationship is highly effective and related fluctuations are recorded through other comprehensive income. At December 31, 2025, the fair values of the above swap amount to a liability of $9 million (December 31, 2024: a liability of $59 million).

In January 2023, MIC S.A. also entered into two currency swap agreements to hedge an intercompany receivable of COP 206 billion owed by UNE (refer to note C.3.1.) amounting to a liability of $14 million as of December 31, 2025 (: December 31, 2024 a liability of nil) . On January 5 ,2026, the mentioned swaps expired, in accordance with their maturity date. Additionally during the year ended December 31, 2025, the Group operations in Colombia and Paraguay entered into short-term forwards in order to hedge foreign currency risk of USD denominated expected obligations.

As a summary, the net fair value of the derivative financial instruments for the Group, as of December 31, 2025 amounted to a liability of $23 million (December 31, 2024: a liability of $59 million ).

Interest rate and currency swaps are measured with reference to Level 2 of the fair value hierarchy. There are no other derivative financial instruments with a significant fair value at December 31, 2025.

D.2. Foreign currency risks

The Group is exposed to foreign exchange risk arising from various currency exposures in the countries in which it operates. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.

Millicom seeks to reduce its foreign currency exposure through a policy of matching, as far as possible, assets and liabilities denominated in foreign currencies, or entering into agreements that limit the risk of exposure to currency fluctuations against the US dollar reporting currency. In some cases, Millicom may also borrow in US dollars where it is either commercially more advantageous for joint ventures and subsidiaries to incur debt obligations in US dollars or where US dollar denominated borrowing is the only funding source available to a joint venture or subsidiary. In these circumstances, Millicom accepts the remaining currency risk associated with financing its joint ventures and subsidiaries, principally because of the relatively high cost of forward cover, when available, in the currencies in which the Group operates.

F-61

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

D.2.1. Debt denominated in US dollars and other currencies

Debt denomination at December 31

2025
(US millions)
Debt denominated in US dollars 3,293
Debt denominated in currencies of the following countries:
Guatemala 865
Colombia 620
Bolivia 128
Paraguay 565
El Salvador (i) 248
Panama (i) 734
Luxembourg (COP denominated)
Ecuador (i) 83
Uruguay 201
Costa Rica 148
Total debt denominated in other currencies 3,592
Total debt 6,886

All values are in US Dollars.

(i) Ecuador and El Salvador's official unit of currency is the U.S. dollar, while Panama uses the U.S. dollar as legal tender. The Group's local debt in these three countries is therefore denominated in U.S. dollars but presented as local currency (LCY).

At December 31, 2025, if the US dollar had weakened/strengthened by 10% against the other functional currencies of our operations and all other variables held constant, then profit before tax from continuing operations would have increased/decreased by $81 million (2024: $8 million). This increase/decrease in profit before tax would have mainly been as a result of the conversion of the USD-denominated net debts in our operations with functional currencies other than the US dollar.

D.3. Non-repatriation risk

Millicom’s operating subsidiaries and joint ventures generate most of the revenue of the Group and in the currency of the countries in which they operate. Millicom is therefore dependent on the ability of its subsidiaries and joint venture operations to transfer funds to the Company.

Although foreign exchange controls exist in some of the countries in which Millicom Group companies operate, none of these controls currently significantly restrict the ability of these operations to pay interest, dividends, technical service fees, royalties or repay loans by exporting cash, instruments of credit or securities in foreign currencies. However, existing foreign exchange controls may be strengthened in countries where the Group operates, or foreign exchange controls may be introduced in countries where the Group operates that do not currently impose such restrictions. If such events were to occur, the Company’s ability to receive funds from the operations could be subsequently restricted, which would impact the Company’s ability to make payments on its interest and loans and, or pay dividends to its shareholders. As a policy, all operations which do not face restrictions to deposit funds offshore and in hard currencies should do so for the surplus cash generated on a weekly basis. The Company and its subsidiaries make use of physical cash pooling arrangements in hard currencies to the extent permitted.

In addition, in some countries it may be difficult to convert large amounts of local currency into foreign currency because of limited foreign exchange markets. The practical effects of this may be time delays in accumulating significant amounts of foreign currency and exchange risk, which could have an adverse effect on the Group. This is a relatively rare case for the countries in which the Group operates.

Lastly, repatriation most often results in taxation, which is evidenced in the amount of taxes paid by the Group relative to the Corporate Income Tax reported in its statement of income.

D.4. Credit and counterparty risk

Financial instruments that subject the Group to credit and counterparty risk include cash and cash equivalents, pledged deposits, letters of credit, trade receivables, amounts due from joint venture partners and associates, vendor financing and other current assets and derivatives. Counterparties to agreements relating to the Group’s cash and cash equivalents, pledged deposits and letters of credit are financial institutions generally with investment grade ratings. Management does not believe there are significant risks of non-performance by these counterparties and maintain a diversified portfolio of banking partners. Allocation of deposits across banks are managed such that the Group’s counterparty risk with a given bank stays within limits which have been set, based on each bank’s credit rating.

F-62

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

A large portion of revenue of the Group is comprised of prepaid products and services. For postpaid customers, the Group follows risk control procedures to assess the credit quality of the customer, taking into account its financial position, past experience and other factors. Accounts receivable also comprise balances due from other telecom operators. Credit risk of other telecom operators is limited due to the regulatory nature of the telecom industry, in which licenses are normally only issued to credit-worthy companies. The Group maintains a provision for expected credit losses of trade receivables based on its historical credit loss experience.

As the Group has a large number of internationally dispersed customers, there is generally no significant concentration of credit risk with respect to trade receivables, except for certain B2B customers (mainly governments). See note F.1.

D.5. Liquidity risk

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Group has significant indebtedness but also has significant cash balances. Millicom evaluates its ability to meet its obligations on an ongoing basis using a recurring liquidity planning tool. This tool considers the operating net cash flows generated from its operations and the future cash needs for borrowing, interest payments, dividend payments and capital and operating expenditures required in maintaining and developing its operating businesses.

The Group manages its liquidity risk through the use of bank loans, bonds and Development Finance Institutions (DFI) loans. Millicom believes that there is sufficient liquidity available in the markets to meet ongoing liquidity needs, but if needed Millicom would be able to arrange international funding and also used its Revolving Credit Facility of $600 million which is unused as of December 31, 2025 Millicom has a diversified financing portfolio with commercial banks representing about 24% of its gross financing including leases (2024: 20%), with bonds representing 48% (2024: 66%) and leases representing 27% (2024: 14%).

Maturity profile at December 31, 2025

Less than 1 year >5yrs Total
(US millions)
Outstanding debt and financing (330) (2,808) (6,937)
Outstanding amortized costs undiscounted 1 35 52
Lease liability (293) (1,400) (2,587)
Cash and equivalents 1,552 1,552
Derivative financial instruments (9) (23)
Net financial obligations 921 (4,173) (7,943)
Restricted cash 50 50
Future interest commitments related to debt and financing (448) (88) (1,779)
Future interest commitments related to leases (177) (432) (1,134)
Trade payables (excluding accruals) (839) (1,418)
Other financial liabilities (including accruals) (1,380) (1,709)
Trade receivables 527 527
Other financial assets 218 341
Total (1,128) (4,693) (13,067)

All values are in US Dollars.

F-63

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Maturity profile at December 31, 2024

Less than 1 year >5yrs Total
(US millions)
Outstanding debt and financing (283) (2,829) (5,869)
Outstanding amortized costs undiscounted 1 36 54
Lease liability (156) (352) (954)
Cash and equivalents 699 699
Derivative financial instruments (59)
Net financial obligations 262 (3,145) (6,128)
Future interest commitments related to debt and financing (352) (144) (2,326)
Future interest commitments related to leases (90) (121) (463)
Trade payables (excluding accruals) (467) (467)
Other financial liabilities (including accruals) (1,219) (1,219)
Trade receivables 390 390
Other financial assets 171 242
Total (1,305) (3,410) (9,971)

All values are in US Dollars.

D.6. Capital management

The primary objective of the Group’s capital management is to ensure a strong credit rating and solid capital ratios in order to support its business and maximize shareholder value.

The Group manages its capital structure with reference to local economic conditions and imposed restrictions such as debt covenants (see section C.3.5.). To maintain or adjust its capital structure, the Group may make dividend payments to shareholders, return capital to shareholders through share repurchases or issue new shares. At December 31, 2025, Millicom continues to be rated by the independent rating agencies Moody’s at (Ba2), and Fitch (BB+), one notch below investment grade. On October 21, 2025, Moody's affirmed the Ba2 rating with a stable outlook. This rating had previously been downgraded on February 6, 2024, when Moody’s moved Millicom from Ba1 to Ba2, basically based on quantitative metrics being below ranges than ba1 rating scale ranges. The Group primarily monitors capital (with our covenants primarily) based on net debt to EBITDA.

Gearing ratio

The Group reviews its gearing ratio (net debt divided by total capital plus net debt) periodically. Capital represents equity attributable to the equity holders of the parent.

Note 2024
(US millions)
Net debt C.6. 5,174
Equity attributable to Owners of the Company C.1. 3,628
Net debt and equity 8,802
Gearing ratio 0.59

All values are in US Dollars.

E. Long-term assets

E.1. Intangible assets

Millicom’s intangible assets mainly consist of goodwill and customer lists arising from acquisitions, licenses and spectrum.

E.1.1. Accounting for intangible assets

Intangible assets acquired in business acquisitions are initially measured at fair value at the date of acquisition. Those which are acquired separately are measured at cost. Internally generated intangible assets, excluding capitalized development costs, are not capitalized but expensed to the statement of income in the expense category consistent with the function of the intangible assets. Subsequently intangible assets are carried at cost, less any accumulated amortization and any accumulated impairment losses.

F-64

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Intangible assets with finite useful lives are amortized over their estimated useful lives using the straight-line method and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for intangible assets with finite useful lives are reviewed at least at each financial year end. Changes in expected useful lives or the expected beneficial use of the assets are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates.

Amortization expense on intangible assets with finite lives is recognized in the consolidated statement of income in the expense category consistent with the function of the intangible assets.

Goodwill

Goodwill represents the excess of cost of an acquisition over the Group’s share in the fair value of identifiable assets less liabilities and contingent liabilities of the acquired subsidiary, at the date of the acquisition. If the fair value or the cost of the acquisition can only be determined provisionally, then goodwill is initially accounted for using provisional values. Within 12 months of the acquisition date, any adjustments to the provisional values are recognized. This is done when the fair values and the cost of the acquisition have been finally determined. Adjustments to provisional fair values are made as if the adjusted fair values had been recognized from the acquisition date. Following initial recognition, goodwill is measured at cost, less any accumulated impairment losses. Gains or losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Where goodwill forms part of a cash-generating unit (or group of cash-generating units) and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed of in this manner is measured, based on the relative values of the operation disposed and the portion of the cash-generating unit retained.

Goodwill on acquisition of joint ventures or associates is included in investments in joint ventures and associates.

Licenses and Spectrum

Licenses and spectrum are recorded at either historical cost or, if acquired in a business combination, at fair value at the date of acquisition. Cost includes cost of acquisition and other costs directly related to acquisition and retention of licenses over the license period. These costs may include up-front and deferred payments as well as estimates related to fulfillment of terms and conditions related to the licenses such as service or coverage obligations, especially when there is a clear objective evidence that the cost of fulfilling these obligations will be significantly onerous for the Group.

Licenses and spectrum have a finite useful life and are carried at cost less accumulated amortization and any accumulated impairment losses. Licenses and spectrum are amortized from the date the network is available for use on a straight-line basis over the license period. Amortization is calculated using the straight-line method to allocate the cost of the licenses over their estimated useful lives. The terms of licenses, which have been awarded for various periods, are subject to periodic review for, among other things, rate setting, frequency allocation and technical standards. Licenses held, subject to certain conditions, are usually renewable and generally non-exclusive. When estimating useful lives of licenses, renewal periods are included only if there is evidence to support renewal by the Group without significant cost.

Trademarks and customer lists

Trademarks and customer lists are recognized as intangible assets only when acquired or gained in a business combination. Their cost represents fair value at the date of acquisition. Trademarks have indefinite or finite useful lives and customers lists have finite useful lives. Main factors considered in the determination of the indefinite useful lives include the years that they have been and are expected to be in service and their recognition among peers in the industry. Trademarks and customer lists used by the Group for its own activities are unlikely to generate largely independent cash inflows and therefore are tested for impairment annually together with other assets at each cash-generating unit level. Finite useful life trademarks are carried at cost, less accumulated amortization and any accumulated impairment losses. Amortization is calculated using the straight-line method to allocate the cost of the trademarks and customer lists over their estimated useful lives. The estimated useful lives for trademarks and customer lists are based on specific characteristics of the market in which they exist.

Estimated useful lives are:

Years
Estimated useful lives
Trademarks 1 to 15
Customer lists 4 to 20

Programming and content rights

Programming and content master rights which are purchased or acquired in business combinations which meet certain criteria are recorded at cost as intangible assets. The rights must be exclusive, related to specific assets which are sufficiently developed, and probable to bring future economic benefits and have validity for more than one year. Cost includes consideration paid or payable and other costs directly related to the acquisition of the rights, and are recognized at the earlier of payment or commencement of the broadcasting period to which the rights relate.

Programming and content rights capitalized as intangible assets have a finite useful life and are carried at cost, less accumulated amortization and any accumulated impairment losses. Amortization is calculated using the straight-line method to allocate the cost of the rights over their estimated useful lives.

Non-exclusive and programming and content rights for periods less than one year are expensed over the period of the rights.

F-65

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Indefeasible rights of use

There is no universally-accepted definition of an indefeasible rights of use (IRU). These agreements come in many forms. However, the key characteristics of a typical arrangement include:

•    The right to use specified network infrastructure or capacity;

•    For a specified term (often the majority of the useful life of the relevant assets);

•    Legal title is not transferred;

•    A number of associated service agreements including operations and maintenance (O&M) and co-location agreements. These are typically for the same term as the IRU; and

•    Any payments are usually made in advance.

IRUs are accounted for either as a lease, or service contract based on the substance of the underlying agreement.

IRU arrangements will qualify as a lease if, and when:

•    The purchaser has an exclusive right for a specified period; and

•    The capacity is physically limited and defined; and

•    The purchaser bears all costs related to the capacity (directly or not) including costs of operation, administration and maintenance; and

•    The purchaser bears the risk of obsolescence during the contract term.

If all of these criteria are not met, the IRU is treated as a service contract.

An IRU of network infrastructure (cables or fiber) is accounted for as a right of use asset (see E.3.), while capacity IRU (wavelength) is accounted for as an intangible asset.

The costs of an IRU recognized as service contract is recognized as prepayment and amortized in the statement of income as incurred over the duration of the contract.

E.1.2. Impairment of non-financial assets

At each reporting date Millicom assesses whether there is an indication that a non-financial asset may be impaired. If any such indication exists, or when annual impairment testing for a non-financial asset is required, an estimate of the asset’s recoverable amount is made. The recoverable amount is determined based on the higher of its fair value less cost to sell, and its value in use, for individual assets, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.

Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. Where no comparable market information is available, the fair value, less cost to sell, is determined based on the estimated future cash flows discounted to their present value using a discount rate that reflects current market conditions for the time value of money and risks specific to the asset. The foregoing analysis also evaluates the appropriateness of the expected useful lives of the assets. Impairment losses related to assets of continuing operations are recognized in the consolidated statement of income in expense categories consistent with the function of the impaired asset.

At each reporting date an assessment is made as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. Other than for goodwill, a previously recognized impairment loss is reversed if there has been a change in the estimate used to determine the asset’s recoverable amount since the last impairment loss was recognized. If so, the carrying amount of the asset is increased and cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. After such a reversal, the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.

F-66

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

E.1.3. Movements in intangible assets

Movements in intangible assets in 2025

Goodwill Customer Lists IRUs Trademarks Other (i) Total
(US millions)
Opening balance, net 4,094 679 25 912 359 6,908
Change in scope (see note A.1.2. and A.2.2.) 127 163 4 546
Additions 65 572
Amortization charge (92) (6) (129) (319)
Impairment (4) (4)
Disposals, net (2) (2)
Transfers 1 1 (2)
Transfer to/from held for sale (see note E.4) (4)
Exchange rate movements 44 3 3 6 102
Closing balance, net 4,265 753 20 915 297 7,798
Cost or valuation 4,265 1,381 178 1,248 1,422 10,848
Accumulated amortization and impairment (628) (158) (333) (1,125) (3,050)
Net 4,265 753 20 915 297 7,798

All values are in US Dollars.

Movements in intangible assets in 2024

Goodwill Customer Lists IRUs Trademarks Other (i) Total
(US millions)
Opening balance, net 4,107 769 33 910 408 7,785
Change in scope (see note A.1.2.) 114
Additions 1 97 221
Amortization charge (92) (9) (138) (319)
Impairment (ii) (5) (8)
Disposals, net (1) 1
Asset retirement obligation 1
Transfers 3 24 30
Transfer to/from held for sale (9) (870)
Exchange rate movements (13) 2 (2) 2 (16) (47)
Closing balance, net 4,094 679 25 912 359 6,908
Cost or valuation 4,094 1,211 169 1,240 1,302 9,611
Accumulated amortization and impairment (533) (144) (329) (943) (2,703)
Net 4,094 679 25 912 359 6,908

All values are in US Dollars.

(i)    Other includes mainly software costs.

(ii)     During the year ended December 31, 2024, Millicom decommissioned an IT software and as a result recorded $7 million under operating expenses as impairment charges.

F-67

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

E.1.4. Cash used for the purchase of other intangible assets

Cash used for intangible asset additions

2025 2023
(US millions)
Additions 65 116
Change in advances to suppliers 3 (3)
Change in accruals and payables for intangibles 23 21
Cash used for additions 91 133

All values are in US Dollars.

E.1.5. Goodwill and indefinite useful life trademarks

Allocation of Goodwill to cash generating units (CGUs)

2025
(US millions)
Guatemala 2,489
Panama 907
El Salvador 194
Costa Rica 142
Paraguay 49
Colombia 158
Nicaragua 197
Bolivia 2
Uruguay (see note A.1.2.) 127
Ecuador (see note A.1.2.)
Total 4,265

All values are in US Dollars.

Allocation of indefinite useful life trademarks to cash generating units (CGUs)

2025
(US millions)
Guatemala 915
Total 915

All values are in US Dollars.

E.1.6. Impairment testing of goodwill and indefinite useful life trademarks

Goodwill and indefinite useful life trademarks from CGUs are tested for impairment at least once a year and more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Impairment losses on goodwill are not reversed.

Goodwill arising on business combinations is allocated to each of the Group’s CGUs or groups of CGUs that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the Group are assigned to those units or groups of units. Each unit or group of units to which the goodwill is allocated:

•    Represents the lowest level within the Group at which the goodwill is monitored for internal management purposes; and

•    Is not larger than an operating segment.

Impairment is determined by assessing the value-in-use and, if appropriate, the fair value less costs to sell of the CGU (or group of CGUs), to which goodwill relates.

Impairment testing at December 31, 2025 and at December 31, 2024

Goodwill and indefinite useful life trademarks were tested for impairment by assessing the recoverable amount against the carrying amount of the CGU based on discounted cash flows. The recoverable amounts are based on value-in-use. The value-in-use is

F-68

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

determined based on the method of discounted cash flows. The cash flow projections used (operating profit margins, income tax, working capital, capex and license renewal cost) are extracted from business plans approved by management, covering a ten-year planning horizon.

The Group uses a ten-year planning horizon to obtain a stable business outlook, in particular due to the long investment cycles in the industry and the long-term planned and expected investments in licenses and spectrum, with expenditures extending beyond 10 years. Moreover, we operate in emerging markets where telecom operators still have significant opportunities for continued penetration and growth. Our markets are mostly consolidated, with two or three players per market, therefore, using ten-year projections reduces the emphasis on terminal values.

Additionally, the Group has performed a sensitivity analysis to assess the potential impact on carrying values when using a five-year plan instead. The results of this analysis indicate that applying perpetuity growth rates at the end of an initial five-year plan does not result in any impairment. Furthermore, it does not reduce the recoverable value by more than 8% in any CGU as compared to the recoverable amount derived from the ten-year plan.

Cash flows beyond this period are extrapolated using a perpetual growth rate. Management validates the reasonableness of the results of the test by comparing the share price implied by the 'sum of the parts' with the market share price. Any gap is reviewed, analyzed and documented. When value-in-use results are lower than the carrying values of the CGUs, management determines the recoverable amount by using the fair value less cost of disposal (FVLCD) of the CGUs. FVLCD is usually determined by using recent offers received from third parties (Level 1).

For the years ended December 31, 2025 and 2024, management concluded that no impairment should be recorded in the Group consolidated financial statements.

Key assumptions used in value in use calculations

The process of preparing the cash flow projections considers the current market condition of each CGU, analyzing the macroeconomic, competitive, regulatory and technological environments, as well as the growth opportunities of the CGUs. Therefore, a growth target is defined for each CGU, based on the appropriate allocation of operating resources and the capital investments required to achieve the target. The foregoing forecasts could differ from the results obtained through time; however, the Group prepares its estimates based on the current situation of each of the CGUs. Relevance of budgets used for the impairment test is also reviewed annually, with management performing regressive analysis between actual figures and budget/Long Range Plans (LRPs) used for previous year impairment test.

The cash flow projections for all CGUs is most sensitive to the following key assumptions:

•EBITDA margin is determined by dividing EBITDA by total revenues.

•CAPEX intensity is determined by dividing CAPEX by total revenues.

•Perpetual growth rate does not exceed the countries' GDP.

•Weighted average cost of capital (“WACC”) is used to discount the projected cash flows.

The most significant estimates used for the 2025 and 2024 impairment test are shown below:

CGU Average EBITDA margin (%) (i) Average CAPEX intensity (%) (i) Perpetual growth rate (%) WACC rate after tax (%) (ii)
2025 2024 2025 2024 2025 2024 2025 2024
Bolivia 47.7 46.9 14.3 14.8 0.5 1.0 13.6 22.9
Colombia 45.1 41.4 15.0 11.2 0.5 2.0 9.5 8.9
Costa Rica 35.8 37.7 13.2 16.4 0.5 8.2 8.2
Ecuador 47.5 n/a 12.7 n/a 1.0 n/a 11.7 n/a
El Salvador 48.8 47.8 13.8 11.9 1.0 1.0 10.6 10.2
Guatemala 56.7 55.9 9.6 8.3 1.0 1.0 8.9 8.7
Nicaragua 51.7 50.5 14.5 15.1 0.5 2.0 13.1 15.3
Panamá 51.2 51.0 11.9 10.9 1.0 1.0 8.8 9.4
Paraguay 52.2 50.8 11.8 12.9 0.5 8.8 8.6
Uruguay 47.5 n/a 9.5 n/a 1.0 n/a 7.6 n/a

(i) Average is computed over the period covered by the plan.

(ii) Millicom uses post-tax rate for the impairment-test, the difference with the pre-tax not resulting in different conclusions.

F-69

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Sensitivity analysis to changes in assumptions

Management performed a sensitivity analysis on key assumptions within the test. The following maximum increases or decreases, expressed in percentage points, were considered for all CGUs:

Reasonable changes in key assumptions (%)
Financial variables 2025 2024
WACC rates +/- 2 +/-2
Perpetual growth rates +/-1 +/-1
Operating variables
EBITDA margin +/-3 +/-3
CAPEX intensity +/-2 +/-1

At December 31, 2025 and the sensitivity analysis shows no impairment under the above mentioned changes in assumptions for all CGUs. At December 31, 2024, the sensitivity analysis shows no impairment under the above mentioned changes in assumptions for all CGUs, except for Nicaragua where. if the assumptions used in the impairment test were changed to a greater extent than as presented in the following table, the changes would, in isolation, trigger a potential impairment loss being recognised for the Nicaragua CGU in the year ended December 31, 2024 .

2024
Change required for carrying value to equal recoverable amount CGU
Nicaragua
Financial variables
WACC rate +109bps
Perpetual growth rates n/a
Operating variables
Average EBITDA margin (1.95)%
CAPEX intensity n/a

E.2. Property, plant and equipment

E.2.1. Accounting for property, plant and equipment

Items of property, plant and equipment are stated at historical cost less accumulated depreciation and accumulated impairment. Historical cost includes expenditure that is directly attributable to acquisition of items. The carrying amount of replaced parts is derecognized.

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset and the remaining life of the license associated with the assets, unless the renewal of the license is contractually possible.

The assets’ residual value and useful life is reviewed, and adjusted if appropriate, at each statement of financial position date.

As explained in the Introduction note, during 2024, we revised the estimated useful lives of our fiber optic network assets and related equipment/software. As a result, the estimated useful lives of the Group's Fiber Optic Network useful life were changed from 15 years to 25 years while the related equipment/Software useful life range was increased to 5-10 years (previously 5-7 years for equipment and 5 years for software). Additionally, during 2023, the estimated useful lives of some property, plant and equipment were revised. As a result, the estimated useful lives of the Group's towers, poles and ducts were changed from 15 to 25 years, while the related civil works' useful lives were increased from 10 to 15 years. Refer to the Introduction - Estimates note for further details.

Estimated useful lives Duration
Buildings Up to 40 years
Networks (including civil works) 5 to 25 years
Other 2 to 10 years

F-70

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. An asset’s carrying amount is written down immediately to its recoverable amount if its carrying amount is greater than its estimated recoverable amount.

Construction in progress consists of the cost of assets, labor and other direct costs associated with property, plant and equipment being constructed by the Group, or purchased assets which have yet to be deployed. When the assets become operational, the related costs are transferred from construction in progress to the appropriate asset category and depreciation commences.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. Ongoing routine repairs and maintenance are charged to the statement of income in the financial period in which they are incurred.

Costs of major inspections and overhauls are added to the carrying value of property, plant and equipment and the carrying amount of previous major inspections and overhauls is derecognised.

Equipment installed on customer premises which is not sold to customers is capitalized and amortized over the customer contract period.

A liability for the present value of the cost to remove an asset on both owned and leased sites (for example cell towers) and for assets installed on customer premises (for example set-top boxes), is recognized when a present obligation for the removal exists. The corresponding cost of the obligation is included in the cost of the asset and depreciated over the useful life of the asset, or lease period if shorter.

Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset are capitalized as part of the cost of that asset when it is probable that such costs will contribute to future economic benefits for the Group and the costs can be measured reliably.

E.2.2. Movements tangible assets

Movements in tangible assets in 2025

Network Equipment Construction in Progress Other(i) Total
(US millions)
Opening balance, net 2,271 370 35 2,847
Change in scope (see note A.1.2. and A.2.2.) 293 55 14 387
Additions 133 508 12 654
Impairments/reversal of impairment, net 2 (1) 2
Disposals, net (81) (3) (84)
Depreciation charge (669) (25) (710)
Asset retirement obligations 46 49
Transfers 523 (561) 29 (3)
Exchange rate movements 68 8 85
Other 4
Closing balance, net 2,591 376 65 3,226
Cost or valuation 10,175 376 416 11,411
Accumulated depreciation and impairment (7,584) (351) (8,185)
Net at December 31, 2025 2,591 376 65 3,226

All values are in US Dollars.

F-71

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Movements in tangible assets in 2024

Network equipment Construction in progress Other(i) Total
(US millions)
Opening balance, net 2,507 394 44 3,107
Change in scope (see note A.1.2.) 114 1 115
Additions 118 433 5 579
Disposals, net (11) (5) (16)
Depreciation charge (671) (23) (710)
Asset retirement obligations 23 27
Transfers 404 (445) 9 (26)
Transfers from/(to) assets held for sale <br>(see note E.4.) (122) (122)
Exchange rate movements (90) (8) (107)
Closing balance, net 2,271 370 35 2,847
Cost or valuation 8,767 370 338 9,803
Accumulated depreciation and impairment (6,496) (303) (6,956)
Net at December 31, 2024 2,271 370 35 2,847

All values are in US Dollars.

(i)    Other mainly includes office equipment and motor vehicles.

Borrowing costs capitalized for the years ended December 31, 2025, 2024 and 2023 were not significant.

E.2.3. Cash used for the purchase of tangible assets

Cash used for property, plant and equipment

2025 2023
(US millions)
Additions 654 694
Change in advances to suppliers 7 3
Change in accruals and payables for property, plant and equipment (10) 116
Cash used 650 814

All values are in US Dollars.

E.3. Right of use assets

Right-of-use assets are measured at cost comprising the following:

•the amount of the initial measurement of lease liability

•any lease payments made at or before the commencement date less any lease incentives received

•any initial direct costs, and

•restoration costs

Refer to note C.4. for further details on lease accounting policies.

F-72

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Movements in right of use assets in 2025

Right-of-use assets Sites rental Tower rental Capacity Other network equipment Other Total
(US millions)
Opening balance, net 164 477 29 14 6 792
Change in scope (see note A.1.2) 314 314
Additions (see note A.1.3) 34 1,154 1 14 1,210
Modifications 38 190 5 1 272
Disposals (12) (34) (1) (3) (53)
Depreciation (42) (160) (7) (4) (2) (249)
Asset retirement obligations 1 1 1 3
Transfers 2 3
Transfers to/from assets held for sale (see note E.4) (23) (23)
Exchange rate movements (7) 76 79
Closing balance, net 153 2,021 23 29 2 2,346
Cost of valuation 376 2,607 180 40 6 3,489
Accumulated depreciation and impairment (223) (586) (157) (11) (4) (1,142)
Net at 31 December 2025 153 2,021 23 29 2 2,346

All values are in US Dollars.

Movements in right of use assets in 2024

Right-of-use assets Land and buildings Tower rental Capacity Other network equipment Other Total
(US millions)
Opening balance, net 130 537 27 16 9 896
Additions 13 99 8 1 126
Modifications 13 59 1 2 125
Impairments (1) (3) (4)
Disposals (9) (8) (3) (39)
Depreciation (36) (109) (6) (2) (3) (204)
Asset retirement obligations 1 1
Transfers 1 (1)
Transfer to/from held for sale (74) (76)
Exchange rate movements (9) (25) (34)
Closing balance, net 101 477 29 14 6 792
Cost of valuation 233 785 54 24 15 1,497
Accumulated depreciation and impairment (132) (308) (26) (10) (9) (705)
Net at 31 December 2024 101 477 29 14 6 792

All values are in US Dollars.

E.4. Assets held for sale

If Millicom decides to sell subsidiaries, investments in joint ventures or associates, or specific non-current assets in its businesses, these items qualify as assets held for sale if certain conditions are met and necessary regulatory approvals obtained.

F-73

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

E.4.1. Classification

Non-current assets (or disposal groups) are classified as assets held for sale and stated at the lower of carrying amount and fair value less costs to sell if their carrying amount is expected to be recovered principally through sale, not through continuing use. Liabilities of disposal groups are classified as Liabilities directly associated with assets held for sale.

E.4.2. Millicom’s assets held for sale

As of December 31, 2025 assets held for sale amounts to $1 million (and relate to Property, plant and equipment, net from Tigo Colombia). As of December 31, 2024 the following assets qualified as assets held for sale. For further details on assets held for sale and discontinued operations, please refer to note A.4. and note A.1.3. ("Assets held for sale - Towers sales in Colombia" ;"Assets held for sale / Disposal Group- Mobile Network sharing agreement in Colombia"; Lati Disposal - Lati Operations and other assets).

Assets held for sale - Summary

Assets and liabilities reclassified as held for sale (In millions of U.S. dollars) December 31, 2024
Towers sale in Colombia related to the third batch 1
Mobile network sharing agreement in Colombia 613
Towers sale (including certain lease transfers) in Nicaragua 13
Total assets of held for sale 627
Towers sale in Colombia related to the third batch 1
Mobile network sharing agreement in Colombia 698
Towers sale (including certain lease transfers) in Nicaragua 10
Total liabilities directly associated with assets held for sale 709
Net assets held for sale / book value (83)

F. Other assets and liabilities

F.1. Trade receivables

Millicom’s trade receivables mainly comprise interconnect receivables from other operators, postpaid mobile and residential cable subscribers, as well as B2B customers. The nominal value of receivables adjusted for impairment approximates the fair value of trade receivables.

2025
(US millions)
Gross trade receivables 1,027
Less: provisions for expected credit losses (500)
Trade receivables, net 527

All values are in US Dollars.

F-74

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Movements in provisions for expected credit losses in 2025

Allowance for doubtful accounts - Trade receivables Total
(US millions)
Opening balance, net (407) (411)
Change in scope (see note A.1.2. and A.2.2.) (31) (31)
(Additional)/Reversal Allowances (113) (113)
Used 79 79
Transfers 2 2
Translation differences (26) (27)
Other 1 1
Closing balance, net (495) (500)

All values are in US Dollars.

Aging of trade receivables

Neither past due nor impaired Past due (net of impairments)
30–90 days Total
(US millions)
2025:
Telecom operators 12 6 7 24
Own customers 294 77 60 430
Others 44 7 21 72
Total 350 90 87 527
2024:
Telecom operators 8 8 10 26
Own customers 214 47 42 303
Others 29 9 22 61
Total 252 64 74 390

All values are in US Dollars.

Trade receivables are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method, less provision for expected credit losses. The Group recognizes an allowance for expected credit losses (ECLs) applying a simplified approach in calculating the ECLs. Therefore, the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime of ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. The provision for expected credit losses is recognized in the consolidated statement of income within 'Equipment, programming and other direct costs'.

F.2. Inventories

Inventories are stated at the lower of cost and net realizable value. Cost is determined using the first-in, first-out method. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses.

F-75

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Inventories

2025
(US millions)
Telephone and equipment 56
SIM cards 4
Other 10
Inventory at December 31, 70

All values are in US Dollars.

Movements in provisions for inventories in 2025

Allowance for Telephone and equipment - Obsolescence Total
(US$ millions)
Opening balance, net (3) (3)
Change in scope (1) (1)
(Additional)/Reversal Allowances (1) (1)
Used 1 1
Closing balance, net (5) (5)

F.3. Trade payables

Trade payables are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method where the effect of the passage of time is material.

Supplier Finance Arrangements

From time to time, the Group enters into agreements to extend payment terms with various suppliers, and with factoring companies when such payments are discounted. Specifically, in March 2022, Millicom started, as part of its working-capital management strategy, to implement a supplier finance program with Citibank that as of December 31, 2025 covers six countries (El Salvador, Honduras, Nicaragua, Panama, Paraguay and Guatemala). In this program, Millicom designates Citibank as its paying agent, allowing participating suppliers – who enter into a separate agreement with Citibank – to transfer the rights of the approved invoices to Citibank. Millicom negotiates with the supplier payment terms until 180 days and offers the supplier the option to join a program with Citibank. Citibank settles any approved supplier invoices at the supplier's option on or before the original due date (non-recourse early-payment at market-based discount rates with no further security or guarantees granted by Millicom) while Millicom pays to Citibank at the invoices' due date, under the same terms and conditions that were originally agreed with the suppliers. The liabilities related to the invoices included in the program remain classified as trade payables and cash flows as operating cash flows. As of December 31, 2025, the outstanding balance of invoices transferred from suppliers to Citibank is $163 million (2024: $29 million). Of the outstanding amount as of December 31, 2025, $152 million relate to invoices for which Citibank had already remitted payments to suppliers as of the reporting date.

As the arrangements concentrate a portion of payables within Citibank, supporting payment flexibility and supplier relationships, a reduction or withdrawal of program capacity could require accelerated settlements or alternative funding, thereby increasing near‑term working‑capital needs. As further disclosed in Note D.5., Millicom maintains diversified funding sources including the use of bank loans, bonds and Development Finance Institutions (DFI) loans and Millicom believes that there is sufficient liquidity available in the markets to meet ongoing liquidity needs, but if needed Millicom would be able to arrange international funding and also used its Revolving Credit Facility of $600 million which is unused as of 31December 2025.

F-76

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

F.4. Current and non-current provisions and other liabilities

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, if it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset, but only when the reimbursement is virtually certain.

The expense relating to any provision is presented in the statement of income net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, risks specific to the liability. Where discounting is used, increases in the provision due to the passage of time are recognized as interest expenses.

F.4.1. Current provisions and other liabilities

Current

2025
(US millions)
Current Provisions subtotal (see below) 45
Deferred revenue 106
Customer deposits 15
Tax payables 53
Customer and MFS distributor cash balances 31
Withholding tax on payments to third parties 63
Other current liabilities (i) 151
Total 464

All values are in US Dollars.

(ii) Includes $30 million installment still payable on or before July 15, 2026 on the now settled Telefonica Costa Rica case (see note G.3.1.).

Movements in current provisions in 2025

Current provisions Asset retirement obligations Employment obligations Tax risks<br>(See Note G.3.2.) Other Total
(US millions)
Opening balance 8 10 20 5 141
Additions 2 5 1 11
Used (Payments) (2) (11) (4) (40)
Reversals (1) (7)
Transfers 1
Transfers to other liabilities (see note G.3.1) (62)
Exchange rate movements 3 2
Closing balance 8 4 20 4 45

All values are in US Dollars.

F-77

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

F.4.2. Non-current provisions and other liabilities

Non-current

2025
(US millions)
Non-current legal provisions 16
Long-term portion of asset retirement obligations 201
Long-term employment obligations 81
Other provisions 14
Non-Current provisions subtotal (see below) 312
Long-term portion of deferred income on tower sale and leasebacks recognized 13
Other non-current liabilities 65
Total 390

All values are in US Dollars.

Movements in Non-current provisions in 2025

Non-Current provisions Asset retirement obligations Benefit obligations Other Total
(US millions)
Opening balance 159 59 2 225
Change in scope 8 16 12 36
Additions 49 11 72
Used (Payments) (14) (8) (22)
Reversals (5) (4) (10)
Financial Update 10 10
Transfers (1)
Transfer to/from held for sale (10) (10)
Exchange rate movements 4 7 11
Closing balance 201 81 14 312

All values are in US Dollars.

F.4.3. Non-current payables and accruals for capital expenditure

Non-current payables and accruals for capital expenditure include an amount of $662 million (December 31, 2024: $140 million and $695 million classified as Liability Held for Sale), in relation to spectrum and license payables in Colombia. The major part of this payable is related to:

1) the acquisition, in December 2019, of licenses granting the right to use a total of 40 MHz in the 700 MHz band in Colombia. This 20-year license will expire in 2040. During the same auction, Tigo Colombia also acquired 55 MHz in the 1900 band and 30 MHz of AWS. Tigo Colombia agreed to a total notional consideration of COP 2.45 billion of which approximately 55% is payable in cash and 45% in coverage obligations.

An initial payment of approximately $33 million was made in 2020, with the remainder payable in 12 annual installments beginning in 2026 and ending in 2037. The 55% cash portion bears interest at a rate corresponding to the Government Títulos de Tesorería (TES). In April and May 2020, local management received permission to operate the 40 Mhz in the 700 MHz band and accounted for the spectrum as an intangible asset at an amount of $388 million corresponding to the net present value of the future payments, plus other costs directly attributable to this acquisition.

As from December 2024, these licenses started to be transferred to the "Union Temporal".

2) in February 2023, the renewal of the spectrum license related to 1900 Mhz band for an additional period of 20 years. The total consideration amounts to COP 1.14 billion). The first payment representing 20% of the total consideration occurred in October 2023.

F-78

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

In October 2025, this license have been transferred to the "Union Temporal". As of December 31, 2025, the outstanding payable in relation to this license amount to $124 million (December 31, 2024: $239 million classified as Liabilities Held for Sale). The remaining consideration will be in annual installments over the remaining period ending in 2043 and bears interest at the moving average of the last 24 months consumer price index (CPI) rate.

Current payables and accruals for capital expenditure mainly relate to the portion of the same liabilities disclosed under non-current payables that are contractually due within the next twelve months following the reporting date.

F.5. Assets and liabilities related to contract with customers

Contract assets, net

2025
(US millions)
Long-term portion 27
Short-term portion 65
Less: provisions for expected credit losses (4)
Total 88

All values are in US Dollars.

Contract liabilities

2025
(US millions)
Long-term portion 1
Short-term portion 143
Total 144

All values are in US Dollars.

The Group recognized revenue for $117 million in 2025 (2024: $131 million) that was included in the contract liability balance at the beginning of the year.

The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at December 31, 2025 is $120 million ($118 million is expected to be recognized as revenue in the 2026 financial year and the remaining $2 million in the 2027 financial year or later). This amount does not consider contracts that have an original expected duration of one year or less, neither contracts in which consideration from a customer corresponds to the value of the entity’s performance obligation to the customer (i.e. billing corresponds to accounting revenue).

Contract costs, net (i)

FY25
(US millions)
Net at January 1 12
Change in scope 13
Contract costs capitalized 5
Amortization of contract costs (4)
Net at December 31 26

All values are in US Dollars.

(i)    Incremental costs of obtaining a contract are expensed when incurred if the amortization period of the asset that Millicom otherwise would have recognized is one year or less.

F.6. Prepayments, accrued income and supplier advances for capital expenditure

Prepayments mainly relate to prepaid expenses related to network maintenance services, IT service, software licenses and municipal taxes.

Accrued income are receivables for services rendered but not yet invoiced such as revenues from mobile and fixed services cycles and government projects.

F-79

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

Supplier advances includes project advances for capital expenditures expected to be capitalized in property plant and equipment.

G. Additional disclosure items

G.1. Fees to auditors

2025 2023
KPMG Ernst & Young
(US millions)
Audit fees 4.7 5.6
Audit related fees 0.8 0.8
Tax fees 0.2
Other fees 0.3
Total 5.6 6.9

All values are in US Dollars.

G.2. Capital and operational commitments

Millicom has a number of capital and operational commitments to suppliers and service providers in the normal course of its business. These commitments are mainly contracts for acquiring network and other equipment, and leases for towers and other operational equipment.

G.2.1. Capital commitments

At December 31, 2025, the Group had fixed commitments to purchase network equipment, other fixed assets and intangible assets of $305 million of which $280 million are due within one year (December 31, 2024: $285 million of which $215 million were due within one year). The Group’s share of commitments in the Honduras joint venture is $31 million, of which $31 million are due within one year (December 31, 2024: $19 million, all of which were due within one year). Additionally, the Group's share of commitments in the UNIRED joint operation (see note A.2.2.) is $16 million of which $16 million are due within one year (December 31, 2024: $6 million all of which were due within one year).

G.3. Contingent liabilities

G.3.1. Litigation and legal risks

The Group is contingently liable with respect to lawsuits, legal, regulatory, commercial and other legal risks that arise in the normal course of business. As of December 31, 2025, the total amount of claims brought against the Company and its subsidiaries is $146 million, (December 31, 2024: $209 million, including the Costa Rica case described below). The Group's share of the comparable exposure for its joint venture in Honduras is $3 million (December 31, 2024: $8 million).

As at December 31, 2025, $37 million has been provisioned by its subsidiaries for these risks in the consolidated statement of financial position, (December 31, 2024: $104 million, including the Costa Rica case described in the below paragraph). The Group’s share of provisions made by the joint venture in Honduras was $1 million (December 31, 2024: $1 million). While it is not possible to ascertain the ultimate legal and financial liability with respect to these claims and risks, the ultimate outcome is not anticipated to have a material effect on the Group’s financial position and results of operations.

On February 13, 2024, the New York Supreme Court granted summary judgment in favor of a breach of contract claim filed by Telefónica after Millicom terminated the acquisition of Telefónica's Costa Rican business in 2020. The Court also ruled in favor of Telefónica's methodology for calculating prejudgment interest. On December 17, 2024, the First Department of the New York Appellate Division upheld the trial court's ruling against Millicom regarding breach of contract but reversed the trial court's ruling regarding the calculation of damages and adopted Millicom's methodology for calculation. In July 2025, Millicom and Telefónica reached a mutual settlement in the breach of contract case related to Millicom's termination of the acquisition of Telefonica's Costa Rican business (with a $30 million installment still payable on or before July 15, 2026 and another $32 million installment still payable on or before July 15, 2027). As of December 31, 2024, Millicom recorded a legal provision of approximately $88 million impacting the Non-Operating Expenses, net line in the Statement of Income for the year ended December 31, 2024.

F-80

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

On November 10, 2025, the Company’s subsidiary, Comunicaciones Celulares S.A. ("TIGO Guatemala"), entered into a Deferred Prosecution Agreement (the “DPA”) with the United States Department of Justice, Criminal Division, Fraud Section, and the U.S. Attorney’s Office for the Southern District of Florida (collectively, the "DOJ"). The DPA resolves the DOJ's investigation into violations of the U.S. Foreign Corrupt Practices Act ("FCPA") related to TIGO Guatemala's past activities in Guatemala. The Company’s parent, Millicom International Cellular S.A. ("Millicom"), is also a party to the DPA and has agreed to certain terms and obligations thereunder. As of December 31, 2025, Millicom recognized an expense of approximately $118 million impacting the Non-Operating Expenses, net line in the Statement of Income for the year ended December 31, 2025.

Under the terms of the DPA, the DOJ has filed a one-count criminal Information charging TIGO Guatemala with conspiracy to commit an offense against the United States in violation of the FCPA. The DPA has a term of two years, during which prosecution of TIGO Guatemala will be deferred. The key terms of the DPA include:

•Financial Settlement: TIGO Guatemala has agreed to pay a total of approximately $118 million, which consists of a criminal monetary penalty of approximately $60 million and the forfeiture of approximately $58 million in proceeds. TIGO Guatemala subsequently paid the penalty and forfeiture amount of approximately $118 million in November of 2025.

•Compliance and Reporting Obligations: TIGO Guatemala and Millicom are required to continue cooperating fully with the DOJ. They have also committed to maintaining their compliance programs and internal controls to prevent and detect violations of anti-corruption laws. Furthermore, during the term of the DPA, the companies are required to provide periodic reports to the DOJ regarding their remediation and compliance efforts.

•Contingent Outcome: Provided that TIGO Guatemala and Millicom fully comply with all of their obligations under the DPA for its two-year term, the DOJ will seek dismissal with prejudice of the criminal Information. If, however, the DOJ determines in its sole discretion that a breach of the DPA has occurred, TIGO Guatemala could be subject to prosecution for the conduct described in the Information, and the Company could face additional sanctions or penalties.

Management is committed to fulfilling all of the Company's obligations under the DPA.

Other

At December 31, 2025, Millicom has various other less significant claims which are not disclosed separately in these consolidated financial statements because they are either not material or the related risk is remote.

G.3.2. Tax related risks and uncertain tax position

The Group operates in developing countries where the tax systems, regulations and enforcement processes have varying stages of development creating uncertainty regarding the application of the tax law and interpretation of tax treatments. The Group is also subject to regular tax audits in the countries where it operates. When there is uncertainty over whether the taxation authority will accept a specific tax treatment under the local tax law, that tax treatment is therefore uncertain. The resolution of tax positions taken by the Group, through negotiations with relevant tax authorities or through litigation, can take several years to complete and, in some cases, it is difficult to predict the ultimate outcome. Therefore, judgment is required to determine liabilities for taxes.

In assessing whether and how an uncertain tax treatment affects the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, the Group assumes that a taxation authority with the right to examine amounts reported to it will examine those amounts and have full knowledge of all relevant information when making those examinations.

The Group has a process in place, and applies significant judgment, in identifying uncertainties over income tax treatments. Management considers whether or not it is probable that a taxation authority will accept an uncertain tax treatment. On that basis, the identified risks are split into three categories (i) remote risks (risk of outflow of tax payments are up to 5%), (ii) possible risks (risk of outflow of tax payments assessed from 5% to 50%) and probable risks (risk of outflow is more than 50%). The process is repeated every quarter by the Group.

If the Group concludes that it is probable or certain that the taxation authority will accept the tax treatment, the risks are categorized either as possible or remote, and it determines the taxable profit (tax loss), tax bases, unused tax losses, unused tax credits or tax rates consistently with the tax treatment used or planned to be used in its income tax filings. The risks considered as possible are not provisioned but disclosed as tax contingencies in the Group consolidated financial statements while remote risks are neither provisioned nor disclosed.

If the Group concludes that it is probable that the taxation authority will not accept the Group’s interpretation of the uncertain tax treatment, the risks are categorized as probable, and are presented to reflect the effect of uncertainty in determining the related taxable profit (tax loss), tax bases, unused tax losses, unused tax credits or tax rates by generally using the most likely amount method – the single most likely amount in a range of possible outcomes.

F-81

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

If an uncertain tax treatment affects both deferred tax and current tax, the Group makes consistent estimates and judgments for both. For example, an uncertain tax treatment may affect both taxable profits used to determine the current tax and tax bases used to determine deferred tax.

If facts and circumstances change, the Group reassesses the judgments and estimates regarding the uncertain tax position taken.

At December 31, 2025, the tax risks exposure of the Group's subsidiaries is estimated at $376 million, for which provisions of $32 million have been recorded in tax liabilities; representing management's assessment of the probable cash outflow of eventual claims and required payments related to those risks (December 31, 2024: $304 million of which provisions of $54 million were recorded). The Group's share of comparable tax exposure and provisions in its joint venture amounts to $160 million (December 31, 2024: $134 million) and $8 million (December 31, 2024: $8 million), respectively.

G.4. Non-cash investing and financing activities

Non-cash investing and financing activities from continuing operations

Note 2025 2023
(US millions)
Investing activities
Acquisition of property, plant and equipment E.2.2. (3) 121
Acquisition of lease right of use assets obtained in exchange of lease liabilities (see note A.1.3) E.3. 1,210 63
Asset retirement obligations E.2.2. 49 30
Financing activities
Share based compensation B.4.1. 14 52

All values are in US Dollars.

G.5. Related party balances and transactions

The Group’s significant related parties are:

▪Xavier Niel, his subsidiaries and joint ventures, as well as his close family members.

•    EPM and subsidiaries (EPM), the non-controlling shareholder in our Colombian operations (see notes A.1.4. and C.7.4.);

Xavier Niel

Xavier Niel has significant expertise in the telecoms sector with a 30 year track record of innovation in the sector. He is the owner of the Iliad group, a leading telecoms provider present in France, Italy and Poland, as well as NJJ Holding, an investor in telecoms assets including in Switzerland and Ireland.

Xavier Niel has de facto control over Millicom, as holding, directly or indirectly (through Iliad group, Maya SAS and Atlas Investissement ultimately controlled by him) approximately 42.2% of Millicom's voting rights as of December 31, 2025. Additionally, Xavier Niel has as of December 31, 2025 representation in Millicom’s Board of Directors with the appointment of four (out of eight) non-Executive directors.

Empresas Públicas de Medellín (EPM)

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. See also Note H.

The Group had the following transactions with related parties:

F-82

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023
Expenses 2025 2023
--- --- ---
(US millions)
Purchases of goods and services from EPM (57) (45)
Iliad Holding Group (6)
Other expenses (10) (10)
Total (73) (55)
Income and gains 2025 2023
(US millions)
Sale of goods and services to EPM 16 12
Iliad Holding Group
Other revenue
Total 17 12

All values are in US Dollars.

The Group had the following balances with related parties:

December 31
2025
Liabilities (US millions)
Payables to Honduras joint venture(ii) 192
Payables to EPM 38
Payable to Iliad Holding Group 195
Other accounts payable 2
Total 427

All values are in US Dollars.

(ii)    Mainly dividends.

December 31
2025
Assets (US millions)
Receivables from EPM 2
Receivables from Honduras joint venture 19
Total 22

All values are in US Dollars.

F-83

Notes to the Consolidated Financial Statements<br><br>For the years ended December 31, 2025, 2024 and 2023

H. Subsequent Events

UNE EPM remaining shares acquisition

On January 27, 2026, Millicom was awarded 100% of the EPM's remaining shares in UNE EPM Telecomunicaciones S.A. (“UNE” or “Tigo Colombia”), following a winning bid in the public auction conducted by Empresas Públicas de Medellín E.S.P. ("EPM"). Millicom offered COP 418,741 per share, representing a total consideration of approximately COP 2.1 trillion (approximately $571 million). The transaction closed on January 29, 2026.

Acquisition of Telefónica’s Controlling Stake in Colombia Telecomunicaciones S.A. E.S.P. (Coltel)

On February 6, 2026, Millicom closed the acquisition of Telefónica’s controlling 67.5% equity stake in Colombia Telecomunicaciones S.A. E.S.P. (“Coltel”) in a tender offer that was conducted in accordance with the terms publicly disclosed, with a price of approximately $214.4 million for Telefónica’s controlling 67.5% equity stake in Coltel. Following the recent completion of the transaction, the initial accounting for the business combination is in progress.

Acquisition of Telefónica’s Operation in Chile Jointly with NJJ

On February 10, 2026, Millicom through a joint venture vehicle, Celtel Chile, S. L. (owned by Millicom Spain, S.L. at 49% and NJJ Cactus SAS at 51%), completed the acquisition of 100% of the shares of Telefónica Moviles Chile, S.A., pursuant to a Share Purchase Agreement (SPA) executed at the same date. The closing consideration was $50 million paid in cash. The SPA also provides for contingent consideration in the form of earn-out up to $150 million, determined by formulas and procedures set out in the SPA, without recourse to Millicom.

In addition, under a Call Option Agreement signed at closing, Millicom has two 30‑day windows following the fifth and sixth anniversaries of closing to acquire NJJ’s entire interest in Celtel Chile, S.L. at a price determined under the agreement’s valuation formulas; if Millicom does not exercise, NJJ obtains a subsequent 60‑day option to acquire Millicom’s interest using the same pricing methodology.

Agreement to sell MFS business in Paraguay

On January 5, 2026, Tigo Paraguay signed a Share Purchase Agreement ("SPA") to sell its Mobile Finance business in Paraguay (Mobile Cash Paraguay S.A. and Transcom S.A.) for a base price of $10 million (and a potential $7 million earn-out, contingent of SPA's conditions). As of the date of issuance of these financial statements, the transaction is still subject to certain regulatory approvals.

Debt Financing - Guatemala

On February 18, 2026 and on March 17, 2026, Tigo Guatemala executed two variable (one with a five-year term and the other with a six-year term) bank credit loans with Banco GYT Continental and Banco Agricola Mercantil, for an amount of GTQ 400 million each.

Debt Financing - Colombia

On March 11, 2026, Tigo Colombia executed a variable four-year term loan with Davivienda Bank, for an amount of COP 220,000 million. As from January 1, 2026 and until the issuance of these financial statements, Tigo Colombia partially repurchased its UNE Bond 3 (tranche B) for COP 31,000 million originally due in May 2026.

Lease amendments - Guatemala

Following the closings with SBA, Tigo Guatemala signed an MLA amendment for the use of ground space on January 22, 2026, This amendment has a 15-year term and is for a total annual amount of approximately $13 million (resulting in the recognition of right-of-use assets and lease liabilities for $119 million). Concurrently, the termination of prior lease agreements resulted in a decrease in the right-of-use assets by $68 million and lease liabilities by $74 million.

Annual Dividend proposal from the Board

On March 20, 2026, the Board proposed that the Annual General Meeting of its shareholders to be held in Luxembourg on May 20, 2026, declares an Annual Dividend of $3.00 per share payable in four equal quarterly installments: $0.75/share in July, 2026; $0.75/share in October, 2026: $0.75/share in January, 2027 and; $0.75/share in April, 2027.

F-84

micsaupdatedaoa21may2025

statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 1 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) “MILLICOM INTERNATIONAL CELLULAR S.A.” société anonyme siège social: 148-150, boulevard de la Pétrusse L-2330 Luxembourg (Grand-Duché de Luxembourg) R.C.S. Luxembourg B 40630 (la “Société”) La Société a été constituée suivant acte reçu par Maître Joseph KERSCHEN, alors notaire de résidence à Luxembourg-Eich (Grand-Duché de Luxembourg), le 16 juin 1992, publié au Mémorial C, Recueil Spécial des Sociétés et Associations, numéro 395, en date du 11 septembre 1992, et les statuts (les “Statuts”) ont été modifiés à plusieurs reprises et dernièrement suivant actes reçus par: • Maître Danielle KOLBACH, notaire alors de résidence à Redange-sur-Attert (Grand- Duché de Luxembourg), en date du 4 mai 2018, publié au Recueil Electronique des Sociétés et Associations, (“RESA”), le 22 mai 2018 sous le numéro RESA_2018_112; • Maître Danielle KOLBACH, notaire de résidence à Junglinster (Grand-Duché de Luxembourg): - en date du 7 janvier 2019, publié au RESA, le 6 février 2019 sous le numéro RESA_2019_031; et - en date du 28 février 2022, publié au RESA, le 29 mars 2022 sous le numéro RESA_2022_067; - en date du 17 juin 2022, publié au RESA, le 1er juillet 2022 sous le numéro RESA_2022_137; - en date du 28 juin 2022, publié au RESA, le 13 juillet 2022 sous le numéro RESA_2022_145; - en date du 23 mai 2024, publié au RESA, le 3 juin 2024 sous le numéro RESA_2024_126; - en date du 21 mai 2025 (assemblée générale extraordinaire avec refonte des statuts), publié au RESA, le 27 juin 2025 sous le numéro RESA_2025_137; et - en date du 21 mai 2025 (constat de réduction de capital), publié au RESA, le 4 juillet 2025 sous le numéro RESA_2025_143. STATUTS COORDONNÉS suite au constat de réduction de capital du 21 mai 2025 (actuellement en vigueur) UPDATED ARTICLES OF ASSOCIATION following the statement of capital decrease as of May 21, 2025 (currently in force)


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 2 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) CHAPTER I. FORM, NAME, REGISTERED OFFICE, OBJECT, DURATION Article 1. Form, Name. There is hereby established among the subscribers and all those who may become owners of the shares hereafter created the Company in the form of a public limited liability company (société anonyme) which will be governed by the laws of the Grand Duchy of Luxembourg (“Luxembourg”), notably the Luxembourg law of 10 August 1915 on commercial companies, as amended (the “Law”), article 1832 of the Luxembourg Civil Code, as amended, and the present articles of association (the “Articles”). The Company will exist under the name of “MILLICOM INTERNATIONAL CELLULAR S.A.”. Article 2. Registered Office. The Company will have its registered office in Luxembourg-City. The registered office of the Company may be transferred to any other place within Luxembourg by a resolution of the board of directors of the Company (the “Board”, its members being the “Director(s)”). In the event the Board determine that extraordinary political, economic or social developments have occurred or are imminent that would interfere with the normal activities of the Company at its registered office or with the ease of communications with such office or between such office and persons abroad, the registered office may be temporarily transferred abroad until the complete cessation of the abnormal circumstances. Such temporary measures will have no effect on the nationality of the Company, which, notwithstanding the temporary transfer of the registered office, will remain a Luxembourg company. Such temporary measures will be taken and notified to any interested parties by one of the bodies or persons entrusted with the daily management of the Company. Article 3. Purposes. The Company's purpose is to engage in all transactions pertaining directly or indirectly to the acquisition and holding of participating interests, in any form whatsoever, in any Luxembourg or foreign business enterprise, including but not limited to, the administration, management, control and development of any such enterprise. The Company may, in connection with the foregoing purposes, (i) acquire or sell by way of subscription, purchase, exchange or in any other manner any equity or debt securities or other financial instruments representing ownership rights, claims or assets issued by, or offered or sold to, any public or private issuer, (ii) issue any debt instruments exercise any rights attached to the foregoing securities or financial instruments, and (iii) grant any type of direct or indirect assistance, in any form, to or for the benefit of subsidiaries, affiliates or other companies in which it holds a participation directly or indirectly, including but not limited to loans, guarantees, credit facilities, technical assistance. In a general fashion the Company may carry out any commercial, industrial or financial operation and engage in such other activities as the Company deems necessary, advisable,


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 3 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) convenient, incidental to, or not inconsistent with, the accomplishment and development of the foregoing. Article 4. Duration. The Company is formed for an unlimited duration. CHAPTER II.- CAPITAL, SHARES. Article 5. Corporate Capital. The Company has an authorized capital of three hundred million United States dollars (USD 300,000,000) divided into two hundred million (200,000,000) shares with a par value of one United States dollar fifty cents (USD 1.50) each. The Company has an issued capital of two hundred and fifty-three million five hundred thousand United States dollars (USD 253,500,000) represented by one hundred and sixty-nine million (169,000,000) shares with a par value of one United States dollar and fifty cents (USD 1.50) each, fully paid-in. The authorized capital of the Company may be increased or reduced by a resolution of the shareholders of the Company (the “Shareholder(s)”) adopted in the manner required by the Law for amendment of these Articles. The Board is authorized and empowered to: (i) realize any increase of the issued capital within the limits of the authorized capital in one or several successive tranches, by issuing of new shares, against payment in cash or in kind, by conversion of claims, integration of distributable reserves or premium reserves, or in any other manner; (ii) determine the place and date of the issue or the successive issues, the issue price, the terms and conditions of the subscription of and paying up on the new shares; and (iii) remove or limit the preferential subscription right of the Shareholders in case of issue of shares against payment in cash to a maximum of new shares representing 5% of the then outstanding shares (including shares held in treasury by the Company itself). This authorization is valid until 4 May 2023, and it may be renewed by an extraordinary general meeting of the Shareholders for those shares of the authorized corporate capital which up to then will not have been issued by the Board. Following each increase of the corporate capital realized and duly stated in the form provided for by the Law, the first paragraph of this article 5 will be modified so as to reflect the actual increase; such modification will be recorded in authentic form by the Board or by any person duly authorized and empowered by it for this purpose. Article 6. Shares. The shares will be in the form of registered shares. The Company's shares may be held in electronic format in accordance with the requirements of the stock exchanges on which the Company's shares may be listed from time to time or may be represented by physical share certificates. Every holder of shares shall be entitled, without payment, to receive one registered certificate


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 4 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) for all such shares or to receive several certificates for one or more of such shares upon payment for every certificate after the first of such reasonable out-of-pocket expenses as the Board may from time to time determine. A registered holder who has transferred part of the shares comprised in his registered holding shall be entitled to a certificate for the balance without charge. Share certificates shall be signed by two Directors. But such signatures may be either manual, or printed, or by facsimile. The Company may issue temporary share certificates in such form as the Board may from time to time determine. Shares of the Company shall be registered in the register of the Shareholders which shall be kept by the Company or by one or more persons designated therefor by the Company; such register shall contain the name of each holder, his residence or elected domicile and the number of shares held by him. Every transfer and devolution of a share shall be entered in the register of the Shareholders. The shares shall be freely transferable. Transfer of shares shall be effected by delivering the certificate or certificates representing the same to the Company along with an instrument of transfer satisfactory to the Company or by written declaration of transfer inscribed in the register of the Shareholders, dated and signed by the transferor, or by persons holding suitable powers of attorney to act therefore. Every Shareholder must provide the Company with an address to which all notices and announcements from the Company may be sent. Such address will also be entered in the register of the Shareholders. In the event that such Shareholder does not provide such an address, the Company may permit a notice to this effect to be entered in the register of the Shareholders and the Shareholder's address will be deemed to be at the registered office of the Company, or such other address as may be so entered by the Company from time to time, until another address shall be provided to the Company by such Shareholder. The Shareholder may, at any time, change his address as entered in the register of the Shareholders by means of a written notification to the Company at its registered office or at such other address as may be set by the Company from time to time and notice thereof given to the Shareholders. The Company will recognise only one holder of a share of the Company. In the event of joint ownership, the Company may suspend the exercise of any right deriving from the relevant share until one person shall have been designated to represent the joint owners vis-a-vis the Company. If any Shareholder can prove to the satisfaction of the Company that his share certificate has been mislaid, lost, stolen or destroyed, then, at his request, a duplicate certificate may be issued under such conditions as the Company may determine subject to applicable provisions of the Law. Mutilated share certificates may be exchanged for new ones on the request of any Shareholder. The mutilated certificates shall be delivered to the Company and shall be annulled immediately.


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 5 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) The Company may repurchase its shares of common stock using a method approved by the Board of the Company in accordance with the Law and the rules of the stock exchange(s) on which the Company's common stock may be listed from time to time. The Board is authorized to cancel the repurchased shares of common stock. CHAPTER III.- BOARD, STATUTORY AUDITORS. Article 7. Board. The Company will be administered by a Board composed of at least 6 (six) members. Members of the Board need not be shareholders of the Company. The Directors, and the chair of the Board (the “Chair”), will be elected by the general meeting of shareholders (“General Meeting”), which will determine their number, for a period not exceeding 6 (six) years, and they will hold office until their successors are elected. Where a legal person is appointed as a director (the “Legal Entity”), the Legal Entity must designate a natural person as permanent representative (représentant permanent) who will represent the Legal Entity as a member of the Board in accordance with article 441-3 of the Law. In the event of a vacancy on the Board, the remaining Directors may meet and may elect by majority vote a director to fill such vacancy until the next General Meeting. Article 8. Meetings of the Board. The Board may choose a secretary, who need not be a director, and who shall be responsible for keeping minutes of the meetings of the Board and of the resolutions passed at the General Meeting. The Board will meet upon call by the Chair. A meeting of the board must be convened if any two Directors so require. The Chair shall preside at all meetings of the Board of the Company, except that in his absence the Board may elect by a simple majority of the Directors present another Director or a duly qualified third party as Chair of the relevant meeting. Except in cases of urgency or with the prior consent of all those entitled to attend, at least 3 (three) days' written notice of board meetings shall be given. Any such notice shall specify the time and place of the meeting and the nature of the business to be transacted. No such written notice is required if all the members of the Board are present or represented during the meeting and if they state to have been duly informed, and to have had full knowledge of the agenda of the meeting. The written notice may be waived by the consent in writings, whether in original, by telefax, or e-mail to which an electronic signature (which is valid under the Law) is affixed, of each member of the Board. Separate written notice shall not be required for meetings that are held at times and places determined in a schedule previously adopted by resolution of the Board. Every Board meeting shall be held in Luxembourg or at such other place as the Board may from time to time determine. Any member of the Board may act at any meeting of the Board by appointing in writing, whether in original, by telefax, or e-mail to which an electronic signature (which is valid under the


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 6 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) Law) is affixed, another Director as his or her proxy. A quorum of the Board shall be the presence of 4 (four) of the Directors holding office. Decisions will be taken by the affirmative votes of a simple majority of the Directors present or represented. Notwithstanding the foregoing, a resolution of the Board may also be passed in writing. Such resolution shall be unanimously approved by the Directors and shall consist of one or several documents containing the resolutions either (i) signed manually or electronically by means of an electronic signature which is valid under Luxembourg law or (ii) agreed upon via a consent in writing by e-mail to which an electronic signature (which is valid under Luxembourg law) is affixed. The date of such a resolution shall be the date of the last signature or, if applicable, the last consent. Any Director may participate in a meeting of the Board by conference call, video conference or similar means of communication equipment whereby (i) the Directors attending the meeting can be identified, (ii) all persons participating in the meeting can hear and speak to each other, (iii) the transmission of the meeting is performed on an on-going basis and (iv) the directors can properly deliberate, and participating in a meeting by such means shall constitute presence in person at such meeting. A meeting of the Board held by such means of communication will be deemed to be held in Luxembourg. Article 9. Minutes of meetings of the Board. The minutes of any meeting of the Board will be signed by the Chair of the meeting. Any proxies will remain attached thereto. Copies or extracts of such minutes of board meetings or written resolutions passed by the Board which may be produced in judicial proceedings or otherwise will be executed by the Chair, any Chair of the relevant meeting of the Board or any two members of the Board. Article 10. Powers of the Board. The Board is vested with the broadest powers to perform all acts necessary or useful for accomplishing the corporate object of the Company. All powers not expressly reserved by the Law or by the present Articles to the General Meeting are in the competence of the Board. Article 11. Delegation of Powers. The Board may delegate the daily management of the Company and the representation of the Company within such daily management to one or more Directors, officers, executives, employees or other persons who may but need not be Shareholders, or delegate special powers or proxies, or entrust determined permanent or temporary functions to persons or agents chosen by it. Article 12. Directors' Remuneration. Each of the Directors will be entitled to fees for acting as such at such rate as may from time to time be determined by resolution of the General Meeting. Any Director to whom is delegated daily management or who otherwise hold executive office will also be entitled to receive such


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 7 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) remuneration (whether by way of salary, participation in profits or otherwise and including pension salary and including pension contributions) as the Board may from time to time decide. Article 13. Conflict of Interests. No contract or other transaction between the Company and any other person shall be affected or invalidated by the fact that any director, officer or employee of the Company has a personal interest in, or is a Director, officer or employee of such other person, except that (x) such contract or transaction shall be negotiated on an arms' length basis on terms no less favourable to the Company than could have been obtained from an unrelated third party and, in the case of a director, the director shall abstain from voting on any matters that pertain to such contract or transaction at any meeting of the Board of the Company, and (y) any such personal interest shall be fully disclosed to the Company by the relevant director, officer or employee. In the event that any director or officer of the Company may have any personal interest in any transaction of the Company, he shall make known to the board such personal interest and shall not consider or vote on any such transaction, and such transaction and such director's or officer's interest therein shall be reported to the next General Meeting. Article 14. Indemnification. The Company shall indemnify any director or officer and his/her heirs, executors and administrators for any damages, compensations and costs to be paid by him/her and any expenses reasonably incurred by him/her as a consequence of, or in connection with any action, suit or proceeding to which he/she may be a party by reason of him/her being or having been a director or officer of the Company, or, at the request of the Company, of any other company of which the Company is a shareholder or creditor, except in relation to matters as to which he/she shall be finally judged in such action, suit or proceeding to be liable for gross negligence or wilful misconduct; in the event of a settlement, indemnification shall be provided only in connection with such matters covered by the settlement as to which the Company is advised by its legal counsel that the person to be indemnified did not commit such breach of duty. The foregoing right of indemnification shall not exclude other rights to which he/she may be entitled. The indemnification by the Company shall include the right of the Company to pay or reimburse a defendant's reasonable legal costs before any proceeding or investigation against the defendant shall have resulted in a final judgment, settlement or conclusion, provided the Company's Directors shall have determined in good faith that the defendant's actions did not constitute wilful and deliberate violations of the Law and shall have obtained the relevant legal advice to that effect. Article 15. Representation of the Company. The Company will be bound towards third parties by the joint signatures of any two Directors or by the individual signature of the person to whom the daily management of the Company has been delegated, within such daily management, or by the joint signatures or single signature of any persons to whom such signatory power has been delegated by the board, but only within the


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 8 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) limits of such power. Article 16. Auditors. The supervision of the operations of the Company is entrusted to one or more auditors who need not be Shareholders. The auditors will be elected by the General Meeting by a simple majority of the votes present or represented at such General Meeting, which will determine their number, for a period not exceeding (6) six years. They will hold office until their successors are elected. They are re-eligible, but they may be removed at any time, with or without cause, by a resolution adopted by a simple majority of the Shareholders present or represented at the General Meeting. CHAPTER IV.- MEETINGS OF SHAREHOLDERS. Article 17. Powers of the General Meeting. Any regularly constituted General Meeting of the Company represents the entire body of the Shareholders. It has the powers conferred upon it by the Law. Article 18. The Board will determine in the convening notice the formalities to be observed by each Shareholder for admission to a General Meeting. Article 19. Annual General Meeting. The annual General Meeting will be held in Luxembourg within six (6) months as of close of the relevant financial year, at the registered office of the Company or at such other place in Luxembourg as may be specified in the notice convening the annual General Meeting. The chair of the annual General Meeting shall be elected by the Shareholders. Article 20. Other General Meetings. Such General Meetings must be convened by the Board of the Company if the Shareholders representing at least ten percent (10%) of the Company's issued share capital so require. Article 21. Procedure, Vote. The Shareholders will meet upon call by the Board or the auditor or the auditors made in the forms provided for by the Law. The notice will contain the agenda of the General Meeting. If all the Shareholders are present or represented at the General Meeting and if they state that they have been informed of the agenda of the General Meeting, the General Meeting may be held without prior notice. A Shareholder may act at any General Meeting by appointing another person who need not be a Shareholder as its proxy in writing whether in original, by telefax, or e-mail to which an electronic signature (which is valid under the Law) is affixed. The Shareholders may vote in writing (by way of voting bulletins) on resolutions submitted to the General Meeting provided that the written voting bulletins include (i) the last name, first name, address and the signature of the relevant Shareholder, (ii) the indication of the shares for which the Shareholder will exercise such right, (iii) the agenda as set forth in the convening notice and (iv) the voting instructions (approval, refusal, abstention) for each point of the agenda. In order to


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 9 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) be taken into account, the original or electronic copy of the voting bulletins must be received by the Company within the time period set by the Company's Board, or, absent any time period set by the Board, at least 72 (seventy-two) hours before the relevant General Meeting. The Board may authorise and arrange for the Shareholders to exercise their voting rights and participate in a General Meeting by means of a video conference or by electronic means ensuring their identification. Such means must satisfy technical characteristics which ensure effective participation in the meeting whose deliberations shall be transmitted without interruption. The participation of Shareholders and the exercise of their voting rights by electronic means shall ensure notably any, some or all of the following forms of participation: a) a real-time transmission of the Shareholders' General Meeting; b) a real-time two-way communication enabling Shareholders to address the General Meeting from a remote location; and c) a mechanism for casting votes, whether before or during the General Meeting, without the need to appoint a proxy who is physically present at the General Meeting. Any Shareholder who participates in a General Meeting through such means shall be deemed to be present at the place of the General Meeting for the purposes of the quorum and majority requirements. The use of such means allowing the Shareholders to take part in the General Meeting may be subject only to such requirements as are necessary to ensure the identification of the Shareholders and the security of the communication, and only to the extent that they are proportionate to achieving such objectives. The Board may determine the electronic and video conference means referred to above in this Article 21 para. 5 and all other conditions that must be fulfilled in order to take part in the General Meeting in accordance with any applicable law. The Shareholders shall be entitled at each General Meeting to one vote for every share. No quorum is required for the General Meeting and resolutions are adopted at such General Meeting by a simple majority of the votes cast. Unless otherwise required under the Law, an extraordinary General Meeting convened to amend any provisions of the Articles or the withdrawal of the Company's shares from public listing in going-private transaction, shall not validly deliberate unless at least one half of the share capital is represented and the agenda indicates the proposed amendments to the Articles. If the first of these conditions is not satisfied, a second extraordinary General Meeting may be convened, in the manner prescribed by the Articles or by the Law. The second extraordinary General Meeting shall validly deliberate regardless of the proportion of capital represented. At both extraordinary General Meetings, resolutions, in order to be adopted, must be adopted by a two-third majority of the votes cast. Copies or extract of the minutes of the General Meetings to be produced in court will be signed by the Chair or by any two Directors. CHAPTER V. FINANCIAL YEAR, DISTRIBUTION OF PROFITS Article 22. Financial Year.


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 10 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) The Company's financial year begins on the first day of January and ends on the last day of December in every year, except that the first financial year will begin on the date of formation of the Company and will end on the last day of December 1992. The Board shall prepare annual accounts in accordance with the requirements of the Law and accounting practice. Article 23. Appropriation of Profits. From the annual net profits of the Company, five per cent (5%) shall be allocated to the reserve required by the Law. That allocation will cease to be required as soon and for as long as such reserve amounts to ten per cent (10%) of the aggregate par value of the issued capital of the Company. Upon recommendation of the Board, the General Meeting determines how the remainder of the annual net profits will be disposed of. It may decide to allocate the whole or part of the remainder to a reserve or to a provision reserve, to carry it forward to the next following financial year or to distribute it to the Shareholders as dividend. Subject to the conditions fixed by the Law, the Board may pay out an advance payment on dividends. The Board fixes the amount and the date of payment of any such advance payment. Dividends may also be paid out of unappropriated net profits brought forward from prior years. Dividends shall be paid in United States Dollars or by free allotment of shares of the Company or otherwise in specie as the Directors may determine, and may be paid at such times as may be determined by the Board. Payment of dividends shall be made to holders of shares at their addresses in the register of Shareholders. No interest shall be due against the Company on dividends declared but unclaimed. The Shareholders are entitled to share in the profits of the Company pro rata to the paid up par value of their shareholding. CHAPTER VI.- DISSOLUTION, LIQUIDATION. Article 24. Dissolution, Liquidation. The Company may be dissolved by a decision taken in a General Meeting resolving at the same conditions as to a quorum of presence and majority as those imposed by article 20 of the Articles. Should the Company be dissolved, the liquidation will be carried out by one or more liquidators appointed by the General Meeting, which will determine their powers and their compensation. The shares carry a right to a repayment (from the assets available for distribution to the Shareholders) of the nominal capital paid up in respect of such shares and the right to share in surplus assets on a winding up of the Company pro rata to the par value paid up on such shares. CHAPTER VII.- APPLICABLE LAW Article 25. Applicable Law. All matters not governed by these Articles shall be determined in accordance with the Law.


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 11 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg)                  Follows the French version of the foregoing text, being understood that in case of discrepancies, the English text will prevail Suit la version française du texte qui précède, étant entendu qu'en cas de divergences le texte anglais prévaudra                  CHAPITRE Ier. - FORME, DENOMINATION, SIEGE, OBJET, DUREE. Article 1. Forme, Dénomination. Il est formé par les présentes entre les souscripteurs et tous ceux qui deviendront propriétaires des actions ci-après créées une société sous forme de société anonyme qui sera régie par les lois du Grand-Duché de Luxembourg (“Luxembourg”), notamment la loi du 10 août 1915 sur les sociétés commerciales, telle que modifiée (la “Loi”), l'article 1832 du Code civil, tel que modifié et les présents statuts (les “Statuts”). La Société adopte la dénomination “MILLICOM INTERNATIONAL CELLULAR S.A.”. Article 2. Siège social. Le siège social de la Société est établi à Luxembourg-ville. Il peut être transféré dans tout autre endroit du Luxembourg par une décision du conseil d'administration (le “Conseil”, ses membres étant les “Administrateurs” et individuellement l'“Administrateur”). Au cas où le Conseil estimerait que des événements extraordinaires d'ordre politique, économique ou social de nature à compromettre l'activité normale au siège social ou la communication aisée avec ce siège ou entre ce siège et l'étranger se sont produits ou sont imminents, il pourra transférer temporairement le siège social à l'étranger jusqu'à cessation complète de ces circonstances anormales. Ces mesures provisoires n'auront aucun effet sur la nationalité de la Société, laquelle, nonobstant ce transfert provisoire du siège, restera luxembourgeoise. Pareilles mesures temporaires seront prises et portées à la connaissance des tiers par l'un des organes exécutifs de la Société ayant qualité de l'engager pour les actes de gestion courante et journalière. Article 3. Objet. L'objet pour lequel la Société est constituée est de s'engager dans toute opération relevant directement ou indirectement de l'acquisition de participations dans toute entreprise commerciale, y compris, mais sans que cette énumération soit limitative, l'administration, la gestion, le contrôle et le développement de toute entreprise, et de s'engager dans toutes autres opérations dans lesquelles une société de droit luxembourgeois peut s'engager. La Société peut, en relation avec l'objet susmentionné, (i) acquérir ou vendre par la souscription, l'achat, l'échange ou tout autre procédé, des actions ou obligations ou tout autre


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 12 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) instrument financier représentant des droits de propriété, créances ou actifs émis par, offerts ou vendus au public ou à un émetteur privé, (ii) émettre des instruments de dette et émettre des droits attachés aux actions et obligations mentionnées ci-dessus ou aux instruments financiers, et (iii) accorder tout type d'assistance directe ou indirecte, sous toute forme, à ou pour le bénéfice de succursales, filiales, ou tout autre type de société dans lesquelles elle détient directement ou indirectement une participation, y compris de manière non-exhaustive des prêts, garanties, facilités de crédit, assistance technique. D'une manière générale, la Société peut effectuer toutes les opérations commerciales, industrielles ou financières et accomplir toute autre activité qu'elle jugera utiles à l'accomplissement et au développement de son objet social susmentionné. Article 4. Durée. La Société est constituée pour une durée illimitée. CHAPITRE II.- CAPITAL, ACTIONS. Article 5. Capital social. La Société a un capital autorisé de trois cent millions de dollars des Etats-Unis (300.000.000 USD) divisé en deux cent millions (200.000.000) actions d’une valeur nominale d’un dollar des Etats- Unis d’Amérique cinquante cents (1,50 USD) chacune. La Société a un capital social émis de deux cent cinquante-trois millions cinq cent mille dollars des Etats-Unis (253.500.000,- USD), représenté par cent soixante-neuf millions (169.000.000) actions d’une valeur nominale d’un dollar des Etats- Unis d’Amérique cinquante cents (1,50 USD) chacune, entièrement libérées. Le capital autorisé de la Société peut être augmenté ou réduit par décision des actionnaires de la Société (les “Actionnaires”) adoptée de la manière requise par la Loi pour la modification de ces Statuts. Le Conseil est autorisé à et mandaté pour : (i) procéder à toute augmentation du capital émis dans les limites du capital autorisé en une ou plusieurs tranches successives, par émission de nouvelles actions, ayant pour contrepartie le paiement en espèces ou en nature, par la conversion de dettes, l'intégration de réserves distribuables ou de réserves de prime d'émission, ou de toute autre manière ; (ii) fixer le lieu et la date d'émission ou des émissions successives, le prix d'émission, les conditions et modalités de souscription et de libération des actions nouvelles ; et (iii) supprimer ou limiter le droit préférentiel de souscription des Actionnaires en cas d'émission d'actions contre paiement en espèces, jusqu'à un nombre total maximum d'actions nouvelles représentant 5% des actions déjà émises (ce y compris les actions propres détenues par la Société). Cette autorisation est valable jusqu’au 4 mai 2023, et elle pourra être renouvelée par décision de l'assemblée générale extraordinaire des Actionnaires pour les actions du capital social autorisé qui n'auront pas jusqu'alors été émises par le Conseil. À la suite de chaque augmentation de capital réalisée et dûment constatée dans la forme


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 13 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) prévue par la Loi, le premier alinéa de cet article 5 sera modifié de manière à refléter l’augmentation ; une telle modification sera constatée par acte notarié par le Conseil ou par toute personne dûment autorisée et mandatée par celui-ci a cette fin. Article 6. Actions. Les actions sont sous forme nominative. Les actions de la Société peuvent être détenues sous forme électronique en accord avec les règles des bourses de valeurs sur lesquelles les actions de la Société peuvent être cotées de temps à autre, ou peuvent être représentées par des certificats physiques. Chaque Actionnaire aura le droit de recevoir gratuitement un certificat nominatif représentant ses actions ou de recevoir plusieurs certificats représentant une ou plusieurs de ses actions après paiement, pour chaque certificat émis après l'établissement du premier certificat, des frais raisonnables que le Conseil arrête de temps à autres. Un actionnaire nominatif qui transfère une partie des actions comprises dans sa participation nominative aura droit sans frais à un certificat représentant le solde de ses actions. Les certificats d'actions seront signés par deux Administrateurs. Les signatures peuvent être soit manuelles, soit imprimées, soit par facsimile. La Société peut émettre des certificats d'actions temporaires dans la forme que le Conseil détermine de temps à autre. Les actions de la Société seront enregistrées dans le registre des Actionnaires qui sera tenu par la Société ou par une ou plusieurs personnes désignées à cet effet par la Société ; ce registre renseigne le nom de chaque actionnaire, son adresse ou domicile élu et le nombre d'actions détenues par lui. Toute cession ou dévolution d'une action sera inscrite dans le registre des Actionnaires. Les actions seront librement cessibles. La cession d'actions sera effectuée par la délivrance à la Société du ou des certificats représentant celles-ci à l'appui du document de cession dans une forme satisfaisant la Société ou par une déclaration de cession écrite inscrite au registre des Actionnaires, datée et signée par le cessionnaire, ou par les personnes détenant les pouvoirs de représentation appropriés à cet effet. Tout Actionnaire est tenu de fournir à la Société une adresse à laquelle toute notification et tout avis de la Société pourront être envoyés. Cette adresse sera inscrite dans le registre des Actionnaires. Au cas où un Actionnaire ne fournirait pas une telle adresse, la Société pourra autoriser l'inscription d'une mention à cet effet dans le registre des Actionnaires et l'adresse de l'Actionnaire sera censée être au siège social de la Société, ou à telle autre adresse que la Société mentionnera de temps à autre dans le registre des Actionnaires, jusqu'à ce qu'une autre adresse soit fournie à la Société par cet Actionnaire. L'Actionnaire pourra, à tout moment, changer son adresse inscrite au registre des Actionnaires au moyen d'une communication écrite envoyée à la Société à son siège social ou à toute autre adresse indiquée de temps à autre par la Société par avis donné aux Actionnaires.


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 14 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) La Société ne reconnaitra qu'un propriétaire par action émise par la Société. Dans le cas d'une copropriété, la Société pourra suspendre l'exercice de tout droit lié à l'action concernée jusqu'à ce qu'une personne soit désignée pour représenter les copropriétaires envers la Société. Si un Actionnaire peut établir à suffisance de droit envers la Société que son certificat d'action a été détourné, perdu, volé ou détruit, un duplicata pourra lui être délivré à sa demande aux conditions déterminées par la Société sous réserve des dispositions applicables de la Loi. Les certificats d'actions endommagés pourront être échangés contre des certificats nouveaux à la demande de tout Actionnaire. Les certificats endommagés seront remis à la Société et annulés immédiatement. La Société peut racheter ses propres actions selon une méthode approuvée par le Conseil en accord avec la Loi et les règles des bourses de valeurs auxquelles les actions de la Société peuvent être cotées de temps à autre. Le Conseil est autorisé à annuler ses propres actions rachetées. CHAPITRE III.- CONSEIL, COMMISSAIRE AUX COMPTES. Article 7. Conseil. La Société est administrée par un Conseil composé de 6 (six) membres au moins. Les membres du Conseil n'ont pas besoin d'être actionnaires de la Société. Les Administrateurs et le/la président(e) du Conseil (le/la “Président(e)”) seront élus par l’assemblée générale des actionnaires (l’“Assemblée Générale”), qui déterminera leur nombre, pour une période n’excédant pas 6 (six) années, et ils resteront en fonction jusqu’à ce que leurs successeurs soient élus. Quand une personne morale sera nommée administrateur (la “Personne Morale”), la Personne Morale devra désigner une personne physique (représentant permanent) qui devra représenter la Personne Morale comme membre du Conseil conformément à l’article 441-3 de la Loi. En cas de vacance d’une ou de plusieurs places d’Administrateurs, les Administrateurs restants ont le droit d’élire par un vote majoritaire un autre Administrateur jusqu’à la prochaine Assemblée Générale. Article 8. Réunions du Conseil. Le Conseil peut choisir un secrétaire, qui ne doit pas être Administrateur et qui sera responsable de la rédaction des procès-verbaux des réunions du Conseil et des résolutions prises lors des Assemblées Générales. Le Conseil se réunira sur convocation du/de la Président(e). Une réunion du Conseil doit être convoquée si deux Administrateurs le demandent. Le/la Président(e) présidera toutes les réunions du Conseil, mais en son absence le Conseil désignera à la majorité simple des Administrateurs présents un autre Administrateur ou un tiers dûment qualifié comme Président(e) de la réunion concernée. Avis écrit de toute réunion du Conseil sera donné à tous les Administrateurs au moins 3 (trois) jours avant la date prévue pour la réunion, sauf s'il y a urgence ou avec l'accord de tous ceux qui ont droit d'assister à cette réunion. La convocation indiquera le lieu de la réunion et en contiendra


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 15 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) l'ordre du jour. Une telle convocation n'est pas requise si tous les membres du Conseil sont présents ou représentés à l'occasion de la réunion et s'ils précisent qu'ils ont été dûment informés, et avoir eu pleine connaissance de l'ordre du jour de la réunion. La nécessité d'une convocation peut être supprimée si les membres y consentent par écrit, que ce soit par un original, un fax, ou un e- mail sur lequel une signature électronique (valide selon le droit luxembourgeois) est apposée, de chaque membre du Conseil. Une convocation écrite séparée ne sera pas requise pour les réunions qui sont tenues à des moments et des lieux déterminés dans une annexe adoptée antérieurement par une résolution du Conseil. Toute réunion du Conseil se tiendra à Luxembourg ou à tout autre endroit que le Conseil peut de temps à autres arrêter. Tout membre du Conseil peut agir à n'importe quelle réunion du Conseil en nommant par écrit, que ce soit par un original, un fax, ou un courriel sur lequel une signature électronique (valide selon le droit luxembourgeois) est apposée, un autre Administrateur comme son mandataire. Le quorum du conseil d'administration est constitué par la présence de 4 (quatre) des Administrateurs en exercice. Les décisions sont prises à la majorité simple des voix des Administrateurs présents ou représentés. Nonobstant ce qui précède, une résolution du Conseil pourra aussi être adoptée par écrit. Une telle résolution devra être approuvée unanimement par les Administrateurs et consistera en un ou plusieurs documents contenant les résolutions soit (i) signées manuellement ou électroniquement par le biais d'une signature électronique valable en droit luxembourgeois ou (ii) convenues par un consentement écrit par email auquel une signature électronique (valable en droit luxembourgeois) est apposée. La date de cette résolution sera la date de la dernière signature ou, selon le cas, du dernier accord. Chaque Administrateur pourra participer à une réunion du Conseil par conférence téléphonique, visio-conférence ou tout autre moyen de communication similaire par lequel (i) les Administrateurs présents à la réunion peuvent être identifiés, (ii) toutes les personnes participant à la réunion peuvent entendre et parler à chacun d'entre eux, (iii) la transmission de la réunion est réalisée de manière ininterrompue et (iv) les Administrateurs peuvent débattre comme il se doit, et participent à une réunion par tout moyen qui équivaut à une présence physique à la réunion. Une réunion du Conseil tenue par de tels moyens de communication sera réputée avoir été tenue à Luxembourg. Article 9. Procès-verbaux des réunions du Conseil. Les procès-verbaux de toute réunion du Conseil seront signés par le/la Président(e). Les procurations resteront annexées aux procès-verbaux. Les copies ou extraits de ces procès-verbaux ainsi que des résolutions circulaires adoptées par le Conseil, destinés à servir en justice ou ailleurs, seront signés par le/la Président(e), tout(e) président(e) de la réunion du Conseil concernée ou par deux membres du Conseil. Article 10. Pouvoirs du Conseil. Le Conseil a les pouvoirs les plus larges pour accomplir tous les actes nécessaires ou utiles à


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 16 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) la réalisation de l'objet social de la Société. Tous les pouvoirs qui ne sont pas réservés expressément à l'Assemblée Générale par la Loi ou les présents statuts sont de la compétence du Conseil. Article 11. Délégation de pouvoirs. Le Conseil peut déléguer la gestion journalière de la Société ainsi que la représentation de la Société en ce qui concerne cette gestion à un ou plusieurs Administrateurs, directeurs, fondés de pouvoirs, employés ou autres agents qui n'auront pas besoin d'être Actionnaires, ou conférer des pouvoirs ou mandats spéciaux ou des fonctions permanentes ou temporaires à des personnes ou agents de son choix. Article 12. Rémunération des Administrateurs. Chaque Administrateur aura droit à une rémunération pour l'exercice de ses fonctions d'Administrateur au taux qui sera déterminé de temps à autre par l'Assemblée Générale. Un Administrateur à qui est déléguée la gestion journalière ou qui exerce par ailleurs des fonctions exécutives aura également droit à une rémunération (que ce soit sous la forme d'un salaire, d'une participation aux profits ou autrement y compris une pension de retraite, et une contribution à une pension de retraite) telle que le Conseil pourra arrêter de temps à autre. Article 13. Conflits d'Intérêts. Aucun contrat ni aucune transaction que la Société pourra conclure avec un tiers ne pourra être affecté ou invalide par le fait qu'un Administrateur, directeur ou employé de la Société ait un intérêt personnel ou soit un Administrateur, directeur ou employé de ce tiers, tant que (x) ce contrat ou transaction sera négocié de plein gré à des termes non moins favorables pour la Société que ceux qui auraient pu être obtenus d'une partie tierce, et dans le cas d'un administrateur, celui-ci devra s'abstenir de voter sur tout sujet qui concerne ce contrat ou cette transaction à toute réunion du Conseil de la Société, et (y) tout intérêt personnel sera notifié à la Société par l'Administrateur, le directeur ou l'employé concerné. Au cas où un Administrateur ou fondé de pouvoirs aurait un intérêt personnel dans une transaction de la Société, il en avisera le Conseil et il ne pourra prendre part aux délibérations ou émettre un vote au sujet de cette opération, et cette transaction ainsi que l'intérêt personnel de l'Administrateur ou du fondé de pouvoir seront portés à la connaissance de la prochaine Assemblée Générale. Article 14. Indemnisation. La Société indemnisera tout Administrateur ou fondé de pouvoirs et leurs héritiers, exécuteurs testamentaires et administrateurs de biens pour tous dommages-intérêts, compensations et dépenses à leur charge ainsi que tous frais raisonnables qu'ils auraient encouru par suite ou en conséquence de leur comparution en tant que défendeurs dans des actions en justice, des procès ou des poursuites judiciaires que leur auront été intentés de par leur fonctions actuelles ou anciennes d'administrateur ou de fondé de pouvoirs de la Société, ou à la demande de la Société, de toute autre société dans laquelle la Société est actionnaire ou créancier exception faite pour les cas où ils auraient été déclarés coupables de négligence grave ou pour avoir


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 17 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) volontairement manqué à leurs devoirs envers la Société; en cas d'arrangement transactionnel, l'indemnisation ne portera que sur les matières couvertes par l'arrangement transactionnel et dans ce cas seulement si la Société est informée par son conseiller juridique que la personne à indemniser n'aura pas manqué à ses devoirs envers la Société. Le droit à indemnisation qui précède n'exclut pas pour les personnes susnommées le recours à d'autres droits auxquels elles pourraient prétendre. L'indemnisation par la Société inclura le droit pour la Société de payer ou rembourser les frais légaux raisonnables d'un défendeur avant que toute procédure ou investigation contre le défendeur ait résulte en un jugement final, une transaction ou conclusion, à condition que les Administrateurs de la Société aient décidé de bonne foi que les actions du défendeur ne constituaient pas des violations intentionnelles et délibérées de la loi et qu'ils ont repo un avis juridique pertinent à ce sujet. Article 15. Représentation de la Société. Vis-à-vis des tiers, la Société sera engagée par les signatures conjointes de deux Administrateurs, ou par la signature individuelle de la personne à laquelle la gestion journalière de la Société a été déléguée, dans le cadre de cette gestion journalière, ou par la signature conjointe ou par la signature individuelle de toutes personnes à qui un tel pouvoir de signature aura été délégué par le Conseil, mais seulement dans les limites de ce pouvoir. Article 16. Commissaire aux comptes. Les opérations de la Société seront surveillées par un ou plusieurs commissaires aux comptes, Actionnaires ou non. Le ou les commissaires aux comptes seront nommés par l'Assemblée Générale à la majorité simple des actions présentes ou représentées, qui déterminera leur nombre, pour une durée qui ne peut dépasser 6 (six) ans. Ils resteront en fonction jusqu'à ce que leurs successeurs soient élus. Ils sont rééligibles mais ils peuvent être révoqués à tout moment, avec ou sans motif, par une décision adoptée à une majorité simple des Actionnaires présents ou représentés. CHAPITRE IV.- ASSEMBLEE GENERALE DES ACTIONNAIRES. Article 17. Pouvoirs de l'Assemblée Générale. Toute Assemblée Générale régulièrement constituée représente l'ensemble des Actionnaires. Elle a tous les pouvoirs qui lui sont réservés par la Loi. Article 18. Le Conseil déterminera dans l'avis de convocation les formalités devant être observées par chaque Actionnaire pour être admis à l'Assemblée Générale. Article 19. Assemblée Générale annuelle. L'Assemblée Générale annuelle se réunit au Grand-Duché de Luxembourg endéans six (6) mois à compter de la clôture de l'exercice social approprié, au siège social de la Société ou à tel autre endroit au Luxembourg indiqué dans l'avis convoquant l'Assemblée Générale annuelle. Le/la président(e) de l'Assemblée Générale annuelle sera élu par les Actionnaires.


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 18 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) Article 20. Autres Assemblées Générales. De telles Assemblées Générales doivent être convoquées par le Conseil si les Actionnaires représentant au moins 10% du capital social de la Société le demandent. Article 21. Procédure, vote. Les Actionnaires seront convoqués par le Conseil ou par le ou le(s) commissaire(s) aux comptes conformément aux conditions fixées par la Loi. La convocation contiendra l'ordre du jour de l'Assemblée Générale. Si tous les Actionnaires sont présents ou représentés à l'Assemblée Générale et déclarent avoir eu connaissance de l'ordre du jour de l'Assemblée Générale, celle-ci peut se tenir sans convocations préalables. Un Actionnaire peut agir à une Assemblée Générale en nommant une autre personne qui ne doit pas nécessairement être Actionnaire comme son mandataire, par écrit, que ce soit par un original, un fax, ou un courriel auquel une signature électronique (valide selon le droit luxembourgeois) est apposée. Les Actionnaires ont la possibilité de voter par écrit (par le biais de bulletins de vote) sur les résolutions soumises à l'Assemblée Générale à la condition que les bulletins de vote écrits incluent (i) le nom, le prénom, l'adresse et la signature de l'Actionnaire concerné, (ii) l'indication des actions pour lesquelles l'Actionnaire exercera ce droit, (iii) l'agenda tel qu'indiqué dans la convocation écrite et (iv) les instructions de vote (approbation, refus, abstention) pour chaque point de l'agenda. Afin d'être pris en compte, les originaux ou copies électroniques des bulletins de vote doivent être reçus par la Société dans un délai décidé par le Conseil ou, en l'absence d'un délai prévu par le Conseil, au moins 72 (soixante-douze) heures avant l'Assemblée Générale en question. Le Conseil pourra autoriser les Actionnaires à exercer leurs droits de vote et participer à une Assemblée Générale par visio-conférence ou par le biais de moyens électroniques permettant leur identification. La participation des Actionnaires et l’exercice de leurs droits de vote par le biais de moyens électronique doit permettre que notamment une, plusieurs ou toutes les formes suivantes de participations soient respectées : a) Une transmission en temps réel de l'Assemblée Générale ; b) Une communication réciproque permettant aux Actionnaires de s'adresser à l'Assemblée Générale à distance ; et c) Un mécanisme de vote, soit avant ou pendant l'Assemblée Générale, ne nécessitant pas la nomination d'un mandataire physiquement présent à l'Assemblée Générale. Tout Actionnaire participant à une Assemblée Générale par ces moyens sera considéré présent au lieu de l'Assemblée Générale pour les besoins de quorum et de majorité. L'utilisation de ces moyens permettant aux Actionnaires de participer à l'Assemblée Générale pourront être soumis seulement à ces exigences qui sont nécessaires pour assurer l'identification des Actionnaires et la sécurité de la communication, et seulement dans la mesure où elles sont


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 19 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) proportionnelles pour atteindre ces objectifs. Le Conseil pourra déterminer les moyens électroniques et de visio-conférence référencés ci- dessus à l'article 21 paragraphe 5 et toutes les autres conditions qui devront être remplies afin de participer à l'Assemblée Générale conformément au droit applicable. Les Actionnaires auront à chaque Assemblée Générale droit à un vote pour chaque action. Aucun quorum n'est exigé pour une réunion de l'Assemblée Générale et les résolutions sont adoptées à une telle Assemblée Générale à la majorité simple des voix. Sauf disposition contraire de la Loi, une Assemblée Générale extraordinaire convoquée pour modifier toute disposition des Statuts ou pour le retrait des actions de la Société de la cotation dans une transaction de retrait de marché ne délibèrera pas valablement à moins qu'au moins la moitié du capital social ne soit représenté et que l'ordre du jour indique les modifications des Statuts proposées. Si la première de ces conditions n'est pas remplie, une deuxième Assemblée Générale extraordinaire peut être convoquée, de la manière prescrite par les Statuts ou la Loi. La deuxième Assemblée Générale extraordinaire délibèrera valablement indépendamment de la proportion du capital représentée. A l'occasion de ces deux Assemblées Générales extraordinaires, les résolutions, afin d'être valables, doivent être adoptées à la majorité des deux-tiers des votes exprimés. Les copies ou extraits des minutes des Assemblées Générales à produire devant la Cour seront signées par le/la Président(e) ou par deux Administrateurs. CHAPITRE V.- ANNEE SOCIALE, REPARTITION DES BENEFICES Article 22. Année sociale. L'année sociale de la Société commence le premier janvier et finit le dernier jour de décembre de chaque année sauf la première année sociale qui commence à la date de constitution de la Société et finit le dernier jour de décembre 1992. Le Conseil prépare les comptes annuels suivant les dispositions de la Loi et les pratiques comptables. Article 23. Affectation des bénéfices. Sur les bénéfices nets de la Société, il sera prélevé cinq pour cent (5%) pour la formation d'un fonds de réserve légale requis par la Loi. Ce prélèvement cesse d'être obligatoire lorsque et aussi longtemps que la réserve légale atteindra dix pour cent (10%) de la totalité de la valeur nominale du capital social émis de la Société. Sur recommandation du Conseil, l'Assemblée Générale décidera de l'affection du solde des bénéfices annuels nets. Elle peut décider de verser la totalité ou une partie du solde à un compte de réserve ou de provision, de le reporter à nouveau au prochain exercice social ou de le distribuer aux Actionnaires comme dividendes. Le Conseil peut procéder à un versement d'acomptes sur dividendes dans les conditions fixées par la Loi. Il déterminera le montant ainsi que la date de paiement de ces acomptes. Des dividendes peuvent être distribués à partir des profits nets non distribués reportés en avant des années précédentes. Les dividendes seront payés en dollars des États-Unis d'Amérique ou par


statuts coordonnés de “MILLICOM INTERNATIONAL CELLULAR S.A.” - 20 | P a g e Maître Danielle KOLBACH, notaire à Junglinster (Grand-Duché de Luxembourg) distribution gratuite d'actions de la Société ou autrement en nature tel que déterminé par les Administrateurs, et peuvent être payés aux dates arrêtées par le Conseil. Le paiement de dividendes sera fait aux Actionnaires à leur adresse indiquée dans le registre des Actionnaires. Aucun intérêt ne sera dû par la société sur des dividendes déclarés mais non réclamés. Les Actionnaires ont le droit de participer au profit de la société proportionnellement au montant libéré de valeur nominale de leurs actions. CHAPITRE VI.- DISSOLUTION, LIQUIDATION. Article 24. Dissolution, liquidation. La Société peut être dissoute par décision prise lors d'une Assemblée Générale statuant aux mêmes conditions de présence et de majorité que celles requises par l'article 20 des Statuts. Lors de la dissolution de la Société, la liquidation s'effectuera par les soins d'un ou de plusieurs liquidateurs nommés par l'Assemblée Générale qui déterminera leurs pouvoirs et leurs émoluments. Les actions comportent un droit au remboursement (à partir des avoirs disponibles pour la distribution aux Actionnaires) du montant du capital nominal libéré de ces actions et le droit de partager les avoirs supplémentaires dans le cadre d'une liquidation de la Société proportionnellement au montant libéré de la valeur nominale de ces actions. CHAPITRE VII.- LOI APPLICABLE. Article 25. Loi applicable. Toutes les matières qui ne sont pas régies par les présents Statuts seront réglées conformément à la Loi. Junglinster, November 13, 2025 On behalf of the Company: Me Danielle KOLBACH (notary) Junglinster, le 13 novembre 2025 Pour le compte de la Société: Maître Danielle KOLBACH (notaire)


es-tigoxloanandguarantya

B LOAN SUPPLEMENT July 18, 2025 Banco Latinoamericano de Comercio Exterior S.A. Ave. La Rotonda, Torre V. Business Park, Costa del Este, Panamá, Rep. de Panamá Ladies and Gentlemen: Reference is made to the loan and guaranty agreement between Telemovil El Salvador, S.A. de C.V. (the “Borrower”), Millicom International Cellular, S.A. (the “Guarantor” and together with the Borrower the “Obligors”) and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”) dated as of July 18, 2025 (as amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Loan Agreement”). Capitalized terms used but not defined herein have the meanings provided in the Loan Agreement. The rules of interpretation set forth in Section 1.2 of the Loan Agreement shall apply to this letter agreement (the “B Loan Supplement”). 1. The Participant has indicated to IDB Invest that it is prepared to acquire a 100% Participation in a B Loan with a principal amount of up to seventy five million Dollars ($75,000,000) if made by IDB Invest to the Borrower on the following terms: (a) The repayment schedule of this B Loan will be as is provided in the attached Schedule 1, including: (i) First Repayment Date: January 15, 2027; and (ii) B Loan Final Maturity Date: July 15, 2030; and (b) The applicable interest rate will be a variable interest rate applicable for each Interest Period to the Disbursement of this B Loan, determined by IDB Invest as the percentage rate per annum equal to the sum of (x) Applicable Term SOFR on the Interest Rate Determination Date for that Interest Period or, when applicable, the Market Disruption Base Rate, plus (y) two point eighty five percent (2.85%) per annum. (c) Each partial prepayment of this B Loan shall be in a minimum amount equal to one million Dollars ($1,000,000), or, if less, the remaining principal balance of any Loan. (d) The Commitment Termination Date of the B Loan shall be the earliest of: (i) three (3) months from the Effective Date; (ii) the date the Loan Commitments are cancelled in full in accordance with the terms of Section 2.10 (Suspension of Disbursements; Cancellation of Loan Commitment) of the Loan Agreement; (iii) the date of any prepayment of any part of the Loans; and (iv) any other date on which the Loan Commitments and the Borrower’s right to request further


2 Disbursements are terminated in accordance with the terms of the Loan Agreement (the “B Loan Commitment Termination Date”). 2. Except as provided herein, and as otherwise indicated in the Loan Agreement, the B Loan shall be subject to all the terms and conditions applicable to the IDB Invest A Loan. For the avoidance of doubt, (i) Section 2.18 (A Loan Final Maturity Date Extension) of the Loan Agreement and the Diversification Target, shall only apply to the IDB Invest A Loan; and (ii) references to the Loan shall be deemed to include, as the context may require, the B Loan. 3. By its signature below, the Borrower (i) acknowledges and accepts the terms set forth above for purposes of a B Loan to be made by IDB Invest to the Borrower pursuant to the Loan Agreement, and (ii) agrees to borrow the B Loan on such terms, subject to the terms of the Loan Agreement. 4. The Borrower and the IDB Invest hereby agree that this B Loan Supplement shall constitute an amendment of the Loan Agreement, modifying the terms thereof as provided herein. Very truly yours,


Very truly yours, INTER-AMERICAN INVESTMENT CORPORATION, By: Name: Carlos Narvaez Title: Managing Director and Division Chiefof Corporates a.i. [Signature Page to B Loan Supplement]



SCHEDULE 1 TO B LOAN SUPPLEMENT REPAYMENT SCHEDULE Principal Payment Date Percentage of Principal Amount Due January 15, 2027 9% July 15, 2027 9% January 15, 2028 9% July 15, 2028 9% January 15, 2029 9% July 15, 2029 9% January 15, 2030 9% July 15, 2030 37%


Executed Version Confidential Loan Number 15420-01 LOAN AND GUARANTY AGREEMENT Dated July 18, 2025 among TELEMÓVIL EL SALVADOR, S.A. DE C.V., as Borrower MILLICOM INTERNATIONAL CELLULAR S.A., as Guarantor and INTER-AMERICAN INVESTMENT CORPORATION Loan and Guaranty Agreement


CONFIDENTIAL Loan Number 15420-01 -i- TABLE OF CONTENTS ARTICLE 1 DEFINITIONS; INTERPRETATION ........................................................................1 Section 1.1. Definitions ...........................................................................................................1 Section 1.2. Interpretation ........................................................................................................1 Section 1.3. Business Day Adjustment ....................................................................................1 Section 1.4. Financial Calculations ..........................................................................................1 Section 1.5. IDB Invest’s Calculation or Determination Final ................................................2 Section 1.6. Luxembourg Terms ..............................................................................................2 ARTICLE 2 THE LOANS...............................................................................................................3 Section 2.1. The Loans ............................................................................................................3 Section 2.2. Disbursement Procedure ......................................................................................4 Section 2.3. Repayment ...........................................................................................................4 Section 2.4. Voluntary and Mandatory Prepayments ..............................................................5 Section 2.5. Application of Prepayments .................................................................................6 Section 2.6. Currency and Place of Payment ...........................................................................6 Section 2.7. Allocation of Partial Payments; Sharing ..............................................................6 Section 2.8. Default Interest ....................................................................................................7 Section 2.9. Taxes ....................................................................................................................7 Section 2.10. Suspension of Disbursements; Cancellation of Loan Commitments ...............7 Section 2.11. Illegality ...........................................................................................................8 Section 2.12. Payment of Fees, Costs and Expenses .............................................................8 Section 2.13. Loan Interest ..................................................................................................10 Section 2.14. B Loan Interest ...............................................................................................10 Section 2.15. Market Disruption ..........................................................................................11 Section 2.16. Benchmark Replacement Setting ...................................................................11 Section 2.17. Notes ..............................................................................................................12 Section 2.18. A Loan Final Maturity Date Extension ..........................................................12 Section 2.19. Financial Calculations for Limited Condition Transactions ..........................14 ARTICLE 3 REPRESENTATIONS AND WARRANTIES .........................................................15 Section 3.1. Representations and Warranties .........................................................................15 Section 3.2. Acknowledgment and Warranty ........................................................................18 ARTICLE 4 CONDITIONS PRECEDENT TO DISBURSEMENT ............................................18


CONFIDENTIAL Loan Number 15420-01 -ii- Section 4.1. Conditions Precedent to Disbursement ..............................................................18 ARTICLE 5 COVENANTS ..........................................................................................................20 Section 5.1. Affirmative Covenants .......................................................................................20 Section 5.2. Negative Covenants ...........................................................................................23 Section 5.3. Information ........................................................................................................25 ARTICLE 6 EVENTS OF DEFAULT ..........................................................................................27 Section 6.1. Events of Default ...............................................................................................27 Section 6.2. Remedies ............................................................................................................29 Section 6.3. Bankruptcy .........................................................................................................29 ARTICLE 7 ....................................................................................................................................29 Section 7.1. Guarantee ...........................................................................................................29 Section 7.2. No Set-Off ..........................................................................................................29 Section 7.3. Continuing Guarantee ........................................................................................29 Section 7.4. Notice of Acceptance, Presentment, Demand, etc. ............................................30 Section 7.5. Reinstatement .....................................................................................................30 Section 7.6. Actions of IDB Invest ........................................................................................30 Section 7.7. Obligations Absolute and Unconditional ...........................................................31 Section 7.8. Waiver ................................................................................................................31 Section 7.9. Immediate Recourse ..........................................................................................32 Section 7.10. Additional Security ........................................................................................32 Section 7.11. Subrogation ....................................................................................................32 Section 7.12. Bankruptcy or Liquidation of the Borrower ..................................................32 Section 7.13. Savings Clause ...............................................................................................33 ARTICLE 8 MISCELLANEOUS .................................................................................................33 Section 8.1. Notices ...............................................................................................................33 Section 8.2. English Language ..............................................................................................34 Section 8.3. Indemnity; Waiver of Consequential Damages .................................................34 Section 8.4. Successors and Assigns .....................................................................................35 Section 8.5. Counterparts .......................................................................................................35 Section 8.6. Disclosure of Information ..................................................................................35 Section 8.7. Amendment ........................................................................................................35 Section 8.8. Savings of Rights; Remedies; No Waiver .........................................................36 Section 8.9. Severability ........................................................................................................36


CONFIDENTIAL Loan Number 15420-01 -iii- Section 8.10. Applicable Law and Jurisdiction ...................................................................36 Section 8.11. Set-Off ............................................................................................................37 Section 8.12. Entire Agreement ...........................................................................................38 Section 8.13. No Third-Party Beneficiary ...........................................................................38 Section 8.14. Survival ..........................................................................................................38 Section 8.15. Term of Agreement ........................................................................................38 ANNEXES ANNEX 1 DEFINITIONS ANNEX 2 ENVIRONMENTAL AND SOCIAL PROVISIONS ANNEX 3 DEVELOPMENT INDICATORS ANNEX 4 FINANCIAL COVENANT ANNEX 5 CYBERSECURITY PLAN SCHEDULES SCHEDULE 1 LIST OF EXCLUDED ACTIVITIES EXHIBITS EXHIBIT 1 FORM OF DISBURSEMENT REQUEST EXHIBIT 2 FORM OF IDB INVEST A LOAN PROMISSORY NOTE EXHIBIT 2A FORM OF B LOAN PROMISSORY NOTE EXHIBIT 3 FORM OF OBLIGORS’ CERTIFICATE OF INCUMBENCY AND AUTHORITY EXHIBIT 4: FORM OF OPINION OF LOCAL COUNSEL EXHIBIT 5: FORM OF OBLIGORS’ SERVICE OF PROCESS LETTER EXHIBIT 6: FORM OF BORROWER’S QUARTERLY CERTIFICATE EXHIBIT 7: FORM OF BORROWER’S ANNUAL CERTIFICATE EXHIBIT 8: FORM OF B LOAN SUPPLEMENT EXHIBIT 9: FORM OF A LOAN FINAL MATURITY DATE EXTENSION REQUEST EXHIBIT 10: FORM OF A LOAN FINAL MATURITY DATE EXTENSION SUPPLEMENTAL AGREEMENT EXHIBIT 11: FORM OF DIVERSIFICATION REPORT


CONFIDENTIAL Loan Number 15420-01 LOAN AND GUARANTY AGREEMENT LOAN AND GUARANTY AGREEMENT (this “Agreement”), dated July 18, 2025 (the “Effective Date”), among: (1) TELEMÓVIL EL SALVADOR, S.A. DE C.V., a sociedad anónima de capital variable organized and existing under the laws of El Salvador (the “Borrower”); (2) MILLICOM INTERNATIONAL CELLULAR S.A., a société anonyme incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 148-150, boulevard de la Pétrusse, L-2330 Luxembourg and registered with the Luxembourg Trade and Companies’ Register (Registre de Commerce et des Sociétés, Luxembourg) under number B40630 (the “Guarantor” and together with the Borrower, the “Obligors” and each an “Obligor”); and (3) INTER-AMERICAN INVESTMENT CORPORATION, an international organization established by the Agreement Establishing the Inter-American Investment Corporation among its member countries, as lender of the IDB Invest Loan (“IDB Invest”). ARTICLE 1 DEFINITIONS; INTERPRETATION Section 1.1. Definitions. Capitalized terms used herein have the meanings provided in Annex 1 (Definitions). Section 1.2. Interpretation. In this Agreement, unless the context otherwise requires: (i) headings are for convenience only and do not affect its interpretation; (ii) singular terms include the plural and vice versa, and each gender includes all genders; (iii) a reference to a document includes any amendment or supplement to, or replacement, novation or modification of, that document unless made in breach of this Agreement; (iv) the term “including” means “including without limitation”; (v) a reference to “IDB Invest” means IDB Invest acting in its own capacity,; (vi) phrases such as “satisfactory to IDB Invest” and similar phrases of import mean IDB Invest can act and/or make the relevant determination in its sole discretion; (vii) phrases such as “as IDB Invest may reasonably require” or “as IDB Invest may reasonably request” and phrases of similar import authorize and permit IDB Invest to act or decline to act in its reasonable discretion; (viii) in respect of periods of time, the word “from” means “from and including” and the words “to” and “until” mean “to but excluding”; (ix) references to “knowledge,” “know” and “known” shall mean knowledge after due inquiry; and (x) a reference to any “Participant” means that Person solely in its capacity as a Participant pursuant to a Participation Agreement and not in any other capacity (whether as a provider of services to the Borrower or otherwise). Section 1.3. Business Day Adjustment. If a payment is due on a date that is not a Business Day, such payment shall instead be due on the next succeeding Business Day. Interest, fees and charges (if any) thereon shall continue to accrue until the date such payment is made. Section 1.4. Financial Calculations.


CONFIDENTIAL Loan Number 15420-01 -2- 1.4.1 All financial calculations under any Financing Document shall be determined in accordance with the Accounting Principles and, except as otherwise required by this Agreement, shall be based on the Borrower’s most recently issued quarterly Financial Statements furnished to IDB Invest under Section 5.3.2 (Unaudited Quarterly Financial Statements) except in respect of the last quarter of a Financial Year, where IDB Invest may opt to use the audited Financial Statements for the relevant Financial Year. 1.4.2 Where it is necessary to convert any amount from one (1) currency to another, IDB Invest shall determine the rate of exchange. 1.4.3 Any material adverse change in the Borrower’s financial condition that occurs following the period covered by the Financial Statements used to make the relevant financial calculations shall be taken into account in making those calculations. Section 1.5. IDB Invest’s Calculation or Determination Final. The calculation or determination by IDB Invest of any amount pursuant to any Financing Document, compliance with the Financial Covenant and IDB Invest’s internal records regarding payments made on account of the Obligations shall be final and conclusive absent manifest error which is demonstrated by the Borrower; provided that the failure of IDB Invest to maintain such accounts or any error therein shall not affect the Borrower’s obligation to repay the Loans in accordance with this Agreement. IDB Invest shall not have any liability of any nature whatsoever as a result of any determination made by IDB Invest being proved to involve any error. Section 1.6. Luxembourg Terms 1.6.1 In this Agreement, where it relates to a company incorporated under the laws of Luxembourg, a reference to: (i) a winding-up, administration, reorganisation, insolvency or dissolution includes, without limitation, bankruptcy (faillite), liquidation, administrative dissolution without liquidation (dissolution administrative sans liquidation), general settlement with creditors including mutual agreement (accord amiable), request for or commencement of a judicial reorganisation (réorganisation judiciaire) pursuant to the Luxembourg law of 7 August 2023 on business preservation and modernisation of bankruptcy law (the “Luxembourg Business Preservation Law”), or similar laws affecting the rights of creditors generally; (ii) a receiver, administrative receiver, administrator, trustee, custodian, compulsory manager, conservator or similar officer includes, without limitation: (a) a juge commissaire or insolvency receiver (curateur) appointed under the Luxembourg Commercial Code; (b) liquidator, appointed under Articles 1100-1 to 1100-15 (inclusive) of the Luxembourg law of August 10, 1915 on commercial companies, as amended from time to time (the “Luxembourg Companies Law”); (c) juge-commissaire or liquidateur appointed under Article 1200-1 of the Luxembourg Companies Law; and


CONFIDENTIAL Loan Number 15420-01 -3- (d) juge délégué, mandataire de justice, an administrateur provisoire, or a conciliateur d’entreprise appointed by the court pursuant to the Luxembourg Business Preservation Law; (iii) a reorganisation includes, without limitation, judicial reorganisation (réorganisation judiciaire) and any reorganisation pursuant to the Luxembourg Business Preservation Law; (iv) a lien, a security or security interest includes any hypothèque, nantissement, gage, transfert de propriété à titre de garantie, mise en pension, privilège, sûreté réelle, droit de rétention, and any type of security in rem (sûreté réelle) or agreement or arrangement having a similar effect and any transfer of title by way of security; (v) creditors process means an executory attachment (saisie exécutoire) or a conservatory attachment (saisie conservatoire); (vi) a person being unable to pay its debts includes that person being in a state of cessation of payments (cessation de paiements) or which has lost its creditworthiness (ébranlement de crédit); (vii) by-laws or constitutional documents includes up-to-date (consolidated) articles of association (statuts coordonnés) or the deed of incorporation, as appropriate; (viii) a guarantee includes any garantie which is independent from the debt to which it related and excludes any suretyship (cautionnement) within the meaning of articles 2011 et seq. of the Luxembourg Civil Code; (ix) gross negligence means faute lourde and willful misconduct means dol or faute dolosive; (x) a set-off includes, without limitation, for purposes of Luxembourg law, legal set- off; (xi) a director or a manager includes, without limitation, an administrateur and a gérant; and (xii) matured obligation includes, without limitation, any exigible, certaine and liquide obligation. ARTICLE 2 THE LOANS Section 2.1. The Loans. 2.1.1 Subject to the terms and conditions of this Agreement, IDB Invest agrees to lend to the Borrower, and the Borrower agrees to borrow from IDB Invest, the Loans in an aggregate principal


CONFIDENTIAL Loan Number 15420-01 -4- amount of up to seventy-five million Dollars ($75,000,000) (the “IDB Invest A Loan Commitment”). 2.1.2 The IDB Invest A Loan may, upon consultation with the Borrower, be supplemented with one or more B Loans. The proposed terms of such B Loans shall be provided in one or more B Loan Supplements. The Borrower acknowledges and agrees that, upon its execution of a B Loan Supplement, IDB Invest shall be authorized to make B Loans, and to issue one or more Participations in such B Loans, on the terms provided in such B Loan Supplement and the related Participation Agreement(s). 2.1.3 No Disbursement shall be made pursuant to any Disbursement Request if, after giving effect to such Disbursement Request, the outstanding principal balance of the IDB Invest A Loan is not at least ten percent (10%) of the aggregate outstanding principal balance of the total amount of the IDB Invest A Loan and the IDB Invest B Loan. 2.1.4 Each Loan shall rank pari passu with each other Loan. Section 2.2. Disbursement Procedure. 2.2.1 The Borrower may request a single Disbursement by delivering to IDB Invest at least eight (8) Business Days prior to the proposed Disbursement Date, (i) an irrevocable Disbursement Request, executed by an Authorized Representative of the Borrower, and (ii) all documents required to be delivered as a condition precedent to such Disbursement pursuant to Article 4 (Conditions Precedent to Disbursement) (other than any document that is required to be delivered only as of the proposed Disbursement Date). 2.2.2 The Disbursement shall be made pro rata as between IDB Invest A Loan and IDB Invest B Loan to the Disbursement Account (in a location acceptable to IDB Invest). 2.2.3 IDB Invest is not obligated to make any Disbursement unless and until the applicable Participants in the B Loan shall have made available, in immediately available funds, their proportionate share of such Disbursement. 2.2.4 Notwithstanding any other provision of this Agreement, no Disbursement shall be made where a related transfer of funds would violate any Applicable Law or the AML/CFT policies, procedures or controls of IDB Invest, any Participant or any financial institution that is involved in the transfer of funds. Section 2.3. Repayment. 2.3.1 The Borrower shall repay the IDB Invest A Loan in Dollars on the following Principal Payment Dates and in amounts resulting from the application of the following percentages (to be applied pro rata to each such Loan): Principal Payment Date Percentage of Principal Amount Due January 15, 2027 9%


CONFIDENTIAL Loan Number 15420-01 -5- Principal Payment Date Percentage of Principal Amount Due July 15, 2027 9% January 15, 2028 9% July 15, 2028 9% January 15, 2029 9% July 15, 2029 9% January 15, 2030 9% A Loan Final Maturity Date 37% The entire outstanding principal amount of the IDB Invest A Loan shall be due and payable on the A Loan Final Maturity Date. 2.3.2 The Borrower shall repay each B Loan in Dollars on the Principal Payment Dates and in the amounts provided in the related B Loan Supplement (to be applied pro rata across the B Loans); provided that the entire outstanding principal amount of each B Loan shall be due and payable on its respective B Loan Final Maturity Date. 2.3.3 Principal amounts repaid or prepaid may not be re-borrowed. 2.3.4 The B Loan Final Maturity Date shall not exceed the A Loan Final Maturity Date. Section 2.4. Voluntary and Mandatory Prepayments. 2.4.1 Voluntary Prepayments. (i) The Borrower may prepay all or any portion of the Loans on any Interest Payment Date, by giving at least ten (10) days’ prior irrevocable written notice to IDB Invest provided that any necessary Authorizations for such prepayment have been obtained. Each partial prepayment of the IDB Invest A Loan shall be in a minimum amount equal to one million Dollars ($1,000,000), or, if less, the remaining principal balance of any Loan. (ii) Each partial prepayment of the B Loans shall be in the minimum amount set forth for each B Loan in the relevant B Loan Supplement. 2.4.2 Mandatory Prepayments. (i) Upon the occurrence of (a) with respect to the Obligors, a Change of Control without IDB Invest’s prior written consent or (b) with respect to the Borrower only, an Unauthorized Share Transaction (each a “Mandatory Prepayment Event”), (I) the Borrower shall prepay in full all Obligations, (II) the Loan Commitments and the Borrower’s right to request any


CONFIDENTIAL Loan Number 15420-01 -6- Disbursements shall be terminated, and (III) IDB Invest may exercise any remedies that may be available under any Financing Document or Applicable Law. Any such prepayment shall be due and payable no later than five (5) Business Days following the occurrence of the relevant Mandatory Prepayment Event. (ii) The Borrower shall mandatorily prepay the Loans in such amount as IDB Invest requires to be prepaid upon the occurrence of the circumstances described in Section 2.11 (Illegality). 2.4.3 Prepayment Fees and Costs. On the date of each prepayment of the Loans pursuant to Section 2.4.1 (Voluntary Prepayments) or Section 2.4.2 (Mandatory Prepayments) or otherwise hereunder, the Borrower shall concurrently pay to IDB Invest (a) all accrued and unpaid interest on, and any Increased Costs incurred in connection with, the Loans; (b) any Costs then due pursuant to Section 2.12.4 (Other Costs); and (c) any other Obligations then due and payable. Section 2.5. Application of Prepayments. Amounts of principal prepaid under Section 2.4 (Voluntary and Mandatory Prepayments) shall: (i) first, be allocated pro rata among the Loans in proportion to their respective principal amounts outstanding, and (ii) then, be applied by IDB Invest, at the Borrower’s option, to reduce either (x) any of the remaining scheduled installments of principal, or (y) the final payment due on the applicable Loan Final Maturity Date, such option to apply consistently across all Loans. Section 2.6. Currency and Place of Payment. 2.6.1 Payments of all Obligations shall be made in Dollars, in immediately available funds, to the Inter-American Investment Corporation at JPMORGAN CHASE BANK in New York, New York, United States of America, Account No: 323 373844, ABA: 021000021, SWIFT: CHASUS33, Ref. PRJ# 15420-01 (the “Receipt Account”) by no later than 11:00 a.m. New York City time. IDB Invest may deem any payment received after that time to have been made on the next Business Day. 2.6.2 The payment obligations of the Borrower under this Agreement shall be discharged only to the extent that (and as of the date when) Dollars are received in the Receipt Account notwithstanding any other tender or payment (including by way of recovery under a judgment). Notwithstanding the foregoing and Section 2.6.1, IDB Invest may require the Borrower to pay (or to reimburse IDB Invest) in any other currency for any amounts payable under Section 2.9 (Taxes) and Section 2.12 (Payment of Fees, Costs and Expenses), to the extent such amounts are payable in such other currency. Accordingly, the Borrower shall pay such additional amount as is necessary to enable IDB Invest to receive, after conversion into Dollars, and transfer to the Receipt Account, the full amount due to IDB Invest under this Agreement. Section 2.7. Allocation of Partial Payments; Sharing. 2.7.1 If IDB Invest at any time receives under, or in connection with, any Financing Document (including through realization on any security) less than the full amount then due in respect of the Obligations, such amount shall be allocated in the following order: (i) first, for the payment of any fees; and (ii) second, pro rata among each Loan in proportion to their respective principal


CONFIDENTIAL Loan Number 15420-01 -7- amounts outstanding in the following order: (a) Costs; (b) default interest; (c) ordinary interest on each Loan; and (d) principal of each Loan. Section 2.8. Default Interest. 2.8.1 Without prejudice to any other remedy available under the Financing Documents, if the Borrower fails to pay any Obligation when due (including upon acceleration), then the Borrower shall pay default interest on the unpaid amount, as follows: Overdue principal 2% per annum Overdue interest accrued under Section 2.13 (Loan Interest) A rate equal to the sum of (i) 2%, plus (ii) a percentage equal to the applicable Loan Interest Rate at such time, per annum. All other overdue Obligations 10% per annum For the avoidance of doubt, default interest in respect of overdue principal shall be in addition to the scheduled interest payable thereon pursuant to Section 2.13 (Loan Interest). 2.8.2 The applicable default interest rate shall accrue from the date an Obligation is due until the date it is paid and shall be due and payable on the earlier of the date of demand by IDB Invest and the next Interest Payment Date. Should such default interest exceed the maximum allowed by Applicable Law, the maximum interest rate allowed by Applicable Law shall apply. Section 2.9. Taxes. 2.9.1 The Borrower shall timely pay or cause to be paid (i) all Taxes and other liabilities arising in connection with the payment of any amounts under any Financing Documents (other than any Taxes on net income), including payments made by IDB Invest to a Participant under a Participation Agreement and (ii) all Other Taxes. 2.9.2 All payments by the Borrower under any Financing Document shall be made free and clear of, and without deduction or withholding for, any Taxes. If the Borrower is required by Applicable Law or otherwise to deduct or withhold any Taxes from any such payment, then the amount payable shall be increased as necessary so that IDB Invest receives the full amount it would have received had no such deduction or withholding been required. The Borrower shall pay the full amount of any deduction or withholding when due to the relevant Authority and provide evidence to IDB Invest of such payment. Section 2.10. Suspension of Disbursements; Cancellation of Loan Commitments. 2.10.1 If (i) any Mandatory Prepayment Event has occurred or any Event of Default has occurred and is continuing, (ii) the Borrower’s Country ceases to be an IDB Invest Member, or (iii) if a circumstance described in Section 2.11 (Illegality) arises, then, by notice to the Borrower, IDB Invest may cancel all or any portion of the undisbursed amount of the Loan Commitments.


CONFIDENTIAL Loan Number 15420-01 -8- 2.10.2 If any amount of the Loan Commitment is not disbursed as of the Commitment Termination Date, such amount shall be automatically cancelled. 2.10.3 The Borrower may, by notice to IDB Invest, irrevocably request IDB Invest to cancel all or any portion of the undisbursed amount of the Loan Commitment (on a pro rata basis amongst the Loans) in the amount and on the date specified in such notice (provided that such date is at least five (5) Business Days (i) after the date of the notice and (ii) prior to the next succeeding Interest Payment Date). IDB Invest will cancel the requested amount on such date subject to the Borrower having paid the amounts then payable pursuant to Section 2.12.2 (Expenses) and any other amounts then due and payable to IDB Invest hereunder. 2.10.4 Upon cancellation of the Loan Commitments pursuant to Section 2.10.1 or Section 2.10.2, the Borrower shall pay to IDB Invest, (i) no later than five (5) Business Days after the occurrence of such cancellation if the cancellation is in full or (ii) the next Interest Payment Date if such cancellation is a partial cancellation, all fees, Costs and other Obligations (other than outstanding principal of and interest not then due on the Loans) accrued through the date of full payment of amounts due, whether or not otherwise then due and payable. 2.10.5 The Commitment Fee shall continue to accrue and be payable during any suspension of the Borrower’s right to request Disbursements pursuant to this Section 2.10 (unless such suspension is a result of the circumstance described in clause (ii) of Section 2.10.1) but, as of the effective date of any cancellation of the Loan Commitments, shall cease to accrue with respect to the amount cancelled. 2.10.6 Any cancelled portion of the Loan Commitments shall not be reinstated or disbursed. Section 2.11. Illegality. If any Change in Law makes it unlawful for IDB Invest or any Participant to fund or maintain the Loan or Participation, or any portion thereof (i) the undisbursed portion of the Loan Commitments affected by the Change in Law shall terminate, and (ii) the Borrower shall, within five (5) Business Days of receipt of notice thereof from IDB Invest, prepay in full the Loan and simultaneously pay any default interest, losses or any other additional costs incurred by IDB Invest or such Participant then due and payable, including all amounts provided in Section 2.4.3(ii) (Prepayment Fees and Costs). Section 2.12. Payment of Fees, Costs and Expenses. 2.12.1 Fees. The Borrower shall pay to IDB Invest: (i) a commitment fee (the “Commitment Fee”) equal to one percent (1%) of the Applicable Spread per annum calculated over the undisbursed and uncancelled portion of the Loan Commitment, which shall: (a) begin to accrue daily ten (10) Business Days after the Effective Date and, in respect of each B Loan, ten (10) Business Days after the effective date of the Participation Agreement for such B Loan; (b) be calculated on the basis of a three hundred and sixty (360) day year for the actual number of days elapsed; and


CONFIDENTIAL Loan Number 15420-01 -9- (c) be payable in arrears on the Interest Payment Dates in each year, the first such payment to be due on the first Interest Payment Date occurring after the date on which the Commitment Fee begins to accrue, provided that, if the Disbursement is made fewer than ten (10) Business Days before an Interest Payment Date, then such Disbursement shall be disregarded for the purposes of calculating the Commitment Fee due on such Interest Payment Date and any excess Commitment Fee paid by the Borrower on such Interest Payment Date shall be credited to the Borrower on the next Interest Payment Date; and (ii) all fees in accordance with the Fee Letters. 2.12.2 Expenses. The Borrower shall pay to IDB Invest, or as IDB Invest may direct: (i) the reasonable and documented out-of-pocket expenses (including travel and subsistence expenses) incurred by IDB Invest and the reasonable and documented fees and expenses of one outside legal counsel in each applicable jurisdiction for IDB Invest and one cybersecurity consultant incurred in connection with: (a) the preparation, negotiation, execution and registration of the Financing Documents, and (b) the use of “Debt Domain” or any similar electronic transmission system; provided that, IDB Invest acknowledges and agrees that (x) any such out-of-pocket expenses incurred by IDB Invest and any costs related to “Debt Domain” (or any other similar electronic transmission system) exceeding $5,000 (individually or in the aggregate) incurred by IDB Invest prior to the Effective Date shall be approved by the Obligors (such approval not to be unreasonably withheld, conditioned or delayed), and (y) the obligation to reimburse IDB Invest for the fees and expenses of counsel and consultants incurred in connection with the preparation, negotiation, execution and registration of the Financing Documents shall be subject to the retainer agreements with respect thereto among the Borrower, IDB Invest and such counsel or consultant (as applicable); (ii) all reasonable and documented out-of-pocket expenses incurred by IDB Invest (including the reasonable and documented fees and expenses of one outside legal counsel in each applicable jurisdiction for IDB Invest) in connection with the Loans or any amendment or waiver related thereto; and (iii) any costs and expenses incurred by IDB Invest (including documented outside counsel fees and out-of-pocket expenses) in connection with any action to preserve or enforce IDB Invest’s rights and remedies in relation to any Event of Default or a Mandatory Prepayment Event. 2.12.3 Increased Costs. On each Interest Payment Date the Borrower shall pay, in addition to any other amounts then due, the amount that IDB Invest from time to time notifies to the Borrower as being the Increased Costs accrued and unpaid prior to such Interest Payment Date. 2.12.4 Other Costs. (i) The Borrower shall pay to IDB Invest the amount of any Costs notified by IDB Invest to the Borrower as incurred by IDB Invest or any Participant pursuant to any Financing Document in connection with (a) any cancellation of any portion of the Loan Commitments; (b) the Borrower’s failure to: (1) pay any Obligation on the due date thereof, (2) borrow in accordance with any Disbursement Request, or (3) make any prepayment in accordance with a notice of prepayment or when due pursuant to Section 2.4.2 (Mandatory Prepayments); and (c) in the case of any Loan which bears interest at the Variable Rate, prepaying or repaying any amount thereof


CONFIDENTIAL Loan Number 15420-01 -10- on a date other than an Interest Payment Date (including as a result of an Event of Default). Payment of amounts due under this Section 2.12.4 shall be made by the Borrower within five (5) Business Days of receipt of notice thereof (together with any default interest, losses or any other additional costs incurred by IDB Investor any Participant during such five (5) Business Day period). (ii) If the Borrower prepays any amount of the Loans on a date other than an Interest Payment Date, then the Borrower shall pay to IDB Invest and the relevant Participants in addition to the amounts payable by the Borrower under clause (i) of this Section 2.12.4, the amount determined by IDB Invest or such Participants as the difference, if any, between (a) the amount of interest that would have accrued on the principal amount of the Loans had such repayment not occurred, at the Loan Interest Rate then applicable to such Loans for the remainder of the Interest Period during which the relevant repayment is made, and (b) the amount of interest that IDB Invest and the relevant Participants would earn on such repaid principal amount for the remainder of such Interest Period if such principal amount were invested for such remaining period at the interest rate that would be bid to IDB Invest and the relevant Participants from prime banks in the New York interbank market at the time such repayment occurs. Section 2.13. Loan Interest. 2.13.1 General Provisions. (i) The Borrower shall pay interest on the outstanding principal amount of the IDB Invest A Loan in accordance with this Section 2.13. (ii) Interest on the IDB Invest A Loan shall accrue daily for each Interest Period from the first day of such Interest Period to the last day of such Interest Period, computed on the basis of the actual number of days elapsed in such Interest Period in a year of three hundred and sixty (360) days and shall be payable in arrears on the Interest Payment Date falling on such last day; provided that if any Disbursement is made fewer than ten (10) Business Days before an Interest Payment Date, interest on such Disbursement shall be paid on the second Interest Payment Date following the date of that Disbursement. 2.13.2 IDB Invest A Loan Variable Rate. During each Interest Period, the IDB Invest A Loan shall bear interest at a variable rate per annum equal to the sum of (x) Applicable Term SOFR on the Interest Rate Determination Date for that Interest Period, plus (y) the A Loan Applicable Spread (such variable interest rate, the “Variable Rate”). On each Interest Rate Determination Date, IDB Invest shall determine the Variable Rate applicable to the corresponding Interest Period and shall promptly notify the Borrower of such rate; provided that the failure of IDB Invest to notify the Borrower of such rate shall not affect the Borrower’s obligation to make any payment of the IDB Invest A Loan. Section 2.14. B Loan Interest. 2.14.1 The Borrower shall pay interest on the outstanding principal amount of the B Loans, from time to time in accordance with this Section 2.14.


CONFIDENTIAL Loan Number 15420-01 -11- 2.14.2 Interest on each B Loan shall accrue daily for each Interest Period from the first day of such Interest Period to the last day of such Interest Period computed on the basis of the actual number of days elapsed in such Interest Period and a year of three hundred and sixty (360) days and be payable in arrears on the Interest Payment Date falling on such last day; provided that, interest on any Disbursement made fewer than ten (10) Business Days before an Interest Payment Date shall be paid on the second Interest Payment Date following the date of that Disbursement. 2.14.3 During each Interest Period, each B Loan shall bear interest at the B Loan Interest Rate provided in the applicable B Loan Supplement. Section 2.15. Market Disruption. 2.15.1 If IDB Invest determines (on its own or at the request of the Required Participants with respect to any Loan) that at any time, for any Interest Period, Applicable Term SOFR (i) will not adequately reflect the cost of making, funding or maintaining any Loan or (ii) subject to Section 2.16 (Benchmark Replacement Setting), cannot be determined by IDB Invest pursuant to the definition thereof (each of the foregoing, a “Market Disruption Event”), then the Market Disruption Base Rate, as notified by IDB Invest to the Borrower, shall apply to the affected Loan(s) for each Interest Period in place of Applicable Term SOFR. Any Market Disruption Base Rate applied pursuant to this Section 2.15.1 shall cease to be used in place of Applicable Term SOFR (A) for any Interest Period that begins after IDB Invest notifies the Borrower that the Market Disruption Event no longer exists or (B) if an agreement is reached between IDB Invest and the Borrower during the Rate Setting Period, as described in Section 2.15.2(i). 2.15.2 Upon the occurrence of a Market Disruption Event under Section 2.15.1(i), IDB Invest and any Participant, in respect of its Participation, may elect to apply Applicable Term SOFR to determine the weighted average cost of funds of such Person when calculating the interest rate for the Loans. Notwithstanding the foregoing, upon the occurrence of a Market Disruption Event, at the Borrower’s written request (received by IDB Invest within five (5) Business Days of the Borrower having been notified by IDB Invest of such Market Disruption Event), (i) IDB Invest and the Borrower shall enter into good-faith negotiations for a period of not more than thirty (30) days (the “Rate Setting Period”) to determine a substitute base rate of interest applicable to the Loans; (ii) any alternative rate agreed to by IDB Invest and the Borrower during the Rate Setting Period shall apply retroactively from the first day of the affected Interest Period; and (iii) if no agreement is reached between IDB Invest and the Borrower during the Rate Setting Period, the Borrower may prepay the Loans in accordance with Section 2.4.1 (Voluntary Prepayments) no later than five (5) Business Days following the expiration of the Rate Setting Period. Section 2.16. Benchmark Replacement Setting. 2.16.1 Benchmark Replacement. Notwithstanding anything to the contrary in any Financing Document, upon the occurrence of a Benchmark Transition Event, the Benchmark Replacement will replace the then-current Benchmark. Such Benchmark Replacement will become effective on the fifth Business Day in New York after IDB Invest has sent a notice of such proposed amendment to the Borrower or such later date as IDB Invest may specify in such notice, so long as IDB Invest


CONFIDENTIAL Loan Number 15420-01 -12- has not received, by such time, written notice of objection to such amendment from the Borrower. If the Borrower objects to the Benchmark Replacement and agreement on such Benchmark Replacement cannot be reached by the end of such five (5) Business Day period, the rate of interest shall continue to be determined in accordance with Section 2.15 (Market Disruption), and the Borrower may prepay the relevant portion of the Loans in accordance with Section 2.4.1 (Voluntary Prepayments) and Section 2.4.3 (Prepayment Fees and Costs). 2.16.2 Benchmark Administration Changes. In connection with the use, administration, adoption or implementation of a Benchmark, IDB Invest will have the right to make Benchmark Administration Changes from time to time and, notwithstanding anything to the contrary in any Financing Document, any amendments implementing such Benchmark Administration Changes will become effective upon notice to, but without any further action or consent of the Borrower. 2.16.3 Notices; Standards for Decisions and Determinations. IDB Invest will promptly notify the Borrower of (i) the implementation of any Benchmark Replacement and (ii) the effectiveness of any Benchmark Administration Changes. Any determination, decision or election that may be made by IDB Invest pursuant to this Section 2.16, including any determination with respect to a tenor, rate or adjustment or the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action, will be conclusive and binding absent manifest error and may be made in IDB Invest’s sole discretion. In connection with the implementation of any Benchmark Replacement and at the request of IDB Invest, the Borrower shall promptly provide an amendment to or replacement of any affected Note. Section 2.17. Notes. 2.17.1 Initial Notes. To further evidence its obligation to repay the Loans, and to pay accrued interest, the Borrower shall issue and deliver to IDB Invest, on each Disbursement Date, a separate promissory note and completion agreement for such Disbursement of the Loans, in the principal amount plus interests of such Disbursement and substantially in the form of Exhibit 2 (Form of IDB Invest A Loan Promissory Note) and Exhibit 2A (Form of B Loan Promissory Note) as applicable (collectively, the “Notes”). At IDB Invest’s request from time to time, the Borrower shall promptly execute and deliver one (1) or more new Notes satisfactory to IDB Invest to substitute for one (1) or more Notes previously delivered hereunder. The issuance, execution and delivery of any Note pursuant to this Agreement shall not be construed as a novation hereunder or under any other agreement between IDB Invest and the Borrower and shall not affect the obligations or rights of the Borrower hereunder, and the rights and claims of IDB Invest under any Note shall not replace or supersede its rights and claims hereunder. 2.17.2 Replacement Notes. Upon IDB Invest’s request at the time of the last Disbursement of each Loan, or upon IDB Invest’s request thereafter, the Borrower shall deliver to IDB Invest a Note in the total amount of all Disbursements of such Loan (including the amount of such last Disbursement) to be due and payable on the A Loan Final Maturity Date; provided that if the Borrower has made any payments of principal pursuant to Section 2.3 (Repayment), then the Note shall be for the total amount due under the Loans after such payment(s) of principal are made, as calculated by IDB Invest and notified to the Borrower. Section 2.18. A Loan Final Maturity Date Extension.


CONFIDENTIAL Loan Number 15420-01 -13- 2.18.1 THE BORROWER HEREBY AGREES AND ACKNOWLEDGES THAT NEITHER THIS SECTION 2.18 NOR ANY OTHER SECTION OF THIS AGREEMENT CONSTITUTES A COMMITMENT OR OBLIGATION OF IDB INVEST TO EXTEND THE A LOAN FINAL MATURITY DATE. THE EXTENSION OF THE A LOAN FINAL MATURITY DATE SHALL REQUIRE THE EXECUTION OF ADDITIONAL AGREEMENTS IN FORM AND SUBSTANCE SATISFACTORY TO IDB INVEST IN ITS SOLE DISCRETION. 2.18.2 A Loan Final Maturity Date Extension. The Borrower may, with respect to the IDB Invest A Loan Commitment, no later than sixty (60) days prior to the A Loan Final Maturity Date, and so long as no Default exists, deliver to IDB Invest a request to extend the IDB Invest A Loan Commitment for a commitment period starting on or after the A Loan Final Maturity Date, subject to IDB Invest’s approval (each such approved extension of the A Loan Final Maturity Date being the “A Loan Extended Final Maturity Date”) substantially in the form of Exhibit 9 (Form of A Loan Final Maturity Date Extension Request); provided that (i) the Borrower may extend the A Loan Final Maturity Date one (1) single time, (ii) no extension may extend the A Loan Final Maturity Date for more than two (2) years from the IDB Invest A Loan Final Maturity Date, (iii) the A Loan Applicable Spread will be increased by an additional (x) zero point one two five percent (0.125%) per annum for any extension of up to one year from the IDB Invest A Loan Final Maturity Date, and (y) zero point two five zero percent (0.250%) per annum for any extension beyond one year from the IDB Invest A Loan Final Maturity Date, in each case effective as of the A Loan Final Maturity Date Extension. Upon receiving such request IDB Invest may, in its sole discretion, approve the extension of the A Loan Final Maturity Date by delivering to the Borrower a proposed A Loan Final Maturity Date Extension Supplemental Agreement substantially in the form of Exhibit 10 (Form A Loan Final Maturity Date Extension Supplemental Agreement). The Borrower may accept such terms and conditions by executing the A Loan Final Maturity Date Extension Supplemental Agreement on or before the A Loan Final Maturity Date (the “A Loan Final Maturity Date Extension”). 2.18.3 Conditions for Extension. Notwithstanding anything to the contrary in this Agreement, the A Loan Final Maturity Date Extension and the terms and conditions applicable to such A Loan Final Maturity Date Extension shall be determined by IDB Invest in its sole discretion and shall in any case be subject to the satisfaction of the following conditions (“Conditions for Extension”): (i) A Loan Final Maturity Date Extension Supplemental Agreement. The execution by the Parties, on or prior to the A Loan Final Maturity Date, of a mutually satisfactory A Loan Final Maturity Date Extension Supplemental Agreement; (ii) No Default. No Default or Event of Default has occurred and is continuing; and (iii) Representations and Warranties. The representations and warranties made by the Obligors in this Agreement and each other Financing Document are true and correct in all material respects as of the date of the A Loan Final Maturity Date Extension. For the avoidance of any doubt, (i) the A Loan Final Maturity Date Extension is at IDB Invest’s sole and full discretion and IDB Invest may reject such A Loan Final Maturity Date Extension


CONFIDENTIAL Loan Number 15420-01 -14- even if the conditions above are satisfied and (ii) this Section 2.18 is only applicable to the IDB Invest A Loan. Section 2.19. Financial Calculations for Limited Condition Transactions. 2.19.1 In connection with any action being taken in connection with a Limited Condition Transaction, for purposes of determining compliance with any provision of this Agreement which requires that no Default or Event of Default, as applicable, has occurred, is continuing or would result from any such action, as applicable, such condition shall, at the option of the Borrower, be deemed satisfied, so long as no Default or Event of Default, as applicable, exists on the date the definitive agreement (or other relevant definitive documentation) for such Limited Condition Transaction is executed. For the avoidance of doubt, if the Borrower has exercised its option under the first sentence of this Section 2.19.1, and any Default or Event of Default occurs following the date such definitive agreement for a Limited Condition Transaction is executed and prior to the consummation of such Limited Condition Transaction, any such Default or Event of Default shall be deemed to not have occurred or be continuing for purposes of determining whether any action being taken in connection with such Limited Condition Transaction is permitted hereunder. 2.19.2 In connection with any action being taken in connection with a Limited Condition Transaction for purposes of: (1) determining compliance with any provision of this Agreement which requires the calculation of the Total Net Leverage Ratio; or (2) testing baskets set forth in this Agreement (including baskets measured as a percentage of Total Assets); in each case, at the option of the Obligors (the Obligors’ election to exercise such option in connection with any Limited Condition Transaction, an “LCT Election”), the date of determination of whether any such action is permitted hereunder, shall be deemed to be the date the definitive agreement (or other relevant definitive documentation) for such Limited Condition Transaction is entered into (the “LCT Test Date”); provided, however, that the Obligors shall be entitled to subsequently elect, in their sole discretion, the date of consummation of such Limited Condition Transaction instead of the LCT Test Date as the applicable date of determination, and if, after giving pro forma effect to the Limited Condition Transaction and the other transactions to be entered into in connection therewith (including any incurrence of Debt and the use of proceeds thereof), as are appropriate and consistent with the pro forma adjustment provisions set forth in the definitions of “Consolidated EBITDA” and “Total Net Leverage Ratio”, the Obligors, any Restricted Subsidiary or any El Salvador Restricted Subsidiary, as applicable, could have taken such action on the relevant LCT Test Date in compliance with such ratio, test or basket, such ratio, test or basket shall be deemed to have been complied with. 2.19.3 If any Obligor has made an LCT Election and any of the ratios, tests or baskets for which compliance was determined or tested as of the LCT Test Date are exceeded as a result of fluctuations in any such ratio, test or basket, including due to fluctuations in Consolidated EBITDA or Total Assets at or prior to the consummation of the relevant transaction or action, such baskets or ratios will not be deemed to have been exceeded as a result of such fluctuations. If any Obligor has made an LCT Election for any Limited Condition Transaction, then in connection with any subsequent calculation of any ratio, test or basket availability under this Agreement (including with respect to the incurrence of Debt or Liens, or the making of Permitted Disposals, acquisitions, mergers, the conveyance, lease or other transfer of all or substantially all of the assets of the Obligors, any Restricted Subsidiary or any El Salvador Restricted Subsidiary, as applicable, or the


CONFIDENTIAL Loan Number 15420-01 -15- designation of an Unrestricted Subsidiary) on or following the relevant LCT Test Date and prior to the earlier of the date on which such Limited Condition Transaction is consummated or the definitive agreement for such Limited Condition Transaction is terminated or expires without consummation of such Limited Condition Transaction, any such ratio, test or basket shall be calculated on a pro forma basis assuming such Limited Condition Transaction and other transactions in connection therewith (including any incurrence of Debt and the use of proceeds thereof) have been consummated. ARTICLE 3 REPRESENTATIONS AND WARRANTIES Section 3.1. Representations and Warranties. Each Obligor (as applicable) represents and warrants: 3.1.1 Organization; Power and Authority. Each Obligor is duly organized and validly existing under Applicable Law in the Obligor’s Country and has all requisite corporate or other organizational power and authority to own its Property, conduct its business as currently conducted, and to enter into, and to comply with its obligations under, each Financing Document. 3.1.2 Enforceability. Each Financing Document to which each Obligor is a party has been duly authorized and executed by it and constitutes such Obligor’s valid and legally binding obligation, enforceable in accordance with its terms, is in proper legal form for enforcement in such Obligor’s Country and all formalities required therein for its enforcement have been accomplished, subject to applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium, or other similar laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law. Each Note when delivered constitutes an enforceable obligation (comparable to that of a titulo ejecutivo) under the Applicable Laws of the Borrower’s Country. 3.1.3 No Violation. The execution, delivery and performance by each Obligor of any Financing Document, do not and will not (a) contravene any Applicable Law, any Relevant Authorization, any judgment, award or its constitutive documents, (b) result in the imposition of any Lien other than a Permitted Lien, or (c) contravene any agreement to which it is a party, except, in the case of this clause (c), where such contravention, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect. 3.1.4 Relevant Authorizations. Each Obligor has obtained and is in compliance with (a) all Relevant Authorizations and all Relevant Authorizations are in full force and effect, and such Obligor has no reason to believe that any Relevant Authorization that requires renewal will not be renewed on the same terms and (b) all consents, approvals, resolutions, licenses, exemptions, filings, notarizations or registrations required to make the Financing Documents to which each Obligor is a party admissible in evidence in its jurisdiction of organization, have been obtained or effected and are in full force and effect, other than, in the case of the Borrower’s Country, notarization and apostille of any Financing Document signed outside of the Borrower’s Country and translation into Spanish in accordance with the Applicable Law of the Borrower’s Country of any Financing Document executed in English.


CONFIDENTIAL Loan Number 15420-01 -16- 3.1.5 Compliance with Applicable Laws. Each Obligor and each El Salvador Significant Subsidiary is in compliance with all Applicable Laws, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect. 3.1.6 No Default. No Default has occurred and is continuing. 3.1.7 Litigation. Except as disclosed in the Financial Statements referred to in Section 3.1.8 (Financial Statements), no Action is pending (or, to each Obligor’s knowledge, threatened) and no judgment, order or award has been issued against any Obligor or any of its Significant Subsidiaries, in each case, which, if adversely determined, would reasonably be expected, by itself or cumulatively, to have a Material Adverse Effect. 3.1.8 Financial Statements. The Obligors’ audited Financial Statements for the annual period ending on December 31, 2024 delivered to IDB Invest were prepared from and are in accordance with each Obligor’s books and records and give a true and fair view of each Obligor’s financial position, including disclosure of all of its liabilities (contingent or otherwise) as of the date thereof and the results of its operations and cash flow for the period covered thereby, all in conformity with the Accounting Principles. 3.1.9 No Material Adverse Effect. Since December 31, 2024, nothing has occurred which has had or would reasonably be expected to have a Material Adverse Effect. 3.1.10 Ownership of Property. Each Obligor has good, legal and valid title to (or a valid leasehold interest in) all its Property material to its business, except for such defects in title that, either individually or in the aggregate, do not interfere with its ability to conduct its business as currently conducted or to utilize such properties for their intended purposes or except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect. 3.1.11 Environmental and Social Compliance. Each representation made in Section 2 (E&S Representations and Warranties) of Annex 2 (Environmental and Social Provisions) is true and correct. 3.1.12 Absence of Prohibited Practices; Sanctions Lists. Neither the Obligors nor any of their Affiliates nor any other Person acting on its or their behalf (i) has committed or engaged in any Prohibited Practice in connection with any Financing Document or any transaction contemplated by the Financing Documents or (ii) is included on any Internationally Recognized Sanctions Lists or on the IDB Group List of Sanctioned Firms and Individuals. 3.1.13 Compliance with Laws against Money Laundering; Combating the Financing of Terrorism. Each Obligor (i) has adopted internal policies, procedures and controls for anti-money laundering and combating the financing of terrorism (“AML/CFT”) that comply with Applicable Law and (ii) is in compliance with such policies, procedures and controls. 3.1.14 Ranking of Obligations. The payment obligations of each Obligor under the Financing Documents will at all times rank at least pari passu in priority of payment and in all other respects (except for such exceptions as are provided by Applicable Law) with all other unsecured and unsubordinated obligations of the Borrower outstanding at any time.


CONFIDENTIAL Loan Number 15420-01 -17- 3.1.15 Availability and Transfer of Foreign Currency. No foreign exchange control approvals or other Authorizations are required to ensure the availability of Dollars to enable the Borrower to perform all of its payment obligations under the Financing Documents. No other restriction or requirement limits the availability to, or transfer of foreign exchange by, the Borrower to make any payments required under any Financing Document outstanding at any time. 3.1.16 Absence of Insolvency Event. No Insolvency Event has occurred and is continuing or, to any Obligor’s knowledge, has been threatened against such Obligor, and no Obligor has taken any action that will result in an Insolvency Event. 3.1.17 No Immunity. Neither any Obligor nor any of its Property has any immunity from execution or set-off with respect to its assets, or suit with respect to its obligations under any Financing Document. 3.1.18 Provision of Information, Etc. All written information provided by each Obligor to IDB Invest was, on the date provided, and continues to be, taken as a whole, true and accurate in all material respects and not misleading in any material respect, nor was any information omitted from such information that makes the information provided, taken as a whole, misleading in any material respect, except to the extent that it was updated to IDB Invest in writing. 3.1.19 Taxes. All such Obligor’s and its Subsidiaries’ material tax returns and reports required by Applicable Law to be filed have been duly and timely filed, and all Taxes imposed upon such Obligor and its Subsidiaries, its properties and/or its income which are due and payable have been paid, other than Taxes which are being diligently contested in good faith and by appropriate proceedings and as to which adequate reserves are being maintained in accordance with the Accounting Principles or where the failure to pay such taxes would not result in a Material Adverse Effect. 3.1.20 No Omissions. No representation or warranty in this Article 3 omits any matter the omission of which makes such representation or warranty misleading. 3.1.21 No Restriction of Dividends. None of the Borrower or any of its Subsidiaries is currently prohibited, directly or indirectly, under any agreement or other instrument to which it is a party or is subject, from paying any dividends, from making any other distribution on such subsidiary’s capital stock, from repaying any intercompany loans or advances or from transferring any of such subsidiary’s properties or assets to the Borrower or any other subsidiary of the Borrower, other than customary covenants in the financing documents under which the such Subsidiary has borrowed money, none of which, individually or in the aggregate, could reasonably be expected to impair, delay or disrupt the Borrower’s ability to pay amounts due hereunder. 3.1.22 [Reserved]. 3.1.23 Federal Reserve Board Regulations. None of the Obligors is engaged or will engage, principally or as one of its important activities, in the business of extending credit for the purposes of “purchasing” or “carrying” any “Margin Stock” within the respective meanings of such terms under Regulations U, T and X of the Board. No part of the proceeds of the Loans will be used for “purchasing” or “carrying” “Margin Stock” as so defined for any purpose which violates, or which


CONFIDENTIAL Loan Number 15420-01 -18- would be inconsistent with, the provisions of, any Applicable Laws or regulations of any Governmental Body (including, without limitation, the Regulations of the Board). 3.1.24 Centre of Main Interest and Establishment. For the purposes of Regulation (EU) 2015/848 of the European Parliament and the Council of 20 May 2015 on insolvency proceedings (recast) (the “Recast Regulation”) and for purposes of the Cross Border Insolvency Regulations 2006 (the “CBIR”), the Guarantor’s centre of main interest (as that term is used in Article 3(1) of the Recast Regulation or Article 2 (Definitions) of the CBIR) is situated in either Luxembourg, Sweden, England and Wales or the United States of America, and the Guarantor has no “establishment” (as that term is defined in Article 2(10) of the Recast Regulation or Article 2 of the CBIR) in any other jurisdiction. 3.1.25 Governing Law and Enforcement. Subject to the qualifications contained in any legal opinion delivered pursuant to Section 4.1.4, (a) the choice of New York law as the governing law of the Financing Documents (in each case, except as expressly set forth in any Financing Document) will be recognized and enforced in the jurisdiction of organization of each Obligor and (b) any judgment obtained in New York in relation to a Financing Document will be recognized and enforced in the jurisdiction of organization of each Obligor. 3.1.26 Investment Company Status. No Obligor is an “investment company” as defined in, or subject to regulation under, the Investment Company Act of 1940. Section 3.2. Acknowledgment and Warranty. Each Obligor acknowledges that it makes the representations and warranties contained in Section 3.1 (Representations and Warranties) with the intention of inducing IDB Invest to enter into this Agreement and the other Financing Documents (and each Participant to enter into a Participation Agreement) and that IDB Invest has entered into this Agreement and the other Financing Documents (and each Participant has entered or will enter, as the case may be, into a Participation Agreement) on the basis of, and in full reliance upon, each such representation and warranty. ARTICLE 4 CONDITIONS PRECEDENT TO DISBURSEMENT Section 4.1. Conditions Precedent to Disbursement. The Disbursement is subject to the fulfillment in form and substance, and in a manner, satisfactory to IDB Invest, not later than three (3) Business Days, or five (5) Business Days if there is a Disbursement of any B Loan, prior to the Disbursement Date of the following conditions (provided that any condition that is specified to be required to be met on the Disbursement Date shall be instead satisfied on or before the Disbursement Date): 4.1.1 Organizational Documents; Resolutions. IDB Invest has received: (i) copies of the organizational documents of the Borrower and each other Obligor; (ii) copies of the resolutions of the board of directors and Shareholders, if required, of the Borrower and each other Obligor authorizing the execution and performance of the Financing Documents to which such Obligor is a party; (iii) evidence of the duly registered appointment of the current members of the board of


CONFIDENTIAL Loan Number 15420-01 -19- directors of each Obligor and its officers, in each case certified by each applicable Obligor as true and correct in the Disbursement Request; 4.1.2 Certificate of Incumbency and Authority. A certificate of incumbency and authority of the Obligors in the form of Exhibit 3 (Form of Obligors’ Certificate of Incumbency and Authority). 4.1.3 Environmental and Social. The conditions in Section 3 (E&S Conditions Precedent to Disbursement) of Annex 2 (Environmental and Social Provisions) have been satisfied. 4.1.4 Legal Opinions. On or before the Disbursement Date, IDB Invest has received a legal opinion addressed to IDB Invest from each of: (i) counsel to the Borrower and counsel to IDB Invest in the Borrower’s Country substantially in the form of opinion set forth in Exhibit 4 (Form of Opinion of Local Counsel) or in another form reasonably acceptable to IDB Invest; (ii) Hogan Lovells (Luxembourg) LLP, Luxembourg counsel to the Guarantor in a form reasonably satisfactory to IDB Invest, and (iii) King & Spalding LLP, New York counsel to the Obligors in a form reasonably satisfactory to IDB Invest. 4.1.5 Financial Statements. IDB Invest has received the Financial Statements referred to in Section 3.1.8 (Financial Statements). 4.1.6 Process Agent. IDB Invest has received a letter substantially in the form of Exhibit 5 (Form of Obligors’ Service of Process Letter) or in another form reasonably acceptable to IDB Invest relating to the appointment by the Obligors of an agent for service of process acceptable to IDB Invest, together with evidence of such Process Agent’s unconditional acceptance of such appointment to act as such until the date that is six (6) months after the A Loan Final Maturity Date. 4.1.7 [Reserved]. 4.1.8 Participant Commitment. IDB Invest has received formal commitments from one or more Participants to acquire one (1) or more Participations in an aggregate amount equal to the full amount of the B Loan Commitment as of the related Disbursement Date, evidenced by the execution and delivery by each such Participant, together with IDB Invest, of a Participation Agreement. 4.1.9 B Loan Supplement and Fee Letter. In connection with each Participation, the Borrower has executed and delivered, together with IDB Invest, a B Loan Supplement substantially in the form attached hereto as Exhibit 8 (Form of B Loan Supplement) together with a Fee Letter executed between the Borrower and IDB Invest in respect of such Participation (if any). 4.1.10 Disbursement Request. IDB Invest has received a Disbursement Request with respect to such Disbursement in accordance with Section 2.2 (Disbursement Procedure) certifying as to the intended use of proceeds, which shall comply with Section 5.1.1 (Use of Proceeds), and the satisfaction of all applicable conditions to Disbursement. 4.1.11 No Default. No Default exists or will occur as a result of the making of such Disbursement.


CONFIDENTIAL Loan Number 15420-01 -20- 4.1.12 Representations and Warranties. All representations and warranties made by each Obligor in Article 3 (Representations and Warranties) are true and correct in all material respects with reference to the facts and circumstances existing on the date of the Disbursement Request and on the Disbursement Date after giving effect to the proposed Disbursement; provided that (a) any representation or warranty that is qualified by materiality or by reference to a Material Adverse Effect shall be true and correct in all respects, (b) the representations and warranties set forth in Sections 3.1.4 (Relevant Authorizations), 3.1.5 (Compliance with Applicable Laws), 3.1.11 (Environmental and Social Compliance), 3.1.12 (Absence of Prohibited Practices; Sanctions Lists) and 3.1.13 (Compliance with Laws against Money Laundering) shall be true and correct in all respects, and (c) references to Financial Statements shall refer to the most recent Financial Statements delivered to IDB Invest. 4.1.13 Fees and Expenses. The Borrower has paid, or has made arrangements to pay, all fees and Costs (including legal fees and expenses) then due under this Agreement or any mandate letter, or otherwise due prior to or as of the Disbursement Date pursuant to any Financing Document, or reimbursed IDB Invest for such amounts. 4.1.14 [Reserved]. 4.1.15 Financing Documents. Each Financing Document has been duly authorized and executed and delivered by all parties thereto and is in full force and effect in accordance with its terms. 4.1.16 Notes. On or before the applicable Disbursement Date, the Borrower shall have duly executed and delivered to IDB Invest a Note in the amount of the requested Disbursement of each Loan being disbursed, each dated as of such Disbursement Date. ARTICLE 5 COVENANTS Section 5.1. Affirmative Covenants. Each Obligor (except to the extent otherwise expressly set forth below) shall: 5.1.1 Use of Proceeds. The Borrower shall cause the proceeds of the Loan(s) to be applied exclusively for the following purposes: (i) with respect to the IDB Invest A Loan, (x) to finance or reimburse capital expenditures of Goods; and (y) for the repayment or prepayment, as applicable, by the Borrower of certain amounts outstanding (including principal, interest and other amounts due by the Borrower) under the Intercompany Facility; (ii) for repayment or prepayment, as applicable, by the Borrower of all amounts outstanding (including principal, interest and other amounts due by the Borrower) under the Existing Facility, and the termination of the Existing Facility; and (iii) to pay costs and expenses associated with the transactions contemplated herein, in each case in accordance with Applicable Law and the terms of this Agreement; provided, however, that: (a) with respect to the IDB Invest A Loan, the use of proceeds described in clause (i)(x) above shall be limited exclusively to finance or reimburse capital expenditures of Goods in IDB Invest Member Countries; and (b) no proceeds of any Loan shall be used for any activity set forth in the List of Excluded Activities.


CONFIDENTIAL Loan Number 15420-01 -21- 5.1.2 Existence/compliance with Applicable Laws. Each Obligor shall (and the Borrower shall ensure that each El Salvador Significant Subsidiary shall) (i) maintain its corporate existence, (ii) obtain and maintain in full force and effect all Relevant Authorizations, and (iii) conduct its business in accordance with prudent industry practice, the Relevant Authorizations and all Applicable Law in all material respects. 5.1.3 Systems; Books and Records. Each Obligor shall (and the Borrower shall ensure that each El Salvador Significant Subsidiary shall) maintain systems of internal accounting controls and books of account and other records adequate to reflect accurately and fairly the Obligors’ financial condition and the results of its operations in conformity with the Accounting Principles and Applicable Law. 5.1.4 Access to Premises and Records. Upon IDB Invest’s reasonable prior notice and at its sole cost and expense, permit representatives and staff of the IDB Group (including the OII and the MICI) and any of their consultants to: (i) visit and inspect any premises where the Borrower’s business is conducted; (ii) examine and make copies of the Borrower’s books of account and records, including records pertaining to compliance with Environmental and Social Requirements (as defined in Annex 2 (Environmental and Social Provisions)) and Prohibited Practices, provided that the Borrower shall not be required to disclose any information or materials protected by legal privilege, confidentiality obligations protecting third-party information, or applicable law; and (iii) have access to the Borrower’s employees, officers, agents, and to the extent within the Borrower’s control, contractors and subcontractors. In each case above, with respect to MICI, such access shall be for the purpose of carrying out the MICI’s role. 5.1.5 Auditor. Maintain an Acceptable Auditor as its auditor and notify IDB Invest in writing following the Obligors’ appointment of a new Acceptable Auditor no later than thirty (30) Business Days thereafter. 5.1.6 Ranking of Obligations. Ensure that all payment obligations of the Borrower under the Financing Documents rank at least pari passu in all other respects with all other unsecured and unsubordinated obligations of the Borrower (except as otherwise provided by Applicable Laws). 5.1.7 E&S Compliance. Comply with Section 4 (E&S Affirmative Covenants) of Annex 2 (Environmental and Social Provisions). 5.1.8 Cooperation. If IDB Invest notifies the Obligors that a misrepresentation may have been made with respect to Section 3.1.12 (Absence of Prohibited Practices; Sanctions Lists), or a breach under Section 5.2.6 (Prohibited Practices), Section 5.2.7 (List of Excluded Activities), or Section 5.3.3(ii)(d) (Notices) has occurred then: (i) cooperate in good faith with IDB Invest and its representatives in determining whether such misrepresentation or breach has occurred, (ii) respond promptly (and, in any event, within five (5) days) with reasonable detail to any notice from IDB Invest relating thereto, and (iii) upon IDB Invest’s request, furnish documentary support for such response. 5.1.9 Financial Covenant.


CONFIDENTIAL Loan Number 15420-01 -22- (i) Subject to Section 5.1.9(ii), comply with the ratio set forth in Annex 4 (Financial Covenant) as of the last day of each Financial Quarter commencing with the first full Financial Quarter ending after the Effective Date (the “Financial Covenant”). (ii) Upon the consummation of a Qualified Acquisition and until the completion of the fourth (4th) consecutive full Financial Quarter ending after the closing of such Qualified Acquisition (the “Increase Period”), at the Borrower’s option (with prior written notice to IDB Invest), the maximum Total Net Leverage Ratio permitted under Section 5.1.9(i) shall be temporarily increased to 3.50:1.00 to accommodate permitted Debt associated with such Qualified Acquisition (the “Step-Up Option”); provided that, (i) Increase Periods may not be successive unless the Financial Covenant would have been complied with (calculated without regard to the utilization “trigger” contemplated by Section 5.1.9(i)) for at least two (2) consecutive Financial Quarters without giving effect to a Step-Up Option and (ii) there shall be a maximum of two (2) Increase Periods in the aggregate during the term of the Loans. 5.1.10 Taxes. (i) Pay when due all Taxes payable by it under Applicable Law, other than those which are being diligently contested in good faith and by appropriate proceedings and as to which adequate reserves have been set aside in accordance with the Accounting Principles, except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect and (ii) file all material tax returns required to be filed by it under any Applicable Law. 5.1.11 Maintenance of Properties. Insurance. Except for the discontinuance of the operation or maintenance of the properties of any Obligor or any El Salvador Significant Subsidiary if such discontinuance is, in such Person’s judgment, desirable in the conduct of its business and is not disadvantageous in any material respect to IDB Invest, each Obligor shall (and the Borrower shall ensure that each El Salvador Significant Subsidiary shall) (i) maintain in good repair, working order and condition (ordinary wear and tear excepted) all of its material properties necessary or desirable in the conduct of its business, all in accordance with the judgment of each such Person (acting reasonably); (ii) (1) preserve and maintain the subsistence and validity of the Intellectual Property reasonably necessary for the business of such Person (“Material Intellectual Property”); (2) use reasonable endeavors to prevent any infringement in any material respect of the Material Intellectual Property; (3) make registrations, pay all registration fees and taxes, and take all other actions reasonably necessary to preserve and maintain the Material Intellectual Property in full force and effect and record its interest in that Material Intellectual Property; (4) not use or permit the Material Intellectual Property to be used in a way or take any step or omit to take any step in respect of that Material Intellectual Property which may materially and adversely affect the existence or value of the Material Intellectual Property or imperil the right of any such Person to use such property; and (5) not discontinue the use of the Material Intellectual Property, where failure to do so, in the case of paragraphs (1), (2) and (3) above, or, in the case of paragraphs (4) and (5) above, such use, permission to use, omission or discontinuation, would reasonably be expected to result in a Material Adverse Effect and (iii) insure and keep insured, with financially sound and reputable insurers its Property and business against insurable losses in such amounts, with such deductibles and covering such risks as are customarily maintained by Persons operating in the same industry and in accordance with accepted industry standards. 5.1.12 Cybersecurity Plan. Comply with the Cybersecurity Plan set forth in Annex 5 (Cybersecurity Plan).


CONFIDENTIAL Loan Number 15420-01 -23- 5.1.13 Information for the Diversification KPI: The Borrower shall provide to IDB Invest: (i) as soon as reasonably practicable upon request and in any case at least once in every twelve (12) month period from the date of this Agreement, a Diversification Report in the form of Exhibit 11 (Form of Diversification Report) including the Diversification Target calculation; and (ii) all information that IDB Invest may reasonably request for supporting the Diversification Target calculation. 5.1.14 [Reserved]. Section 5.2. Negative Covenants. The Obligors (as applicable) shall not: 5.2.1 Limitation on Restricted Payments. Neither the Borrower nor any El Salvador Restricted Subsidiary shall make any Restricted Payment unless, on a pro forma basis after giving effect to any such Restricted Payment, the Borrower is in compliance with the Financial Covenant (tested at such time). 5.2.2 Fundamental Changes to any of the Obligors. No Obligor shall undertake or permit any merger, consolidation, spin-off or reorganization other than Permitted Reorganizations. 5.2.3 Affiliate Transactions. No Obligor shall (and the Borrower shall not permit any El Salvador Subsidiary to) enter into or maintain any transaction, including the purchase, sale, lease or exchange of Property, or the rendering of any service, with any Affiliate, unless those transactions are entered into on arm’s-length terms and at Fair Market Value other than (i) loans among members of the Restricted Group; (ii) any Permitted Reorganization to the extent that it only involves members of the Restricted Group; (iii) the payment of Value Creation Fees among members of the Restricted Group; or (iv) fees, costs and expenses payable under the Financing Documents; provided that, any transaction described in clauses (i) through (iv) above shall comply with the OECD Transfer Pricing Guidelines for Multinational Enterprises. In respect of any transactions with Affiliates described in clauses (i) through (iv) entered into during any Financial Year, upon request by IDB Invest, the Obligors shall deliver the annual transfer pricing study prepared by its external consultant for such Financial Year within a reasonable time after receipt thereof. 5.2.4 Scope of Business. Engage in any business, other than in a Related Business. 5.2.5 Accounting Changes. Change its Financial Year or make or permit any change in accounting policies or reporting practices, except as required to comply with the Accounting Principles, consistently applied or Applicable Law. 5.2.6 Prohibited Practices. No Obligor shall commit, engage in, or be involved with (or authorize or permit any Affiliate or any other Person acting on its behalf to commit, engage in, or be involved with) any Prohibited Practice with respect to any transaction contemplated by any Financing Document. 5.2.7 List of Excluded Activities. No Obligor shall engage in, or be involved with, any activity included in the List of Excluded Activities.


CONFIDENTIAL Loan Number 15420-01 -24- 5.2.8 Sanctions Lists. No Obligor shall be included on any Internationally Recognized Sanctions Lists or the IDB Group List of Sanctioned Firms and Individuals. 5.2.9 E&S Compliance. No Obligor shall fail to comply with any covenant contained in Section 5 (E&S Negative Covenants) of Annex 2 (Environmental and Social Provisions). 5.2.10 Transfer of Assets. No Obligor shall, nor shall the Borrower permit any El Salvador Restricted Subsidiary to, engage in any Asset Disposition, other than a Permitted Disposal. 5.2.11 No Liens. No Obligor shall, nor shall the Borrower shall permit any El Salvador Restricted Subsidiary to, create, or permit to exist, any Liens on any of its Property other than Permitted Liens. 5.2.12 [Reserved]. 5.2.13 [Reserved]. 5.2.14 Incurrence of Debt. (i) The Guarantor shall not incur any Debt; provided that, the Guarantor may incur Debt if at the time of such incurrence after giving effect thereto and to the application of the proceeds thereof, the Total Net Leverage Ratio is less than 3.00:1.00 (the “Debt Incurrence Test”). (ii) Notwithstanding the limitation in this Section 5.2.14(i), Permitted Debt may be incurred. 5.2.15 Unrestricted Subsidiaries. (i) The Guarantor may, by delivery of a certificate executed by an Authorized Representative of the Guarantor to IDB Invest, designate, after the Effective Date, any Subsidiary of the Guarantor (including any newly created or acquired Subsidiary, but excluding in all cases the Borrower) as an “Unrestricted Subsidiary” if, at the time of or after giving effect to such designation: (1) no Default or Event of Default shall exist; (2) the Guarantor could incur $1.00 of Debt pursuant to the Debt Incurrence Test and (3) the aggregate amount of Investments (other than Permitted Investments) by the Guarantor and the Restricted Subsidiaries in all Unrestricted Subsidiaries shall not exceed the greater of (x) $950,000,000 (or the equivalent in other currencies) or (y) 10% of Total Assets at any time outstanding. (ii) The Guarantor shall not (nor shall the Guarantor permit any Restricted Subsidiary to) at any time: (1) provide credit support for, subject any of its property or assets (other than Liens over the Capital Stock, Debt and other securities of any Unrestricted Subsidiary securing Debt of that Unrestricted Subsidiary and its Subsidiaries) to the satisfaction of, or guarantee, any Debt of any Unrestricted Subsidiary (including any undertaking, agreement or instrument evidencing such Debt); (2) be directly or indirectly liable for any Debt of any Unrestricted Subsidiary; (3) be directly or indirectly liable for any Debt which provides that the holder thereof may (upon notice, lapse of time or both) declare a default thereon or cause the payment thereof to be accelerated or payable prior to its final scheduled maturity upon the occurrence of a default with respect to any Debt of any Unrestricted Subsidiary; or (4) make any Investment (other than a Permitted


CONFIDENTIAL Loan Number 15420-01 -25- Investment) in any Unrestricted Subsidiary to the extent such Investment, together with the aggregate Investments in all Unrestricted Subsidiaries then outstanding, exceeds the amount set out in Section 5.2.15(i). (iii) The Guarantor may re-designate an Unrestricted Subsidiary as a Restricted Subsidiary (a “Re-designation”) only if all Liens and Debt of such Unrestricted Subsidiary outstanding immediately following such Re-designation if incurred at such time would have been permitted to be incurred for all purposes of this Agreement. Section 5.3. Information. The Obligors (as applicable) shall deliver to IDB Invest: 5.3.1 Audited Annual Financial Statements. Within one hundred and eighty (180) days after the end of each Financial Year of each Obligor, (i) one copy (1) of the audited Financial Statements of such Obligor for such Financial Year, (ii) a certificate substantially in the form of Exhibit 7 (Form of Borrower’s Annual Certificate), which shall include calculations in reasonable detail demonstrating whether or not the Borrower complies with Section 5.1.9 (Financial Covenant), and (iii) an audit opinion from the Auditor that is not subject to any qualification as to going concern (other than solely with respect to, or resulting solely from, an upcoming maturity date under this Agreement occurring within one year from the time such opinion is delivered) or scope of such audit. Any Financial Statements required to be delivered pursuant to this Section 5.3.1 shall be deemed to have been furnished to IDB Invest on the date that such Financial Statements are posted on the website of the Group, provided that, in the event the Group’s website is not operational or such Financial Statements are not accessible thereon, the Obligors shall deliver such quarterly or annual reports to IDB Invest by email. 5.3.2 Unaudited Quarterly Financial Statements. Within ninety (90) days after the end of each of the first three (3) Financial Quarters of each Financial Year of each Obligor: (i) one (1) copy of the unaudited Financial Statements of each Obligor for the Financial Quarter most recently ended as of such date and (ii) a completed certificate substantially in the form of Exhibit 6 (Form of Borrower’s Quarterly Certificate), which shall include its calculations in reasonable detail demonstrating whether or not the Borrower complies with Section 5.1.9 (Financial Covenant). Any Financial Statements required to be delivered pursuant to this Section 5.3.2 shall be deemed to have been furnished to IDB Invest on the date that such Financial Statements are posted on the website of the Group, provided that, in the event the Group’s website is not operational or such Financial Statements are not accessible thereon, the Obligors shall deliver such quarterly or annual reports to IDB Invest by email. 5.3.3 Notices. (i) Within five (5) Business Days after receipt (or delivery) by the Obligors, copies of all material notices from (or to) any Authority related to the Obligors, the Loans, the use of Loan proceeds or the Obligors’ ability to perform its obligations hereunder or under any Financing Document, or the status of any Relevant Authorization. (ii) Promptly (and in any event within five (5) Business Days) upon becoming aware of the occurrence thereof, notice of:


CONFIDENTIAL Loan Number 15420-01 -26- (a) any Default, specifying the nature thereof and any steps the Obligors are taking to remedy it; (b) any Mandatory Prepayment Event; (c) any Action, event or condition which has had or would reasonably be expected to have a Material Adverse Effect, including the steps the Obligors are taking or proposes to take with respect thereto; (d) any Prohibited Practice by the Obligors, its Affiliates, or any Person acting on its behalf with respect to the Loans or any transaction contemplated by any Financing Document, or the imposition by any international financial institution of any sanction on the Obligors for any Prohibited Practice, including any information in its possession concerning such situation; and (e) any other event or condition that has had or would reasonably be expected to have a Material Adverse Effect and the steps the Obligors are taking to remedy it. 5.3.4 Development Indicators. Deliver (i) a report in the form of, and with the information topics listed in, Section 1 of Annex 3 (Development Indicators); and (ii) no later than the date of the full prepayment or repayment of the Loan, an updated report in the form of, and with the information listed in, Section 2 of Annex 3 (Development Indicators), provided that such forms and the means of delivery may be revised by IDB Invest from time to time. 5.3.5 Environmental and Social. The Obligors shall deliver to IDB Invest the information required in Section 4.1.3 (Non-Compliance or Serious Incident) and Section 4.1.4 (Annual Reporting) of Annex 2 (Environmental and Social Provisions). 5.3.6 Beneficial Ownership Information. At IDB Invest’s request, provide such information regarding (i) the composition of the management and board of directors of the Obligors, and (ii) the direct and indirect ownership of the Obligors necessary to comply with Applicable Law, and support IDB Invest’s efforts to obtain such information from the Shareholders. Notwithstanding the foregoing, with respect to clause (i), the Obligors shall not be required to provide information concerning the composition of the management and board of directors of the Guarantor, provided that the Guarantor remains a public company and such information is publicly available. 5.3.7 Additional Information. The Obligors shall provide such information (which is not publicly available) as IDB Invest may reasonably request with respect to the Obligors, its Property, the Loans and the Obligors to determine compliance with the obligations under the Financing Documents; provided that, the Obligors shall not be required to deliver confidential information consisting of trade secrets or other proprietary or competitively sensitive information relating to the Obligors or their Subsidiaries and their respective businesses.


CONFIDENTIAL Loan Number 15420-01 -27- ARTICLE 6 EVENTS OF DEFAULT Section 6.1. Events of Default. It shall be an Event of Default if: 6.1.1 Failure to Pay or Perform under Financing Documents. (i) Borrower shall fail to pay any principal of any Loan when and as the same shall become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise. (ii) Borrower shall fail to pay any interest on any Loan or any fee or any other amount (other than an amount referred to in clause (i) above) payable under any Financing Document, when and as the same shall become due and payable, and, if such failure is due to an administrative error, such failure shall continue unremedied for a period of three (3) Business Days. (iii) Any of the Obligors fails to perform or observe any term, covenant or agreement contained in Section 2.17 (Notes), Section 5.1.1 (Use of Proceeds), Section 5.1.2(i) (Existence/compliance with Applicable Laws), Section 5.1.6 (Ranking of Obligations), Section 5.1.7 (E&S Compliance), Section 5.1.10 (Financial Covenants), Section 5.2 (Negative Covenants) and Section 5.3.3(ii) (Notices). (iv) Any of the Obligors fails to comply with any other of its obligations contained in any Financing Document (other than an obligation referred to elsewhere in this Section 6.1), provided that, if capable of being cured, such failure has continued for thirty (30) days after the earlier of (a) notice of such failure to comply being provided by IDB Invest or (b) the date on which a member of the executive committee or a senior member of the treasury, accounting, legal or compliance departments of the Obligors having knowledge thereof. (v) Any Financing Document or any material term thereof (a) is revoked, becomes void or ceases to be in full force and effect and enforceable (except as a result of the express terms hereof or thereof), (b) becomes unlawful, (c) is repudiated by any Obligor or (d) has its legality, validity or enforceability challenged by any Obligor. 6.1.2 Failure to Pay or Perform with respect to other Debt. (i) Any of the Obligors fails to pay any amount outstanding with respect to any of its Debt in excess of one hundred million Dollars ($100,000,000.00) for the Guarantor and fifty million Dollars ($50,000,000.00) for the Borrower (other than any Debt described in Section 6.1.1 (Failure to Pay or Perform under Financing Documents)), or (ii) any other Debt of any of the Obligors is accelerated, becomes subject to mandatory prepayment or redemption or, prior to its stated maturity, otherwise becomes due or is placed on demand. 6.1.3 Misrepresentation. Any representation or warranty made by the Obligors in any Financing Document is found to have been incorrect or misleading in any material respect when made or deemed made (provided that such materiality qualifier shall not apply in respect of representations and warranties that were already conditioned as to materiality), unless the circumstance giving rise to such incorrect or misleading representation or warranty is capable of being remedied, and has


CONFIDENTIAL Loan Number 15420-01 -28- been cured within thirty (30) days after the earlier of (i) IDB Invest’s notice to the relevant Obligor of the circumstances giving rise to such misrepresentation or (ii) a member of the executive committee or a senior member of the treasury, accounting, legal or compliance departments of the Guarantor otherwise becoming aware thereof. 6.1.4 Expropriation. Any Authority (i) condemns, nationalizes, confiscates, assumes control or otherwise expropriates, all or any substantial part of the Property of any Obligor or its Capital Stock or (ii) takes any action that would dissolve any Obligor or prevent any of them from carrying on all or a substantial part of its business or fulfilling its obligations hereunder or (iii) or commences a proceeding in relation to any of the foregoing, where such actions have resulted in, or would reasonably be expected to result in, a Material Adverse Effect. 6.1.5 Insolvency Events. Any Insolvency Event occurs, provided that if any of subclause (ii) or (iii) of the definition of Insolvency Event occurs, it shall be an Event of Default if, in any such case, (i) such proceeding, petition, declaration or event is not dismissed within sixty (60) days or (ii) an order or decree approving, ordering or confirming any of the foregoing is entered. 6.1.6 Attachment; Judgments. (i) An attachment or analogous process is levied or enforced against any Property of any of the Obligors, or (ii) any Obligor shall fail within sixty (60) days to pay, bond or otherwise discharge a final judgment, order or arbitral award (not covered by insurance as to which the insurer has been notified of such judgment or order and does not dispute payment), and such attachment, process, judgment, order or arbitral award is for an amount in excess of the equivalent of one hundred million Dollars ($100,000,000.00) for the Guarantor and fifty million Dollars ($50,000,000.00) for the Borrower, and, in the case of an attachment or analogous process, is not discharged within sixty (60) days or, where the relevant Obligor reasonably believes such action is frivolous, vexatious or without merit, is challenging such action in good faith, and such action is not discharged within one hundred and eighty (180) days. 6.1.7 Failure to Maintain Relevant Authorizations. Any Relevant Authorization ceases to be in full force and effect and is not restored within twenty (20) days thereafter. 6.1.8 [Reserved]. 6.1.9 Moratorium. Any Authority of any Obligor’s Country declares a moratorium or delay on payments or any other action that negatively affects the performance of the private sector or the capacity of the Obligors to perform its material obligations under the Financing Documents unless the circumstance giving rise to such moratorium or delay is capable of being remedied, has not had, nor could reasonably be expected to have, a Material Adverse Effect, and has been cured within ninety (90) days after the earlier of (i) IDB Invest’s notice to the relevant Obligor of the circumstance giving rise to such moratorium or delay or (ii) a member of the executive committee or a senior member of the treasury, accounting, legal or compliance departments of any Obligor otherwise becoming aware thereof. 6.1.10 Revocation or Modification of Licenses or Spectrum Allocations. Any Authorization from, by or with any Authority (including any allocation of spectrum or other rights of use necessary to operate the business) that is required for the Borrower or any El Salvador Restricted Subsidiary to


CONFIDENTIAL Loan Number 15420-01 -29- lawfully conduct its business as currently conducted is revoked, terminated, modified or not renewed, and such event has or could reasonably be expected to have a Material Adverse Effect. Section 6.2. Remedies. If an Event of Default occurs and is continuing, IDB Invest may take any or all of the following actions: (a) by written notice to the Borrower, (i) suspend or terminate the Loan Commitments and, if applicable, any request of the Borrower for extension of the A Loan Final Maturity Date pursuant to Section 2.18 (A Loan Final Maturity Date Extension), and (ii) declare the Loans, or such part of the Loans as is specified in the notice (with accrued interest thereon), and all other Obligations to be immediately due and payable; and (b) exercise any other remedies that may be available to IDB Invest under any Financing Document or Applicable Law. Section 6.3. Bankruptcy. If any Insolvency Event occurs with respect to the Borrower, then (i) the Loan Commitments and, if applicable, any request of the Borrower for extension of the A Loan Final Maturity Date pursuant to Section 2.18 (A Loan Final Maturity Date Extension), shall be automatically terminated, and (ii) all Obligations arising under this Agreement shall be automatically and immediately due and payable without any presentment, demand, protest or notice of any kind, all of which the Borrower hereby expressly waives. ARTICLE 7 Section 7.1. Guarantee. 7.1.1 The Guarantor irrevocably and unconditionally guarantees the full and prompt payment when due (whether by acceleration or otherwise) of the principal of and interest on the Loans and the Notes and of all other payment obligations and liabilities of the Borrower now existing or hereafter incurred under, arising out of or in connection with this Agreement or any other Financing Document and the due performance and compliance with the payment terms of the Financing Documents by the Borrower, including all interest and expenses accrued or incurred subsequent to the commencement of any bankruptcy or insolvency proceeding with respect to the Borrower, whether or not such interest or expenses are allowed as a claim in such proceeding (all such principal, interest, obligations and liabilities, collectively, the “Guaranteed Obligations”). The Guarantor irrevocably and unconditionally agrees to pay such Guaranteed Obligations to IDB Invest in Dollars (a) with respect to any principal payments due under the Financing Documents, immediately as if the Guarantor were the principal obligor, and (b) with respect to any other payment, within five (5) Business Days of demand therefor. 7.1.2 The Guarantee constitutes a guarantee of payment and not of collection and constitutes an additional, separate and independent obligation of the Guarantor. Section 7.2. No Set-Off. All payments made by the Guarantor shall be made without any set off, counterclaim or other defense. Section 7.3. Continuing Guarantee. The Guarantee is a continuing one and all liabilities to which it applies or may apply under the terms hereof shall be conclusively presumed to have been created in reliance hereon. No failure or delay on the part of IDB Invest in exercising any right, power or privilege hereunder and no course of dealing between the Guarantor or IDB Invest or the beneficiary of any Note shall operate as a waiver thereof; nor shall any single or


CONFIDENTIAL Loan Number 15420-01 -30- partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights, powers and remedies herein expressly provided are cumulative and not exclusive of any rights, powers or remedies which IDB Invest or any beneficiary of any Note would otherwise have. No notice to or demand on the Guarantor in any case shall entitle the Guarantor to any other further notice or demand in similar or other circumstances or constitute a waiver of the rights of IDB Invest or the beneficiary of any Note to any other or further action in any circumstances without notice or demand. Section 7.4. Notice of Acceptance, Presentment, Demand, etc. The Guarantor hereby waives notice of acceptance of the Guarantee and notice of any liability to which it may apply, and waives diligence, presentment, demand of payment, protest, notice of dishonor or nonpayment of any such liability, suit or any requirement that IDB Invest exhaust any right, power or remedy or proceed against, and any other notice whatsoever to, the Borrower under the Financing Documents or any other agreement or instrument referred to herein, or against any other Person under any other guarantee of, or security for, any of the Guaranteed Obligations. Section 7.5. Reinstatement. If any discharge, release or arrangement is made by IDB Invest in whole or in part on the basis of any payment, security or other disposition which is avoided or must be restored insolvency, liquidation, administration or otherwise, without limitation, then the liability of the Guarantor under this Article 7 will continue to be reinstated as if the discharge, release or arrangement had not occurred. Section 7.6. Actions of IDB Invest. 7.6.1 IDB Invest may at any time and from time to time without the consent of, or notice to the Guarantor, without incurring responsibility to the Guarantor and without impairing or releasing the obligations of the Guarantor hereunder, upon or without any terms or conditions and in whole or in part: (a) change the manner, place or terms of payment of, and/or change or extend the time of payment of, renew or alter, any of the Guaranteed Obligations (in each case, pursuant to the terms of this Agreement), any security therefor, or any liability incurred directly or indirectly in respect thereof, and the guaranty herein made shall apply to the Guaranteed Obligations as so changed, extended, renewed or altered; (b) sell, exchange, release, surrender, realize upon or otherwise deal with in any manner and in any order (in each case, pursuant to the terms of this Agreement) any property by whomsoever at any time may be pledged or mortgaged, following the date of this Agreement, to secure, or howsoever securing, the Guaranteed Obligations or any liabilities (including any of those hereunder) incurred directly or indirectly in respect thereof or hereof, and/or any offset there against; (c) exercise or refrain from exercising any rights against the Borrower or others or otherwise act or refrain from acting; (d) settle or compromise any of the Guaranteed Obligations, any security therefor (that may be pledged or granted after the date of this Agreement) or any liability (including any of those hereunder) incurred directly or indirectly in respect thereof or hereof, and may subordinate the payment of all or any part thereof to the payment of any liability (whether due or not) of the Borrower to creditors of the Guarantor other than IDB Invest; (e) apply any sums by whomsoever paid or howsoever realized to any liability or liabilities of the Borrower to IDB Invest regardless of what liabilities or liabilities of the Borrower remain unpaid; (f) consent to or waive any breach of, or any act, omission or default under, any of the Financing Documents, or otherwise amend, modify or supplement any of the Financing Documents or any of such other instruments or agreements with the prior consent of the Obligors;


CONFIDENTIAL Loan Number 15420-01 -31- and/or (g) act or fail to act in any manner referred to in the Guarantee which may deprive the Guarantor of its right to subrogation against the Borrower to recover full indemnity for any payments made pursuant to the Guarantee. Section 7.7. Obligations Absolute and Unconditional. 7.7.1 The obligations of the Guarantor under the Guarantee are absolute and unconditional and shall remain in full force and effect without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any action or inaction by IDB Invest as contemplated in Section 7.3 (Continuing Guarantee); (b) any invalidity, irregularity or unenforceability of all or part of the Guaranteed Obligations or of any security therefor; (c) any amendment, modification, waiver or consent to departure from the terms of any Guaranteed Obligation, including, without limitation, any renewal or extension of the time of payment or change in the manner or place of payment; (d) any law, regulation, decree or order of any jurisdiction, or any other event, affecting any term of any Guaranteed Obligation or IDB Invest’s rights with respect thereto; or (e) any other circumstance (including, without limitation, any statute of limitations) or any existence of or reliance on any representation by IDB Invest that might otherwise constitute a defense available to, or a legal equitable discharge of, the Borrower or the Guarantor or any other guarantor or surety. The Guarantee is a primary obligation of the Guarantor. The obligations of the Guarantor hereunder are independent of the obligations of the Borrower and the obligations of any other guarantor of the obligations of the Borrower, and a separate action or actions may be brought and prosecuted against the Guarantor whether or not any action is brought against the Borrower or any of such other guarantors and whether or not the Borrower is joined in any such action or actions. If at any time any payment made under this Agreement or any other Financing Document is rescinded or must otherwise be restored or returned upon the insolvency, bankruptcy, reorganization, or similar event of the Borrower, then the obligations of the Guarantor hereunder with respect to such payment shall be automatically reinstated at such time as though such payment had been due but not made at such time. Section 7.8. Waiver. 7.8.1 The Guarantor waives, with respect to itself and its obligations hereunder, any right (except as shall be required by Applicable Law and cannot be waived) to require IDB Invest to (i) proceed against the Borrower or any other party, (ii) proceed against or exhaust any security held from the Borrower or any other party, or (iii) pursue any other remedy in IDB Invest’s power whatsoever. The Guarantor waives any defense based on or arising out of any defense of the Borrower or any other party, other than payment in full of the Guaranteed Obligations, including, without limitation, any defense based on or arising out of the incapacity of the Borrower or any other party, or the enforceability of the Guaranteed Obligations or any part thereof from any cause, or the cessation from any cause of the liability of the Borrower other than in respect of payment in full of the Guaranteed Obligations. IDB Invest may exercise any right or remedy IDB Invest may have against the Borrower or any other party, or any security, without affecting or impairing in any way the liability of the Guarantor hereunder except to the extent the Guaranteed Obligations have been paid. The Guarantor waives any defense arising out of any such election by IDB Invest, even though such election operates to impair or extinguish any right of reimbursement or subrogation or other right or remedy of the Guarantor against the Borrower or any other party or any security.


CONFIDENTIAL Loan Number 15420-01 -32- 7.8.2 The Guarantor assumes all responsibility for being and keeping itself informed of the Borrower’s financial condition and assets, and of all other circumstances bearing upon the risk of nonpayment of the Guaranteed Obligations and the nature, scope and extent of the risks which the Guarantor assumes and incurs hereunder, and agrees that IDB Invest shall not have any duty to advise the Guarantor of information known to it regarding such circumstances of risks. Section 7.9. Immediate Recourse. 7.9.1 The Guarantor waives any right it may have of first requiring IDB Invest(or any trustee or agent on their behalf) to proceed against or enforce any other rights or security or claim payment from any person before claiming payment of the Guaranteed Obligations from the Guarantor under this Article 7. This waiver applies irrespective of any law or any provision of a Financing Document to the contrary. Section 7.10. Additional Security 7.10.1 This Guarantee is in addition to and will not be in any way prejudiced by any collateral or other security now or in the future held by IDB Invest, nor is nor will any such collateral or other security held by IDB Invest or the liability of any Person for all or any part of the Guaranteed Obligations be in any manner prejudiced or affected by this Agreement. Section 7.11. Subrogation. 7.11.1 Until all amounts which may be or become payable by the Borrower hereunder have been irrevocably paid in full, the Guarantor waives (a) any right of subrogation, reimbursement or indemnification that the Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, (b) any right to enforce, or to participate in, any claim, right or remedy that IDB Invest now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by IDB Invest. The Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnification the Guarantor may have against the Borrower or against any collateral or security, shall be junior and subordinate to any rights IDB Invest may have against the Borrower and, to all right, title and interest IDB Invest may have in any such collateral or security. If any amount shall be paid to the Guarantor on account of any such subrogation, reimbursement, indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full, such amount shall be held in trust (or, if the trust is not recognized in the relevant jurisdiction, as agent) for IDB Invest and shall forthwith be paid over to IDB Invest to be credited and applied against the Guaranteed Obligations. Section 7.12. Bankruptcy or Liquidation of the Borrower. 7.12.1 If the Borrower becomes bankrupt, enters into a composition or makes any arrangement with its creditors, or is dissolved, liquidated or wound up, the Guarantor shall not claim, rank, prove or vote as a creditor of the Borrower or its estate in competition with IDB Invest in respect of any amounts owing to the Guarantor by the Borrower on any account whatsoever unless it gives


CONFIDENTIAL Loan Number 15420-01 -33- IDB Invest the benefit of any such proof and of all amounts to be received in respect of that proof until all obligations of the Guarantor hereunder have been fully paid. Section 7.13. Savings Clause. Anything herein to the contrary notwithstanding, the Guarantor shall only be liable under the Guarantee for the maximum amount that can be hereby incurred without rendering the Guarantee, as it relates to the Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or laws of similar application, and not for any greater amount. ARTICLE 8 MISCELLANEOUS Section 8.1. Notices. Any notice or other communication to be issued under any Financing Document (i) shall be in writing, (ii) subject to Section 8.10 (Applicable Law and Jurisdiction), may be delivered by hand, certified or registered mail, courier service, or email to the party’s address specified below or at such other address as such party shall have designated by notice to the other party hereto, and (iii) shall be deemed to have been given when received; provided that email delivery shall be effective only upon receipt of an acknowledgment from the intended recipient such as by the “return receipt requested” function, as available, reply email or other written acknowledgment; provided further that IDB Invest may at any time require that any notice delivered by email be confirmed by any other means described in this Section 8.1. For the Borrower: Campus Tigo, Km 16.5 CA-4 Via del Corso Tuscania Zaragoza, La Libertad, El Salvador Attention: Irvin Padilla and Héctor Ayala Email: ipadilla@sv.tigo.com; legaltigo@sv.tigo.com For the Guarantor: Millicom International Cellular S.A. 148-150, boulevard de la Pétrusse L-2230 Luxembourg Attention: Office of the General Counsel Email: Salvador.Escalon@Millicom.com; CorpFin@millicom.onmicrosoft.com For IDB Invest: Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington D.C. 20577 United States of America Attention: Portfolio Management Division, Investment Operations Department


CONFIDENTIAL Loan Number 15420-01 -34- Alternative address for communications by electronic mail: Electronic mail: monitor@iadb.org Section 8.2. English Language. All documents to be furnished or communications to be made under any Financing Document shall be in English and, where any original version is not in English, shall, if requested by IDB Invest, be accompanied by a certified English translation prepared at the Borrower’s expense. Section 8.3. Indemnity; Waiver of Consequential Damages. 8.3.1 The Obligors shall, jointly and severally, indemnify and hold harmless IDB Invest, together with its officers, directors, agents, employees, representatives, attorneys, Affiliates, successors and assigns (collectively, the “Indemnified Persons”), from and against any and all claims, actions, investigations, proceedings, suits, judgments, demands, damages (including foreseeable and unforeseeable compensatory damages and punitive claims), losses, liabilities (including liabilities for penalties), costs and expenses of any nature or kind whatsoever, whether actual or prospective, and regardless of whether any Indemnified Person is a party thereto, including all court costs and reasonable fees and disbursements of counsel on a full indemnity basis, arising out of or in connection with: (i) the execution, delivery or enforcement of, or the performance of any transaction contemplated under, any Financing Document; (ii) the Loans or the use of Loan proceeds; (iii) any Taxes or Other Taxes arising in connection with payments made under any Financing Document and any liability (including penalties, additions to tax, interest and expenses) arising therefrom or with respect thereto; (iv) any misrepresentation or omission with respect to the information provided to IDB Invest in connection with the Loans; or (v) any actual or prospective Action relating to any of the foregoing, whether based on contract, tort or any other theory and regardless of whether any Indemnified Person is a party thereto (all of the foregoing, collectively, the “Indemnified Liabilities”); provided that, the Obligors shall have no obligation hereunder to any Indemnified Person with respect to Indemnified Liabilities arising from the gross negligence or willful misconduct of any such Indemnified Person as determined by a non- appealable final judgment of a court of competent jurisdiction. The rights granted under this Section 8.3 are in addition to the rights granted under any other provision of any Financing Document, Applicable Law or otherwise. All amounts due by the Obligors to any Indemnified Person hereunder shall be due and payable within five (5) Business Days of demand by such Indemnified Person. This Section 8.3 shall survive repayment of the Obligations. 8.3.2 To the fullest extent permitted by Applicable Law, the Obligors shall not assert, and hereby waives, any claim against any Indemnified Person, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, any Financing Document or any agreement or instrument contemplated hereby, the transactions contemplated hereby or thereby, any Loan or the use of the proceeds thereof. No Indemnified Person referred to in Section 8.3.1 shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed to such unintended recipients by such Indemnified Person through telecommunications, electronic or other information transmission systems in connection with any Financing Document or the transactions contemplated hereby or thereby.


CONFIDENTIAL Loan Number 15420-01 -35- Section 8.4. Successors and Assigns. 8.4.1 This Agreement binds and benefits the respective successors and assignees of the parties. The Obligors shall not assign or delegate any of its rights or obligations under any Financing Document without IDB Invest’s prior written consent. Any assignment or delegation by the Borrower in violation of this subsection shall be void ab initio. IDB Invest may, without the need of any notice to or consent from any party or any other action, and at any time assign, participate or otherwise allot to one or more Persons all or any portion of its rights and obligations under any Financing Document, provided that notice of any assignment shall be delivered to the Borrower promptly following such assignment. Section 8.5. Counterparts. This Agreement may be executed in several counterparts, each of which is an original, and all of which together shall constitute one (1) and the same agreement. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or in electronic (i.e., “pdf” or “tif”) format shall be effective as delivery of a manually executed counterpart of this Agreement. Section 8.6. Disclosure of Information. 8.6.1 IDB Invest may disclose any documents or records of, or information relating to, the Obligors, its Property, business or affairs without notice to the Obligors to: (i) any Person for the purpose of exercising any right, remedy, or discretion under any Financing Document; (ii) any Person pursuant to Applicable Law or as required by IDB Invest’s Access to Information Policy, which may be accessed at https://www.idbinvest.org/en/access-information-policy; (iii) any banking or other regulatory or examining authorities (whether governmental or otherwise) pursuant to and in accordance with whose instructions it and other banks must customarily comply; (iv) the directors, officers, employees, arrangers, co-lenders, attorneys, consultants, rating agencies, independent auditors and advisors (including any technical, financial and other advisors) of each of IDB Invest, IDB, the Multilateral Investment Fund, and their respective affiliates or related Persons; (v) any Person in connection with any proposed sale, transfer, assignment, insurance, coverage, credit protection, credit risk transfer arrangements or other disposition of IDB Invest’s rights under any Financing Document; and (vi) (a) any existing or future co-lender of IDB Invest or any Participant, (b) any Person who is considering the purchase of a Participation, and (c) any Affiliate of any Participant that is directly involved in the administration of the Loans, so long as such Participant obtains the prior written agreement of such Affiliate to maintain such information in accordance with this Section 8.6 and any applicable provisions of the applicable Participation Agreement and informs IDB Invest in writing thereof. 8.6.2 The Obligors expressly authorizes IDB Invest and each Participant to request from any Person information relating to the Obligors, and the Obligors agrees to hold IDB Invest and each Participant harmless and exempt from any and all liability under Applicable Law in connection with the request for, and disclosure of, such information by such Person. Section 8.7. Amendment. Any amendment or waiver of, or any consent given under, this Agreement shall be effective only if in writing and, in the case of any amendment, signed by the Borrower and IDB Invest or their permitted successors and assigns.


CONFIDENTIAL Loan Number 15420-01 -36- Section 8.8. Savings of Rights; Remedies; No Waiver. 8.8.1 The rights and remedies of IDB Invest in relation to any misrepresentation or breach of warranty by the Obligors shall not be prejudiced by any investigation by or on behalf of IDB Invest or any of the Participants into the Obligors’ affairs, or by the execution or the performance of this Agreement or by any action taken by or on behalf of IDB Invest in connection with this Agreement. 8.8.2 No course of dealing and no failure or delay by IDB Invest in connection with any condition of Disbursement or in exercising, in whole or in part, any power, remedy, discretion, authority or other right under any Financing Document shall be construed to be a waiver of or an acquiescence in relation thereto or in any manner affect or impair any right, power or remedy of IDB Invest with respect to any other default. The rights and remedies provided in this Agreement are cumulative and not exclusive of any remedies provided by Applicable Law or any other Financing Document. Section 8.9. Severability. Any provision hereof that is prohibited or unenforceable in any jurisdiction shall not invalidate any of the remaining provisions hereof. Where terms of any Applicable Law resulting in such prohibition or unenforceability may be waived contractually, they are hereby waived by the parties hereto to the full extent permitted by Applicable Law so that this Agreement may be deemed valid, binding and enforceable in its entirety in accordance with its terms. Section 8.10. Applicable Law and Jurisdiction. 8.10.1 This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York of the United States of America without regard to any conflict of laws principles thereof. 8.10.2 Each Obligor hereby irrevocably and unconditionally submits, for itself and its Property, to the non-exclusive jurisdiction of the courts of the State of New York sitting in the Borough of Manhattan and of the United States of America District Court for the Southern District of New York, and any appellate court from any thereof, and to the Courts in the Borrower’s Country, in any Action arising out of or relating to any Financing Document (other than the Notes) to which the Borrower is a party. Final judgment against the Borrower in any such Action shall be conclusive and may be enforced in any other jurisdiction including the Borrower’s Country by suit on the judgment, a certified or exemplified copy of which shall be conclusive evidence of the judgment, or in any other manner provided by Applicable Law. 8.10.3 Nothing in this Agreement shall affect IDB Invest’s right to commence legal proceedings or otherwise sue the Obligors in the Obligors’ Country or elsewhere. 8.10.4 Each Obligor agrees irrevocably (i) to designate, appoint, empower and maintain for so long as this Agreement is in effect CT Corporation System, with offices at 28 Liberty Street, New York, NY 10005, or such other Person that IDB Invest approves is acceptable to it, as the Borrower’s authorized agent (the “Process Agent”) to receive on its behalf service of legal process in any Action that IDB Invest may bring in respect of this Agreement or any other Financing Document (other than the Notes) to which such Obligor is a party in any court specified in Section 8.10.2 above and (ii) if for any reason such Obligor has no such authorized agent, then such service of process may be made by mailing copies thereof by to such Obligor at its address specified in


CONFIDENTIAL Loan Number 15420-01 -37- Section 8.1 (Notices) or in any manner authorized by the laws of any such jurisdiction. Service of process in the manner provided in this Section 8.10.4 in any Action shall be deemed personal service and shall be valid and binding upon each Obligor for all purposes. 8.10.5 Each Obligor irrevocably waives, to the fullest extent permitted by Applicable Law: (i) any objection that it may now or hereafter have to the laying of venue of any Action brought in any court referred to in this Section 8.10 (ii) any claim that any such Action brought in any such court has been brought in an inconvenient forum; and (iii) its right of removal of any matter commenced by IDB Invest in the courts of the State of New York to any court of the United States of America. 8.10.6 To the extent that any Obligor may in any Action be entitled to require IDB Invest to post security or a bond for the costs of each Obligor, each Obligor hereby irrevocably waives such benefit to the fullest extent now or hereafter permitted under the Applicable Law of the applicable jurisdiction. 8.10.7 To the extent that any Obligor may be entitled in any jurisdiction to claim immunity for itself or its Property from any suit, execution, attachment or other legal process or to the extent that in any jurisdiction that immunity may be attributed to it or its Property, each Obligor irrevocably waives such immunity to the fullest extent permitted now or in the future by the laws of such jurisdiction. 8.10.8 Each Obligor hereby acknowledges that IDB Invest shall be entitled under Applicable Law, including the International Organizations Immunities Act of 1945 (22 U.S.C. § 288), to immunity from a trial by jury in any proceeding arising out of or relating to this Agreement or any other Financing Document to which such Obligor is a party or the transactions contemplated hereby or thereby, brought against IDB Invest in any court of the United States of America. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH OBLIGOR HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS TO DEMAND A TRIAL BY JURY IN ANY ACTION, SUIT OR PROCEEDING RELATING TO ANY FINANCING DOCUMENT TO WHICH SUCH OBLIGOR IS A PARTY OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, AND FOR ANY COUNTERCLAIM THEREON, BROUGHT BY OR AGAINST IDB INVEST IN ANY FORUM IN WHICH IDB INVEST IS NOT ENTITLED TO IMMUNITY FROM TRIAL BY JURY. Each Obligor agrees that the waivers set forth above shall have the fullest extent permitted under the Foreign Sovereign Immunities Act of 1976 of the United States of America (28 U.S.C. §§ 1602-1611) and are intended to be irrevocable for purposes of such Act. 8.10.9 The parties acknowledge that (i) they have participated jointly in the negotiation and drafting of this Agreement and the other Financing Documents; and (ii) the Borrower had the opportunity to retain and consult with New York counsel of its choice. An ambiguity or question of interpretation under any Financing Documents shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise by virtue of the authorship thereof, the relative bargaining power of the parties or the Borrower’s failure to retain New York counsel. Section 8.11. Set-Off. In addition to any rights and remedies of IDB Invest provided by Applicable Law, IDB Invest shall have the right upon any Obligation becoming due and payable by the Obligors (whether at stated maturity, by acceleration or otherwise) to set-off,


CONFIDENTIAL Loan Number 15420-01 -38- appropriate and apply against any Obligation any deposits in any currency, and any other credits, indebtedness or claims in any currency, at any time held or owing by IDB Invest to or for the credit of any Obligor. Section 8.12. Entire Agreement. The Financing Documents represent the final and complete agreement of the parties hereto with respect to the Loans, and supersede all prior negotiations, representations or understandings, or writings of any nature with respect thereto. Section 8.13. No Third-Party Beneficiary. Except as otherwise expressly provided in this Agreement, nothing contained in this Agreement shall be construed to create any right in, duty to, standard of care with respect to, or any liability to any Person who is not a party to this Agreement; provided that the foregoing shall be without prejudice to IDB Invest’s right to make a claim on behalf of the Participant for amounts and claims expressly provided for hereunder. Section 8.14. Survival. All representations and warranties made in this Agreement, in any other Financing Document and in any document, certificate or statement delivered pursuant hereto or in connection herewith and Section 2.6 (Currency and Place of Payment), Section 2.9 (Taxes), Section 2.12 (Payment of Fees, Costs and Expenses), Section 8.3 (Indemnity; Waiver of Consequential Damages) and Section 8.10 (Applicable Law and Jurisdiction), together with any related provisions in Article 1 (Definitions; Interpretation) and definitions in Annex 1 (Definitions), shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment in full of the Loans or expiration or termination of this Agreement. Section 8.15. Term of Agreement. This Agreement shall continue in force until the date on which IDB Invest is satisfied that (i) all amounts outstanding under the Financing Documents have been indefeasibly paid and discharged in full and (ii) IDB Invest is under no obligation to make any further Disbursement under this Agreement or any other Financing Document. [Signature pages follow]



IN WITNESS WHEREOF, the parties, acting through their duly Authorized Representatives, have caused this Agreement to be signed in their respective names, on the date first above written. MILLICOM INTERNATIONAL CELLULAR S.A., as Guarantor By: By: Name: Title: [Signature Page to Loan and Guaranty Agreement]


IN WITNESS WHEREOF the parties acting through their duly Authorized Repr entati e have caused this Agreement to be signed in their respective names, on the date first above written. MILLICOM INTERNATIONAL CELLULAR S.A., as Guarantor By: Name: Title: By: Name: Title: CA!LoUNA �4,J� �Vn-to/4"bcD 12E"�\2-ES€NTAD/r [Signature Page to Loan and Guaranty Agreement]


IN WITNESS WHEREOF, the parties, acting through their duly Authorized Representatives, have caused this Agreement to be signed in their respective names, on the date first above written. INTER-AMERICAN INVESTMENT CORPORATION, as lender of the IDB Invest A Loan By: Name: Carlos Narvaez Title: Managing Director and Division Chief of Corporates a.i. [Signature Page - Telemovil El Salvador S.A. de C.V. Loan and Guaranty Agreement]


CONFIDENTIAL Loan Number 15420-01 Annex 1 -1 ANNEX 1 DEFINITIONS General Definitions. “A Loan Applicable Spread” means two point sixty percent (2.60%) per annum provided that the A Loan Applicable Spread shall be increased by an additional (x) zero point one two five percent (0.125%) per annum for any extension of up to one year from the IDB Invest A Loan Final Maturity Date, and (y) zero point two five zero percent (0.250%) per annum for any extension beyond one year from the IDB Invest A Loan Final Maturity Date, in each case effective as of the A Loan Final Maturity Date Extension as provided for in Section 2.18 (A Loan Final Maturity Date Extension) and as specified in the applicable A Loan Final Maturity Date Extension Supplemental Agreement. The A Loan Applicable Spread shall be adjusted in accordance with the Borrower’s compliance with the Diversification Target, as set forth in the definition thereof. “A Loan Extended Final Maturity Date” has the meaning provided in Section 2.18 (A Loan Final Maturity Date Extension). “A Loan Interest Rate” means the rate of interest payable on the outstanding principal amount of the IDB Invest A Loan from time to time, determined in accordance with Section 2.13 (Loan Interest). “A Loan Final Maturity Date” means the date that occurs on the fifth (5th) anniversary of the Effective Date or, if such date is not an Interest Payment Date, then the immediately preceding Interest Payment Date. provided that the A Loan Final Maturity Date may be extended as provided for in Section 2.18 (A Loan Final Maturity Date Extension) and as specified in the applicable A Loan Final Maturity Date Extension Supplemental Agreement. “A Loan Final Maturity Date Extension” has the meaning provided in Section 2.18 (A Loan Final Maturity Date Extension). “A Loan Final Maturity Date Extension Effective Date” means the effective date of the A Loan Final Maturity Date Extension Supplemental Agreement. “A Loan Final Maturity Date Extension Supplemental Agreement” means the supplemental agreement to this Loan and Guaranty Agreement that may be entered into by the parties hereto, providing for the terms and conditions applicable to the IDB Invest A Loan Extended Final Maturity Date in the form of Exhibit 10 (Form of A Loan Final Maturity Date Extension Supplemental Agreement). “Acceptable Auditor” means Deloitte Touche Tohmatsu Limited (Deloitte), PricewaterhouseCoopers (PwC), Ernst & Young (EY), Klynveld Peat Marwick Goerdeler (KPMG), Grant Thornton, BDO, or any of their subsidiaries or affiliates. “Accounting Principles” means the International Financial Reporting Standards (formerly International Accounting Standards) (“IFRS”) promulgated by the International Accounting Standards Board (IASB); provided that, the Obligors may, at any time, irrevocably elect by written


CONFIDENTIAL Loan Number 15420-01 Annex 1 -2 notice to IDB Invest to use generally accepted accounting principles in the United States (“GAAP”) as in effect from time to time in lieu of IFRS and, upon such notice, references herein to the Accounting Principles shall thereafter be construed to mean GAAP as in effect from time to time; provided further that (a) it shall provide, at the time of such notice, in respect of any change in the basis upon which the financial information required to be delivered under this Agreement, either: (i) a statement (providing reasonable detail) confirming the changes would have no material effect on the operation of the calculation of the Financial Covenant; or (ii) a description of the changes and the adjustments that would be required to be made to that financial information in order to cause them to reflect the accounting policies, practices or procedures prior to such change and sufficient information, in such detail and format as may be reasonably required by the IDB Invest, to enable IDB Invest to make a comparison between the financial positions indicated by that financial information and by the financial information required to be delivered under this Agreement. Following the delivery of any such notice, IDB Invest shall have the right to request, and following any such request the Borrower shall use commercially reasonable efforts to provide, the statement contemplated by sub-clause (i) of the immediately preceding sentence or the description contemplated by sub-clause (ii) of the immediately preceding sentence, as applicable, relating to the financial information required to be delivered under this Agreement, as applicable, for the most recently completed quarter; and (b) in the event of any changes to the Borrower’s accounting policies, practices or procedures other than resulting from the Borrower’s decision at any time to adopt GAAP, if the Borrower notifies IDB Invest that it is no longer practicable to test compliance with the Total Net Leverage Ratio against the financial information required to be delivered pursuant to Section 5.1.9 (Financial Covenant) to this Loan Agreement: (i) IDB Invest and the Borrower shall enter into negotiations with a view to agreeing upon alternative definitions of “Total Net Leverage Ratio” and “Consolidated Net Debt” in order to maintain a consistent basis for such financial covenants; (ii) if, after three (3) months following the date of the notice given to IDB Invest, IDB Invest and the Borrower cannot agree upon alternative financial covenants, IDB Invest shall refer the matter to any of the auditors as may be agreed between the Borrower and IDB Invest for determination of the adjustments required to be made to such financial information or the calculation of the Financial Covenant to take account of such change, such determination to be binding on the parties hereto; provided that pending such determination (but not thereafter) the Borrower shall continue to prepare financial information and calculate the Financial Covenant as in effect prior to such change in accounting standards. “Action” means any action, claim, suit, inquiry, investigation or other proceeding by or before any Governmental Body. “Acquired Debt” means Debt of any Person: (a) incurred and outstanding on the date on which such Person (i) was acquired by any member of the Restricted Group or (ii) is merged, consolidated, amalgamated or otherwise combined with (including pursuant to any acquisition of assets and assumption of related liabilities) any member of the Restricted Group; or (b) incurred to provide all or part of the funds utilized to consummate the transaction or series of related transactions pursuant to which such Person became a Subsidiary of any member of the Restricted Group or was otherwise acquired by any member of the Restricted Group; provided that, after giving pro forma effect to the transaction or


CONFIDENTIAL Loan Number 15420-01 Annex 1 -3 transactions by which such Person became a Subsidiary of any member of the Restricted Group or is merged, consolidated, amalgamated or otherwise combined with any member of the Restricted Group, in the case of any such Person that became a Subsidiary of, or was merged, consolidated, amalgamated or otherwise combined with any member of the Restricted Group, (x) in the case where such Person is a member of the Restricted Group (other than the El Salvador Group), either (A) the Guarantor is able to incur $1.00 of additional Debt under the Debt Incurrence Test or (B) the Total Net Leverage Ratio of the Guarantor is not higher than such ratio before giving effect to such transaction or transactions, or (y) in the case where such Person is a member of the El Salvador Group, either (A) the Borrower is in pro forma compliance with the Financial Covenant (tested at such time) or (B) the Total Net Leverage Ratio of the Borrower is not higher than such ratio before giving effect to such transaction or transactions. Acquired Debt shall be deemed to have been incurred, with respect to clause (a), on the date such Person becomes a Subsidiary of any member of the Restricted Group and, with respect to clause (b), on the date of consummation of such acquisition of assets. “Affiliate” means, with respect to any Person, any other Person directly or indirectly Controlling, Controlled by or under common Control with such Person. “Affiliated Participant” means any Participant that directly or indirectly Controls, or is under common direct or indirect Control with, or directly or indirectly is Controlled by, the Obligors, any Shareholder or any other Person holding any direct or indirect interest in the capital, assets or financial results of the Obligors (or any option or other right to acquire the same). “Agreement” has the meaning provided in the preamble hereto. “AML/CFT” has the meaning provided in Section 3.1.13 (Compliance with Laws against Money Laundering; Combating the Financing of Terrorism). “Annual Report” means the Millicom Annual Report for 2024. “Applicable Law” means any applicable statute, law, code, rule, regulation, treaty having the force of law, judgment, common or customary law or similar governmental restriction or directive by any Authority applicable to the relevant Obligor, in each case, as amended, re-enacted or replaced from time to time. “Applicable Spread” means the A Loan Applicable Spread or the applicable B Loan Applicable Spread, as the context requires. “Applicable Term SOFR” means Term SOFR published by the Term SOFR Administrator on the relevant Interest Rate Determination Date and corresponding to the prevailing: (i) one (1)-month Term SOFR, if the period from the relevant Interest Payment Date to the next Interest Payment Date is between one (1) and sixty (60) days; (ii) three (3)-month Term SOFR, if the period from the relevant Interest Payment Date to the next Interest Payment Date is between sixty-one (61) and one hundred thirty-five (135) days; or


CONFIDENTIAL Loan Number 15420-01 Annex 1 -4 (iii) six (6)-month Term SOFR, if the period from the relevant Interest Payment Date to the next Interest Payment Date is more than one hundred thirty-five (135) days; provided that: (a) when determining Applicable Term SOFR for (i) the first Interest Period of each Disbursement, the reference period for Applicable Term SOFR shall correspond to the duration of such Interest Period and (ii) the last Interest Period of the Loan, the reference period for Applicable Term SOFR shall be the same as the reference period for the preceding Interest Period; (b) if as of 5:00 p.m. (New York City time) on any Interest Rate Determination Date, Term SOFR for the relevant tenor has not been published by the Term SOFR Administrator and a Benchmark Replacement Date with respect to Applicable Term SOFR has not occurred, then Applicable Term SOFR will be the Term SOFR for such tenor as published by the Term SOFR Administrator on the first preceding U.S. Government Securities Business Day for which such Term SOFR was so published, so long as such first preceding U.S. Government Securities Business Day is not more than three (3) U.S. Government Securities Business Days prior to such Interest Rate Determination Date; and (c) if Applicable Term SOFR determined as provided above is in any event ever less than the Floor, then Applicable Term SOFR shall be deemed to be the Floor. “Asset Disposition” means any transfer, conveyance, sale, lease or other disposition by any member of the Restricted Group (including a consolidation or merger or other sale of any Restricted Subsidiary with, into or to another Person in a transaction in which such Restricted Subsidiary ceases to be a Restricted Subsidiary, but excluding a disposition by a Restricted Subsidiary to any Obligor or to any Restricted Subsidiary which is an eighty percent (80%) or more owned Restricted Subsidiary) of (i) shares of Capital Stock (other than directors’ qualifying shares and shares to be held by third parties to satisfy applicable legal requirements) or other ownership interests of any Restricted Subsidiary, (ii) substantially all of the assets of any member of the Restricted Group representing a division or line of business or (iii) other assets or rights of any member of the Restricted Group outside of the ordinary course of business; provided that the term “Asset Disposition” shall not include Permitted Disposals. “Auditor” means KPMG LLP or any replacement Acceptable Auditor appointed by the Obligors as its auditor from time to time in accordance with this Agreement. “Authority” means any supranational, national, regional or local government or political subdivision thereof, or any governmental, administrative, executive, legislative, arbitral, regulatory, fiscal or judicial body, or any monetary authority or central bank, including the supervisory authority for banking and other financial institutions, any governmental or other regulatory authority with jurisdiction over entities operating in the telecommunications activities, and any Person, whether or not government-owned, and that exercises the functions of any such entity.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -5 “Authorization” means any consent, license or approval (howsoever evidenced), registration, filing, notarization, certificate or exemption from, by or with any Authority, and all corporate, Shareholders’, creditors’ and any other third-party approvals or consents. “Authorized Representative” means, as to any Person, any natural person who is duly authorized by such Person to act for such Person, or, with respect to financial matters, the chief financial officer or treasurer of such Person, and in the case of the Obligors, which Person’s name and specimen signature appear on the certificate of incumbency and authority most recently delivered by the Obligors to IDB Invest. “B Loan Applicable Spread” means, for each B Loan, the applicable spread provided as such in the applicable B Loan Supplement. “B Loan Commitments” means the sum of all B Loan funding commitments set forth in the B Loan Supplements. “B Loan Final Maturity Date” means, for each B Loan, the date provided as such in the applicable B Loan Supplement. “B Loan Interest Rate” means for each B Loan the rate of interest payable from time to time on the outstanding principal amount of such B Loan, determined in accordance with Section 2.14 (B Loan Interest) and the applicable B Loan Supplement. “B Loan Supplement” means an agreement entered into from time to time between IDB Invest and the Borrower substantially in the form of Exhibit 8 (Form of B Loan Supplement) providing certain terms for such B Loans in which IDB Invest has issued, or may issue, Participations. “B Loans” means the IDB Invest B Loan, as set forth in the B Loan Supplements. “Base Year” means the Financial Year of 2024. “Benchmark” means, initially, Applicable Term SOFR; provided that if a Benchmark Transition Event has occurred with respect to Applicable Term SOFR or the then-current Benchmark, then “Benchmark” means the applicable Benchmark Replacement to the extent that such Benchmark Replacement has replaced such prior benchmark rate pursuant to Section 2.16 (Benchmark Replacement Setting). “Benchmark Administration Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of Interest Period, the timing and frequency of determining rates and making payments of interest and other administrative matters) that IDB Invest decides may be appropriate to reflect the use, administration, adoption or implementation of such Benchmark Replacement and to permit the administration thereof by IDB Invest in a manner substantially consistent with market practice (or, if IDB Invest decides that adoption of any portion of such market practice is not administratively feasible or if IDB Invest determines that no market practice for the administration of the Benchmark Replacement exists, in such other manner of administration as IDB Invest decides is reasonably necessary in connection with the administration of the Loan and this Agreement).


CONFIDENTIAL Loan Number 15420-01 Annex 1 -6 “Benchmark Replacement” means the sum of: (i) the alternate benchmark rate that has been selected by IDB Invest giving due consideration to (a) any selection or recommendation of a replacement rate or the mechanism for determining such a rate by the Relevant Governmental Body at such time or (b) any evolving or then-prevailing market convention for determining a rate of interest for Dollar-denominated syndicated or bilateral credit facilities; and (ii) the Benchmark Replacement Adjustment; provided that, if at any time the Benchmark Replacement as so determined would be less than zero, the Benchmark Replacement will be deemed to be zero for the purposes of this Agreement and any other Financing Document. “Benchmark Replacement Adjustment” means, for each applicable Interest Period, the spread adjustment, or method for calculating or determining such spread adjustment (which may be a positive or negative value or zero) that has been selected by IDB Invest giving due consideration to: (i) any selection or recommendation of a replacement rate or the mechanism for determining such a rate by the Relevant Governmental Body at such time or (ii) any evolving or then-prevailing market convention for determining a rate of interest for Dollar-denominated syndicated or bilateral credit facilities. “Benchmark Replacement Date” means the date on which a Benchmark Replacement becomes effective pursuant to Section 2.16 (Benchmark Replacement Setting). “Benchmark Transition Event” means the occurrence of one (1) or more of the following events: (i) a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark announcing that the Benchmark is no longer representative; (ii) the administrator of the Benchmark permanently or indefinitely ceases to provide the Benchmark; provided that, at the time of such cessation, there is no successor administrator that will continue to provide the Benchmark; or (iii) the determination by IDB Invest that, in anticipation of the withdrawal of regulator support for the Benchmark, the use of one (1) or more alternative benchmarks has become conventional in the market for Dollar-denominated floating rate syndicated or bilateral credit facilities. “Borrower” has the meaning provided in the preamble hereto. “Borrower’s Country” means the Republic of El Salvador. “Business Day” means (i) any day on which banking institutions in the State of New York and each Obligor’s Country are authorized or required by Applicable Law to open, and (ii) for purposes of making any payment of interest, principal, fees or other amounts, such day that is also a U.S. Government Securities Business Day. “Capital Lease Obligation” of any Person means the obligation to pay rent or other payment amounts under a lease of real or personal property of such Person which is required to be classified and accounted for as a capital lease on the balance sheet of such Person in accordance with the Accounting Principles. The stated maturity of such obligation shall be the date of the last payment


CONFIDENTIAL Loan Number 15420-01 Annex 1 -7 of rent or any other amount due under such lease prior to the first date upon which such lease may be terminated by the lessee without payment of a penalty. The principal amount of such obligation shall be the capitalized amount thereof that would appear on the balance sheet of such Person in accordance with the Accounting Principles. “Capital Stock” of any Person means any and all shares, interests, participation or other equivalents (however designated) of corporate stock or other equity participation, including partnership interests, whether general or limited, of such Person. “Cash Equivalents” means, with respect to any Person: (a) any direct obligations of, or obligations guaranteed by, the United States of America (or by any agency thereof), the United Kingdom or any member of the European Union to the extent such obligations or guarantees are backed by the full faith and credit of the United States, the United Kingdom or such member of the European Union and which have a remaining Weighted Average Life-to-Maturity of not more than one (1) year from the date of investment therein; (b) (i) term deposit accounts (excluding current and demand deposits), certificates of deposit, time deposits, money market deposits and bankers’ acceptances, in each case, issued by or held with (A) IDB Invest or any Participant, (B) any of the lenders under the MICSA Revolving Facility Agreement, or (C) any bank or trust company which is organized under the laws of the United States of America, any state thereof, the United Kingdom, Switzerland, Canada, Australia, the Borrower’s Country, or any member state of the European Union, which bank or trust company has capital, surplus and undivided profits aggregating in excess of $100,000,000 (or the equivalent in other currencies) and has outstanding debt which is rated no less than Investment Grade or higher by at least one Rating Agency; and (ii) money market funds rated at least AAA by at least one Rating Agency or managed by IDB Invest, any Participant or any lender under the MICSA Revolving Facility Agreement; (c) repurchase obligations with a term of not more than seven (7) days for underlying securities of the types described in paragraph (a) entered into with any financial institution meeting the qualifications specified in paragraphs (b)(i) or (ii) above; (d) commercial paper having one of the two highest ratings obtainable from any of the Rating Agencies and in each case maturing within 365 days after the date of acquisition; (e) money market funds at least ninety-five percent (95%) of the assets of which constitute Cash Equivalents of the types described in paragraphs (a) through (d) of this definition; (f) with respect to any Person organized under the laws of, or having its principal business operations in, a jurisdiction outside the United States, the United Kingdom or the European Union, those investments that are of the same type as investments in clauses (a), (c) and (d) of this definition except that the obligor thereon is


CONFIDENTIAL Loan Number 15420-01 Annex 1 -8 organized under the laws of the country (or any political subdivision thereof) in which such Person is organized or conducting business; and (g) up to $100,000,000 (or the equivalent in other currencies) in the aggregate of term deposit accounts and overnight deposits of cash or deposits of any other legal tender held by such Person in countries where any member of the Restricted Group operates its business in accordance with this Agreement. “CBIR” has the meaning provided in Section 3.1.25 (Centre of Main Interest and Establishment). “Change in Law” means the occurrence, after the Effective Date (including any circumstance that is retroactive to a date prior to the Effective Date), of any of the following: (i) the adoption or taking effect of any law, rule, regulation or treaty or issuance of any request, rule, guideline or directive (whether or not having the force of law), and/or (ii) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any Authority or making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any Authority; provided that any requests, rules, guidelines or directives issued by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law,” regardless of the date enacted, adopted or issued. “Change of Control” means the occurrence of any of the following events: (i) any Person becomes the Beneficial Owner, directly or indirectly, of more than fifty percent (50%) of the Voting Stock of the Borrower (other than the Guarantor or any of its Controlled Subsidiaries) or the Guarantor (other than any of the Permitted Holders), measured by voting power rather than number of shares; (ii) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties or assets of the Borrower or the Guarantor and their respective Subsidiaries taken as a whole to any Person or (iii) a plan relating to the liquidation or dissolution of the Borrower or the Guarantor is adopted. For purposes of this definition, “Beneficial Owner” has the meaning assigned to such term in Rule 13d-3 and Rule 13d-5 under the Exchange Act, except that in calculating the beneficial ownership of any particular “person” (as that term is used in Section 13(d)(3) of the Exchange Act), such “person” will be deemed to have beneficial ownership of all securities that such “person” has the right to acquire by conversion or exercise of other securities, whether such right is currently exercisable or is exercisable only after the passage of time. “Code” means, at any date, the Internal Revenue Code of 1986, as amended from time to time, and the regulations promulgated and rulings issued thereunder. “Commitment Fee” has the meaning provided in Section 2.12.1(i) (Fees). “Commitment Termination Date” means the earliest of: (i) three (3) months from the Effective Date; (ii) the date the Loan Commitments are cancelled in full in accordance with the terms of Section 2.10 (Suspension of Disbursements; Cancellation of Loan Commitment); (iii) the date of any prepayment of any part of the Loans; and (iv) any other date on which the Loan Commitments


CONFIDENTIAL Loan Number 15420-01 Annex 1 -9 and the Borrower’s right to request further Disbursements are terminated in accordance with the terms of this Agreement; provided that, in the case of the B Loan Commitment and subject to Section 2.3.4(Repayment), the Commitment Termination Date shall be the relevant dates set forth in the B Loan Supplements. “Conditions for Extension” has the meaning provided in Section 2.18.3 (Conditions for Extension). “Consolidated EBITDA” means, for any period, (i) in the case of the Borrower, operating profit of the El Salvador Group or (ii) in the case of the Guarantor, operating profit of the Restricted Group, as the case may be, as such amount is determined on a consolidated basis in accordance with the Accounting Principles, plus the sum of the following amounts, in each case, without duplication (losses shall be added (as a positive number) and gains shall be deducted, in each case, to the extent such amounts were included in calculating operating profit of the El Salvador Group or the Restricted Group, as applicable): (a) depreciation and amortization expenses; (b) the net loss or gain on the disposal and impairment of assets; (c) share-based compensation expenses; (d) at the Borrower’s or the Guarantor’s option, as the case may be, other non-cash charges reducing operating profit (provided that if any such non-cash charge represents an accrual of or reserve for potential cash charges in any future period, the cash payment in respect thereof in such future period shall reduce operating profit to such extent, and excluding amortization of a prepaid cash item that was paid in a prior period) less other non-cash items of income increasing operating income (excluding any such non-cash item of income to the extent it represents (i) a receipt of cash payments in any future period, (ii) the reversal of an accrual or reserve for a potential cash item that reduced operating income in any prior period and (iii) any non-cash gains with respect to cash actually received in a prior period so long as such cash did not increase operating income in such prior period); (e) any material extraordinary, one-off, non-recurring, exceptional or unusual gain, loss, expense or charge, including any charges or reserves in respect of any restructuring, redundancy, relocation, refinancing, integration or severance or other postemployment arrangements, signing, retention or completion bonuses, transaction costs, acquisition costs, disposition costs, business optimization, information technology implementation or development costs, costs related to governmental investigations and curtailments or modifications to pension or postretirement benefits schemes, litigation or any asset impairment charges or the financial impacts of natural disasters (including fire, flood and storm and related events); (f) at the Borrower’s or the Guarantor’s option, as the case may be, the effects of adjustments in its consolidated (if applicable) financial statements pursuant to the Accounting Principles (including inventory, property, equipment, software,


CONFIDENTIAL Loan Number 15420-01 Annex 1 -10 goodwill, intangible assets, in process research and development, deferred revenue and debt line items) attributable to the application of recapitalization accounting or acquisition accounting, as the case may be, in relation to any consummated acquisition or joint venture investment or the amortization or write-off or write- down of amounts thereof, net of taxes; (g) any reasonable expenses, charges or other costs related to any sale of Capital Stock (other than Redeemable Stock), investment, acquisition, disposition, recapitalization or the incurrence of any Debt, in each case, as determined in good faith by a responsible financial or accounting officer of the Borrower or the Guarantor, as applicable; (h) any gains or losses on associates; (i) any unrealized gains or losses due to changes in the fair value of equity investments; (j) any unrealized gains or losses due to changes in the fair value of Interest Rate, Currency or Commodity Price Agreements; (k) any unrealized gains or losses due to changes in the carrying value of put options in respect of Capital Stock of, or voting rights with respect to, any Subsidiary, Joint Venture or associate; (l) any unrealized gains or losses due to changes in the carrying value of call options in respect of Capital Stock of, or voting rights with respect to, any Subsidiary, Joint Venture or associate; (m) any net foreign exchange gains or losses; (n) at the Borrower’s or the Guarantor’s option, as the case may be, any adjustments to reduce the impact of the cumulative effect of a change in accounting principles and changes as a result of the adoption or modification of accounting policies; (o) accruals and reserves that are established or adjusted within twelve (12) months after the closing date of any acquisition that are so required to be established or adjusted as a result of such acquisition in accordance with the Accounting Principles; (p) any expenses, charges or losses to the extent covered by insurance or indemnity and actually reimbursed, or, so long as the relevant member of the El Salvador Group or the Restricted Group, as the case may be, has made a determination that there exists reasonable evidence that such amount will in fact be reimbursed by the insurer or indemnifying party and only to the extent that such amount is in fact reimbursed within three hundred sixty-five (365) days of the date of the insurable or indemnifiable event (net of any amount so added back in any prior period to the extent not so reimbursed within the applicable three hundred sixty-five (365)-day period);


CONFIDENTIAL Loan Number 15420-01 Annex 1 -11 (q) the amount of proceeds received from business interruption insurance and reimbursements of any expenses and charges that are covered by indemnification or other reimbursement provisions in connection with any acquisition, Investment or any sale, conveyance, transfer or other disposition of assets; (r) any net gain (or loss) realized upon any Sale/Leaseback Transaction that is not sold or otherwise disposed of in the ordinary course of business, determined in good faith by a responsible financial or accounting officer of the Borrower or the Guarantor, as applicable; (s) the amount of loss on the sale or transfer of any assets in connection with an asset securitization program, receivables factoring transaction or other receivables transaction (including, without limitation, a Qualified Receivables Transaction); and (t) Specified Legal Expenses. For the purposes of calculating Consolidated EBITDA for any period, as of such date of determination: (i) if, since the beginning of such period any member of the El Salvador Group or the Restricted Group, as the case may be, has made any Asset Disposition or disposed of any company, any business, or any group of assets constituting an operating unit of a business (any such disposition, a “Sale”) including any Sale occurring in connection with a transaction causing a calculation to be made hereunder, then Consolidated EBITDA for such period will be reduced by an amount equal to the Consolidated EBITDA (if positive) attributable to the assets which are the subject of such Sale for such period or increased by an amount equal to the Consolidated EBITDA (if negative) attributable thereto for such period; (ii) if, since the beginning of such period any member of the El Salvador Group or the Restricted Group, as the case may be (by merger or otherwise), will have made an investment in any Person that thereby becomes a member of the El Salvador Group or the Restricted Group, as the case may be, or otherwise acquires any company, any business, or any group of assets constituting an operating unit of a business (any such investment or acquisition, a “Purchase”), including any such Purchase occurring in connection with a transaction causing a calculation to be made hereunder, then Consolidated EBITDA for such period will be calculated after giving pro forma effect thereto as if such Purchase occurred on the first day of such period; (iii) if, since the beginning of such period, any Person (that became a member of the El Salvador Group or the Restricted Group, as the case may be, was merged with or into any member of the El Salvador Group or the Restricted Group, as the case may be, since the beginning of such period) will have


CONFIDENTIAL Loan Number 15420-01 Annex 1 -12 made any Sale or any Purchase that would have required an adjustment pursuant to clauses (i) or (ii) above if made by any member of the El Salvador Group or the Restricted Group, as the case may be, since the beginning of such period, Consolidated EBITDA for such period will be calculated after giving pro forma effect thereto as if such Sale or Purchase occurred on the first day of such period, including anticipated synergies and cost savings as if such Sale or Purchase occurred on the first day of such period; (iv) whenever pro forma effect is applied, the pro forma calculations will be as determined in good faith by a responsible financial or accounting officer of the Borrower or the Guarantor, as applicable (including in respect of anticipated synergies and cost savings) as though the full effect of such synergies and cost savings were realized on the first day of the relevant period and shall also include the reasonably anticipated full run rate cost savings effect (as calculated in good faith by a responsible financial or chief accounting officer of the Borrower or the Guarantor, as applicable) of cost savings programs that have been initiated by any member of the El Salvador Group or the Restricted Group, as the case may be, as though such cost savings programs had been fully implemented on the first day of such relevant period; (v) for the purposes of determining the amount of Consolidated EBITDA under this definition denominated in a foreign currency, the Borrower or the Guarantor, as applicable, may, at its option, calculate the equivalent in Dollars of such amount of Consolidated EBITDA based on either (i) the weighted average exchange rates for the relevant period used in the consolidated (if applicable) financial statements of the Borrower or the Guarantor, as applicable, for such relevant period or (ii) the relevant currency exchange rate in effect on the date of execution of this Agreement; and (vi) the amount of fees (the “Restricted Fees”) payable by any Subsidiary of the Borrower or the Guarantor, as applicable, to the Borrower or the Guarantor, as applicable, or by any member of the Restricted Group to any other member of the Restricted Group in connection with the guaranties provided in connection herewith and any services rendered (including, without limitation, any management fees, Value Creation Fees and similar fees) shall be excluded. For the purpose of calculating Consolidated EBITDA, any Joint Venture Consolidated EBITDA shall be added to the amount determined in accordance with the foregoing. “Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. (“Controlling” and “Controlled” have corresponding meanings).


CONFIDENTIAL Loan Number 15420-01 Annex 1 -13 “Costs” means any costs, expenses or losses incurred by IDB Invest or any Participant in connection with the Loans (as determined by IDB Invest or such Participant), including: (i) any breakage of funds, termination, redeployment or other unwinding cost, if positive, or losses incurred by IDB Invest or such Participant, (ii) interest paid and/or payable to cover any unpaid amount; (iii) any foreign exchange loss and/or hedge liquidation costs; and (iv) in the case of a late payment, any late payment interest due to IDB Invest under Section 2.8 (Default Interest). “Credit Facilities” means, debt facilities, arrangements, instruments, trust deeds, note purchase agreements, indentures, purchase money financings, commercial paper facilities or overdraft facilities with banks or other institutions or investors providing for revolving credit loans, term loans, receivables financing (including through the sale of receivables to such institutions or to special purpose entities formed to borrow from such institutions against such receivables), letters of credit or other Debt, in each case, as amended, restated, modified, renewed, refunded, replaced, restructured, refinanced, repaid, increased or extended, in whole or in part from time to time, and in each case, including all agreements, instruments and documents executed and delivered pursuant to or in connection with the foregoing (including, but not limited to, any notes and letters of credit issued pursuant thereto and any guarantee and collateral agreement, patent and trademark security agreement, mortgages or letter of credit applications and other guarantees, pledges, agreements, security agreements and collateral documents). Without limiting the generality of the foregoing, the term “Credit Facilities” shall include any agreements or instruments (i) changing the maturity of any Debt incurred thereunder or contemplated thereby, (ii) adding Subsidiaries of any Obligor as additional borrowers or guarantors thereunder, (iii) increasing the amount of Debt incurred thereunder or available to be borrowed thereunder or (iv) otherwise altering the terms and conditions thereof. “Debt” means (without duplication), with respect to any Person, whether recourse is to all or a portion of the assets of such Person and whether or not contingent: (i) the principal of and premium, if any, in respect of every obligation of such Person for money borrowed; (ii) the principal of and premium, if any, in respect of every obligation of such Person evidenced by bonds, debentures, notes or other similar instruments; (iii) every reimbursement obligation of such Person with respect to letters of credit, bankers’ acceptances or similar facilities issued for the account of such Person (but only to the extent such obligations are not reimbursed within thirty (30) days following receipt by such Person of a demand for reimbursement); and (iv) the principal component of every obligation of the type referred to in clauses (i) through (iii) of another Person and all dividends of another Person the payment of which, in either case, such Person has guaranteed or is responsible or liable for, directly or indirectly, as obligor, guarantor or otherwise to the extent not otherwise included in the Debt of such Person. The “amount” or “principal amount” of Debt at any time of determination as used herein represented by (1) any Debt issued at a price that is less than the principal amount at maturity thereof, shall be the amount of the liability in respect thereof determined in accordance with the Accounting Principles, (2) any Redeemable Stock, shall be the maximum fixed redemption or repurchase price in respect thereof, and (3) any amount of Debt that has been cash- collateralized, to the extent so cash-collateralized, shall be excluded from any calculation of Debt. Notwithstanding anything else to the contrary, for all purposes under this Agreement, the amount of Debt incurred, repaid, redeemed, repurchased or otherwise acquired by any Person shall equal the liability in respect thereof determined in accordance with the Accounting Principles and reflected on such Person’s consolidated (if applicable) statement of


CONFIDENTIAL Loan Number 15420-01 Annex 1 -14 financial position (but only to the extent considered “Debt” hereunder taking into account the exclusions below). The term “Debt” shall not include: (a) obligations described in paragraphs (i), (ii) and (iv) of the first paragraph of this definition of Debt that are incurred by any Restricted Subsidiary (the “Proceeds Recipient”) and owed to a bank or other lending institution (the “On-Lend Bank”) to facilitate the substantially concurrent on-lending of proceeds (the “Proceeds On-Loan”) from Debt incurred by any member of the El Salvador Group or the Restricted Group (other than the Proceeds Recipient) in compliance (on a pro forma basis, after giving effect to the incurrence of such Debt) with (i) in the case of the El Salvador Group, the Financial Covenant (tested at such time) or (ii) in the case of the Restricted Group (other than the El Salvador Group), the Debt Incurrence Test, to the extent (1) the principal obligations in respect of the Proceeds On-Loan are secured by security over cash granted in favor of the On-Lend Bank or any of its Affiliates in an amount not less than the principal amount of the Proceeds On-Loan, (2) the Proceeds On-Loan is put in place substantially concurrently with a loan by any member of the Restricted Group (other than the Proceeds Recipient) to the On-Lend Bank (the “On-Lend Bank Borrowing”) pursuant to which the Proceeds Recipient is entitled to reduce the principal amount of the Proceeds On-Loan by an amount equal to the principal amount of the On-Lend Bank Borrowing if a default or acceleration occurs with respect to such On-Lend Bank Borrowing, or (3) the substantial risks and rewards of the Proceeds On-Loan are transferred, using a synthetic instrument or any other arrangement or agreement, from the On-Lend Bank to any member of the El Salvador Group or Restricted Group, as applicable (other than the Proceeds Recipient) in exchange for an amount not less than (x) the amount of cash granted in favor of the On-Lend Bank or any of its Affiliates, or (y) the outstanding amount of the On-Lend Bank Borrowing, as applicable, in each case as at the effective date of such transfer; (b) any liability of any member of the Restricted Group (other than the Proceeds Recipient) attributable to a synthetic instrument or any other arrangement or agreement described in clause (a)(3) above to the extent such obligation under the relevant instrument, arrangement or agreement has not come due but is classified as a financial liability in accordance with the Accounting Principles and recorded as a current liability on such Person’s consolidated (if applicable) statement of financial position; (c) any Restricted MFS Cash; (d) any liability of any member of the Restricted Group attributable to a put option or similar instrument, arrangement or agreement entered into after the Effective Date granted by such Person relating to an interest in any other entity, in each case to the extent such option has not been exercised or such obligation under the relevant instrument, arrangement or agreement has not come due but is classified as a financial liability in accordance with the Accounting Principles, and recorded as a current liability on such Person’s consolidated (if applicable) statement of financial position; (e) any standby letter of credit, performance bond or surety bond or other similar third-party guaranty instrument provided by any member of the Restricted Group that is customary in a


CONFIDENTIAL Loan Number 15420-01 Annex 1 -15 Related Business to the extent such letters of credit or bonds or instruments are not drawn upon or, if and to the extent drawn upon, are honored in accordance with their terms; (f) solely for purposes of calculating the Financial Covenant, any intercompany debt or other liability owing from any member of the El Salvador Group to any other member of the Group; (g) any deposits or prepayments received by any member of the Restricted Group from a customer or subscriber for its service and any other deferred or prepaid revenue; (h) any obligations to make payments in relation to earn outs; (i) Debt which is in the nature of equity (other than Redeemable Stock) or equity derivatives; (j) Capital Lease Obligations or operating leases; (k) Receivables sold or discounted, whether recourse or non-recourse, including for the avoidance of doubt any debt in respect of Qualified Receivables Transactions, including without limitation guarantees by a Receivables Entity of the obligations of another Receivables Entity; (l) pension obligations or any obligation under employee plans or employment agreements; (m) any “parallel debt” obligations to the extent that such obligations mirror other Debt; (n) any payments or liability for assets acquired or services supplied deferred (including trade payables) in accordance with the terms pursuant to which the relevant assets were or are to be acquired or services were or are to be supplied; (o) the principal component or liquidation preference of all obligations of such Person with respect to the redemption, repayment or other repurchase of any Redeemable Stock or, with respect to any Restricted Subsidiary, any Preferred Stock (including, in each case, any accrued dividends); and (p) the net obligations of such Person under any Interest Rate, Currency or Commodity Price Agreement. Where Debt is denominated in a currency other than Dollars, any Obligor, may, at its option, calculate the equivalent in Dollars of such amount of Debt based on either (i) the weighted average exchange rates for the relevant period used in the consolidated (if applicable) financial statements of such Obligor, for such relevant period or (ii) the relevant currency exchange rate in effect on the date of execution of this Agreement; provided, that if such Obligor exercises the foregoing option at any time, it shall do so with respect to all (and not less than all) Debt outstanding at such time that is denominated in a currency other than Dollars. “Debt Incurrence Test” has the meaning provided in Section 5.2.14 (Incurrence of Debt). “Default” means any event or condition that constitutes an Event of Default or any event or condition that, but for notice, lapse of time or the making of a determination, or any combination thereof, would, unless cured or waived, constitute an Event of Default.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -16 “Disbursement” means any disbursement of any Loan. “Disbursement Account” means the following bank account in the United States of America: Bank Routing Number: 021000021 SWIFT Code: CHASUS33 Bank Name: JPMorgan Chase Bank, N.A. General Bank Reference Address: JPMorgan Chase New York, NY 10017 Account Number: 878375109 Account Name: Telemovil El Salvador S.A. de C.V. or any other bank account notified by the Borrower to IDB Invest on or prior to the delivery of any Disbursement Request. “Disbursement Date” means the date on which the proceeds of a Disbursement are released by IDB Invest to the Borrower, which shall be a Business Day prior to the Commitment Termination Date on which IDB Invest is open for business. “Disbursement Request” means a request for a Disbursement delivered by the Borrower to IDB Invest substantially in the form of Exhibit 1 (Form of Disbursement Request). “Disqualified Stock” means, with respect to any Person, any Capital Stock of such Person which by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable) or upon the happening of any event: (a) matures or is mandatorily redeemable pursuant to a sinking fund obligation or otherwise; (b) is convertible or exchangeable for Debt or Disqualified Stock (excluding Capital Stock which is convertible or exchangeable solely at the option of the Obligors (as applicable) or a Restricted Subsidiary); or (c) is redeemable at the option of the holder of the Capital Stock in whole or in part, (d) in each case on or prior to the earlier of (a) the Loan Final Maturity Date or (b) on which there are no Obligations outstanding, provided that only the portion of Capital Stock which so matures or is mandatorily redeemable, is so convertible or exchangeable or is so redeemable at the option of the holder thereof prior to such date will be deemed to be Disqualified Stock; provided, further that any Capital Stock that would constitute Disqualified Stock solely because the holders thereof have the right to require an Obligor to repurchase such Capital Stock upon the occurrence of a Change of Control or Asset Disposition shall not constitute Disqualified Stock if the terms of such Capital Stock (and all such securities into which it is convertible or for which it is ratable or exchangeable) provide that the relevant Obligor may not repurchase or redeem any such Capital Stock (and all such securities into which it is convertible or for which it is ratable or exchangeable) pursuant to such provision prior to compliance by the relevant Obligor with Section 5.2.11 (No Liens). “Diversification Report” has the meaning provided in Section 5.1.13 (Information for the Diversification KPI).


CONFIDENTIAL Loan Number 15420-01 Annex 1 -17 “Diversification Target” means that the Borrower has incurred capital expenditures payable to Eligible Suppliers in an aggregate amount of at least ten million Dollars (US$ 10,000,000) (or its equivalent in other currencies) in excess of the capital expenditures payable to Eligible Suppliers incurred during the immediately preceding Financial Year, in connection with the diversification of its supplier base, as determined by reference to the geographical location of such suppliers and the capital expenditures incurred in establishing, expanding, or entering into contracts with such suppliers. The Diversification Target shall be used solely for purposes of determining whether the A Loan Applicable Spread will be adjusted as set forth below. The Diversification Target shall not apply to any B Loans. If, during any Financial Year following the Base Year, the Borrower incurs capital expenditures payable to Eligible Suppliers in an aggregate amount that exceeds the aggregate amount of such capital expenditures payable to Eligible Suppliers incurred during the immediately preceding Financial Year, the A Loan Applicable Spread shall be decreased by ten basis points (0.10%) for each full increment of ten million Dollars (US$ 10,000,000) by which such capital expenditures exceed those of the prior Financial Year, up to a maximum annual reduction of fifty basis points (0.50%) (the “Vendor Diversification Rate Step-Down”). Notwithstanding any other provision in this Agreement, the A Loan Applicable Spread shall not be reduced below two point thirty five percent (2.35%) as a result of any Vendor Diversification Rate Step-Down. Conversely, if, during any Financial Year following the Base Year, the Borrower incurs capital expenditures payable to Eligible Suppliers in an aggregate amount that is less than the aggregate amount of such capital expenditures incurred during the immediately preceding Financial Year, the A Loan Applicable Spread shall be increased by ten basis points (0.10%) for each full increment of ten million Dollars (US$ 10,000,000) by which such capital payable to Eligible Suppliers expenditures fall below those of the prior Financial Year, up to a maximum aggregate increase of twenty five basis points (0.25%) (the “Vendor Diversification Rate Step-Up”). Notwithstanding any other provision in this Agreement, the A Loan Applicable Spread shall not exceed two point eighty five percent (2.85%) as a result of any Vendor Diversification Rate Step- Up. The Vendor Diversification Rate Step-Down or Vendor Diversification Rate Step-Up, as applicable, shall automatically apply to each Interest Period commencing after the date of delivery of the Diversification Report for the relevant Financial Year in accordance with Section 5.1.13. For each Financial Year: (a) if the Borrower meets or exceeds the Diversification Target, the Vendor Diversification Rate Step-Down shall apply in accordance with the above provisions, replacing any previously applicable Vendor Diversification Rate Step-Up; or (b) if the Borrower fails to meet the Diversification Target, the Vendor Diversification Rate Step-Down shall immediately cease to apply and shall be replaced by the Vendor Diversification Rate Step-Up in accordance with the above provisions. Additionally, if the Borrower fails to deliver the Diversification Report in accordance with Section 5.1.13 (Information for the Diversification KPI), any Vendor Diversification Rate Step-Down shall immediately cease to apply and a Vendor Diversification Rate Step-Up of fifteen basis points (0.15%) shall apply until such time as such Diversification Report is delivered. “Dollars” and the sign “$” mean the lawful currency of the United States of America.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -18 “Effective Date” has the meaning provided in the preamble hereto. “El Salvador Group” means the Borrower and the El Salvador Restricted Subsidiaries (if any). “El Salvador Restricted Subsidiary” means any Restricted Subsidiary that is a Subsidiary of the Borrower. “El Salvador Significant Subsidiary” means any Significant Subsidiary of the Borrower. “Eligible Supplier” means any Person engaged in business of selling Goods, that is acceptable to IDB Invest, provided each such Person meets the following eligibility requirements to the satisfaction of IDB Invest: (i) is a Person with business activity domiciled within IDB Invest Member Countries; (ii) its activities are not included in the List of Excluded Activities; (iii) is not included, nor is an Affiliate, of an entity included in the Internationally Recognized Sanctions List or the IDB Group List of Sanctioned Firms and Individuals; (iv) is not an Affiliate of the Borrower; and (v) is not a High-Risk Vendor, at IDB Invest’s discretion. “Event of Default” means any event specified in Section 6.1 (Events of Default). “Existing Facility” means that certain Credit and Guaranty Agreement, dated as of September 12, 2022, among the Borrower, Telefonía Celular de Nicaragua, S.A., the Guarantor, the lenders party thereto and The Bank of Nova Scotia, as administrative agent, as amended, restated, supplemented or otherwise modified from time to time. “Fair Market Value” means, with respect to any Property, the sale value that would be obtained in an arm’s length free market transaction between an informed and willing seller under no compulsion to sell and an informed and willing buyer under no compulsion to buy, as determined in good faith by the chief executive officer or a financial officer of the relevant Obligor. “Fee Letter” means each fee letter agreed between the Borrower and IDB Invest setting forth the fees payable in respect of the transactions contemplated herein. “Financial Covenant” has the meaning provided in Section 5.1.9 (Financial Covenant). “Financial Quarter” means each period commencing on the day after a Financial Quarter Date and ending on the immediately succeeding Financial Quarter Date. “Financial Quarter Date” means each March 31, June 30 and September 30.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -19 “Financial Year” means the accounting year of each Obligor commencing on each January 1 and ending on the following December 31 or such other period as each Obligor, with IDB Invest’s consent, designates as its accounting year. “Financial Statements” means, with respect to any Person, as of any relevant date and period, such Person’s balance sheet, income statement, cash flow statement, statement of sources and uses of funds, statement showing changes in equity and any exhibits and notes thereto, which shall be prepared in Dollars, all prepared on a consistent basis in accordance with the Accounting Principles and, where applicable, the Banking Regulations. “Financing Documents” means, collectively: (i) this Agreement; (ii) each Note and each corresponding instruction letter; (iii) each B Loan Supplement; (iv) the Fee Letters; (v) all documents relating to the Loans that are entered into after the Effective Date and designated as a Financing Document by IDB Invest and the Obligors; and all other documents and certificates required to be delivered from time to time hereunder and thereunder. “Fitch” means Fitch Ratings Inc. and any successor to its rating agency business. “Floor” means zero percent (0.00%) per annum. “Goods” means equipment, materials, and related services required for the implementation of the Borrower’s Fiber to the Home and mobile network projects, and other goods or services, in each case, sold or rendered to the Borrower by an Eligible Supplier. “Group” means the Guarantor and its Subsidiaries “Guarantee” means the guarantee given pursuant to Article 7 of this Agreement. “Guaranteed Obligations” has the meaning set forth in Section 7.1.1 (Guarantee and Indemnity). “Guarantor” has the meaning provided in the preamble hereto. “High-risk Vendor” means (i) any third-party supplier or service provider that, due to the nature of the supplies or services provided or their access to sensitive systems or information, poses a significant potential risk to the Obligors’ operations, cybersecurity, data security, compliance, or reputation, as reasonably determined by IDB Invest; and (ii) any vendor that has been designated or identified by any Authority of any jurisdiction in which the Guarantor or its Subsidiaries operate as posing a risk or threat to national security, through any binding law, regulation, executive order, or official sanctions list.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -20 “IDB” means the Inter-American Development Bank, an international organization established by the Agreement Establishing the Inter-American Development Bank among its member countries. “IDB Group” means jointly the IDB, IDB Invest and the Multilateral Investment Fund. “IDB Group List of Sanctioned Firms and Individuals” means the list of firms and individuals listed in, and accessible at: https://www.iadb.org/en/who-we-are/transparency/sanctions- system/sanctioned-firms-and-individuals or any successor website or location. “IDB Invest” has the meaning provided in the preamble hereto. “IDB Invest A Loan” means a loan in an aggregate amount of up to the IDB Invest A Loan Commitment to be funded by IDB Invest or, as the context may require, the outstanding principal amount thereof. “IDB Invest A Loan Commitment” has the meaning provided in Section 2.1.1 (The Loans). “IDB Invest B Loan” means, individually and, as the context requires, collectively, one or more loans made in connection with an IDB Invest A Loan if and when funded by one or more Participants pursuant to a Participation Agreement and a B Loan Supplement. “IDB Invest Loan” means together the loans in an aggregate amount of up to the IDB Invest Loan Commitment to be funded by IDB Invest or, as the context may require, the outstanding principal amount thereof. “IDB Invest Loan Commitment” the sum of (i) the IDB Invest A Loan Commitment plus (ii) the B Loan Commitment. “IDB Invest Members” means the member countries of IDB Invest listed in https://www.idbinvest.org/en/countries. “Immediate Family Members” means, with respect to any individual, such individual’s child, stepchild, grandchild or more remote descendant, parent, stepparent, grandparent, spouse, former spouse, qualified domestic partner, sibling, mother-in-law, father-in-law, son-in-law and daughter- in-law (including adoptive relationships) and any trust, partnership or other bona fide estate- planning vehicle the only beneficiaries of which are any of the foregoing individuals or any private foundation or fund that is controlled by any of the foregoing individuals or any donor-advised fund of which any such individuals are the only donors. “Increase Period” has the meaning provided in Section 5.1.9(ii) (Financial Covenant). “Increased Costs” means the amount certified in an Increased Costs Certificate to be the net incremental costs of, or reduction in return to, IDB Invest or, as the case may be, any Participant in connection with making or maintaining the Loan or its Participation, as applicable, that results from: (i) any Change in Law; or


CONFIDENTIAL Loan Number 15420-01 Annex 1 -21 (ii) any compliance with any request from, or requirement of, any central bank or other monetary or other Authority; or (iii) any Loan Interest Rate being calculated in accordance with Section 2.15 (Market Disruption), where Increased Costs shall also include any difference between the Market Disruption Base Rate and the actual cost to IDB Invest and/or Participant of making, funding or maintaining the Loan and/or its Participation for the relevant Interest Period, including Increased Costs incurred if IDB Invest and/or Participant incurs Costs in switching from the then-current Benchmark-based funding to the Market Disruption Base Rate; that in any such case, subsequent to the Effective Date: imposes or modifies any reserve, special deposit, condition, Tax, charge or similar requirements or otherwise imposes a cost on IDB Invest or such Participant in relation to the making or maintaining of the Loans; or reduces the rate of return on the overall capital of, IDB Invest or such Participant that it would have been able to achieve had it not made or committed to make the Loan, or Participation. “Increased Costs Certificate” means a certificate furnished by IDB Invest to the Obligors certifying: (i) the circumstances giving rise to the Increased Costs; (ii) the amount of Increased Costs; and (iii) that IDB Invest or, as the case may be, such Participant has exercised reasonable efforts to minimize or eliminate the relevant increase or reduction; provided that IDB Invest shall not be obliged to disclose any information that it or the relevant Participant considers to be confidential in providing such certificate. “Indemnified Liabilities” has the meaning provided in Section 8.3 (Indemnity; Waiver of Consequential Damages). “Indemnified Persons” has the meaning provided in Section 8.3 (Indemnity; Waiver of Consequential Damages). “Insolvency Event” means any of the following: (i) a court or Authority declares any of the Obligors bankrupt or insolvent; (ii) a petition seeking reorganization, intervention, surveillance, moratorium, liquidation, arrangement, adjustment, concurso or composition of or in respect of any of the Obligors under any Applicable Law is properly filed; (iii) any court or Authority appoints a receiver, liquidator, trustee, sequestrator, administrator assignee, síndico, interventor (or similar official) of any of the Obligors or of any substantial part of its Property or Debt or orders the winding-up, dissolution, reorganization or liquidation of its affairs; (iv) any of the Obligors takes any action to commence, consents to or fails to contest the commencement of any of the foregoing proceedings; (v) any of the Obligors makes a general assignment for the benefit of creditors; (vi) any of the Obligors admits in writing its inability or otherwise becomes unable to pay its debts generally as they become due; or (vii) any other event occurs that under any Applicable Law would have an effect similar to any of those events listed above. “Intercompany Facility” means that certain intercompany loan agreement dated June 18, 2020, by and between Millicom International One S.L., as lender, and the Borrower, as borrower, in an aggregate principal amount of up to $150,000,000, together with all related documents, as amended, restated, supplemented or otherwise modified from time to time.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -22 “Interest Payment Date” means January 15th, April 15th, July 15th and October 15th. “Interest Period” means (i) each three (3)-month period beginning on an Interest Payment Date and ending on the day immediately before the next Interest Payment Date, except for the first period following the Disbursement for which it shall mean the period beginning on such Disbursement Date and ending on the day immediately before the next Interest Payment Date, or (ii) the last interest period of the Loan that begins on the Interest Payment Date immediately preceding the Loan Final Maturity Date and ends on the Loan Final Maturity Date. “Interest Rate, Currency or Commodity Price Agreement” means any forward contract, futures contract, swap, option or other financial agreement or arrangement (including, without limitation, caps, floors, collars and similar agreements) relating to, or the value of which is dependent upon, interest rates, currency exchange rates or commodity prices or indices (excluding contracts for the purchase or sale of goods in the ordinary course of business). “Interest Rate Determination Date” means the second U.S. Government Securities Business Day prior to the commencement of each Interest Period; provided that the Interest Rate Determination Date for the first Interest Period following the Disbursement shall be the second U.S. Government Securities Business Day prior to the relevant Disbursement Date. “Internationally Recognized Sanctions Lists” means sanctions lists maintained by the Office of Foreign Assets Control (“OFAC”) of the United States Department of Treasury, the United Kingdom of Great Britain and Northern Ireland, and the United Nations and the European Union. “Investment” by any Person means any direct or indirect loan, advance or other extension of credit or capital contribution (by means of transfers of cash or other property to others or payments for property or services for the account or use of others, or otherwise) to, or purchase or acquisition of Capital Stock, bonds, notes, debentures or other securities or evidence of Debt issued by, any other Person, including any payment on a guarantee of any obligation of such other Person, together with all items that are or would be classified as Investments on a statement of financial position (excluding the footnotes thereto) prepared in accordance with the Accounting Principles, but shall not include (a) trade accounts receivable in the ordinary course of business on credit terms made generally available to the customers of such Person, or (b) commission, travel, payroll, entertainment, relocation and similar advances to officers and employees and profit sharing and other employee benefit plan contributions made in the ordinary course of business. Except as otherwise provided in this Agreement, the amount of an Investment will be determined at the time the Investment is made and without giving effect to a subsequent change in value and, to the extent applicable, shall be determined based on the equity value of such Investment. “Investment Grade” means (i) BBB- or above in the case of Fitch (or its equivalent under any successor Rating Categories of Fitch), (ii) Baa3 or above, in the case of Moody’s (or its equivalent under any successor Rating Categories of Moody’s), and (iii) the equivalent in respect of the Rating Categories of any other Rating Agencies. “Joint Venture” means any joint venture entity, whether a company, unincorporated firm, undertaking, association, joint venture or partnership or any other entity.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -23 “Joint Venture Consolidated EBITDA” means an amount equal to the product of (i) the Consolidated EBITDA of any Joint Venture (determined in good faith by a responsible financial or accounting officer of the relevant Obligor on the same basis as provided for in the definition of “Consolidated EBITDA” (with the exception of clause (i) and the last sentence thereof regarding the addition of any Joint Venture Consolidated EBITDA to the calculation) as if each reference to such Obligor in such definition was to such Joint Venture) whose financial results are not consolidated with those of such Person in accordance with the Accounting Principles, and (ii) a percentage equal to the direct or indirect equity ownership percentage of the relevant Obligor and/or any of its Subsidiaries in the Capital Stock of such Joint Venture and its Subsidiaries. “LCT Election” has the meaning provided in Section 2.19.2 (Financial Calculations for Limited Condition Transactions). “LCT Test Date” has the meaning provided in Section 2.19.2 (Financial Calculations for Limited Condition Transactions). “Lien” means, with respect to any asset, (a) any mortgage, deed of trust, lien, pledge, hypothecation, encumbrance, charge or security interest in, on or of such asset, (b) the interest of a vendor or a lessor under any conditional sale agreement, capital lease or title retention agreement (or any financing lease having substantially the same economic effect as any of the foregoing) relating to such asset and (c) in the case of securities, any purchase option, call or similar right of a third party with respect to such securities. “Limited Condition Transaction” means (i) any Investment or acquisition, including by way of merger, amalgamation or consolidation, in each case, by one or more members of the Restricted Group of any assets, business or Person whose consummation is not conditioned on the availability of, or on obtaining, third party financing and (ii) any redemption, repurchase, defeasance, satisfaction and discharge or repayment of Debt requiring irrevocable notice in advance of such redemption, repurchase, defeasance, satisfaction and discharge or repayment. “List of Excluded Activities” means the list of activities not financed by IDB Invest set forth in Schedule 1 (List of Excluded Activities). “Loans” means the IDB Invest Loan and the IDB Invest B Loan. “Loan Commitments” means the IDB Invest A Loan Commitments, and the B Loan Commitments. “Loan Final Maturity Date” means the A Loan Final Maturity Date or the applicable B Loan Final Maturity Date, as the context requires. “Loan Interest Rate” means the A Loan Interest Rate or the applicable B Loan Interest Rate, as the context requires. “Luxembourg Business Preservation Law” has the meaning specified in Section 1.6(a) (Luxembourg Terms).


CONFIDENTIAL Loan Number 15420-01 Annex 1 -24 “Luxembourg Companies Law” has the meaning specified in Section 1.6(b)(ii) (Luxembourg Terms). “Mandatory Prepayment Event” has the meaning specified in Section 2.4.2 (Mandatory Prepayments). “Market Disruption Base Rate” means, in respect of any Loan, an interest rate per annum equal to (i) the cost of funds of IDB Invest and the Participants as provided to IDB Invest, determined in accordance with Section 2.15 (Market Disruption), or (ii) any other rate applicable pursuant to either Section 2.15.1 or Section 2.15.2 (Market Disruption). “Market Disruption Event” has the meaning provided in Section 2.15.1 (Market Disruption). “Material Adverse Effect” means any event or circumstance that has a material adverse effect on (a) the business, Property, liabilities, operations or condition, financial or otherwise, of the Obligors (taken as a whole); (b) the ability of the Obligors (taken as a whole) to perform their payment obligations under the Financing Documents or (c) the validity or enforceability of this Agreement or the rights or remedies of IDB Invest hereunder. “Material Intellectual Property” has the meaning provided in Section 5.1.11 (Maintenance of Properties. Insurance). “MICI” means the Independent Consultation and Investigation Mechanism of the IDB Group that impartially responds to environmental and social concerns of affected communities and aims to enhance outcomes ( https://mici.iadb.org/en). “MICSA Revolving Facility Agreement” means that certain Revolving Credit Agreement dated as of October 15, 2020, by and among the Guarantor, the Lenders named therein and The Bank of Nova Scotia as Administrative Agent, as amended, supplemented or otherwise modified. “Minority Shareholder Loans” means Debt of any Restricted Subsidiary or any El Salvador Restricted Subsidiary that is issued to and held by an equity owner of such Subsidiary, other than a member of the Restricted Group. “Moody’s” means Moody’s Investors Services, Inc. and any successor to its rating agency business. “Note” or “Notes” has the meaning provided in Section 2.17.1 (Initial Notes). “Obligations” means, collectively, all obligations and liabilities of the Borrower under any Financing Document to IDB Invest. “Obligors” means the Borrower and the Guarantor. “Obligor’s Country” means with respect to (i) the Borrower, El Salvador and (ii) with respect to the Guarantor, the Grand Duchy of Luxembourg.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -25 “OII” means the Office of Institutional Integrity of the IDB Group (https://www.iadb.org/en/who- we-are/transparency/sanctions-system/office-institutional-integrity). “Other Taxes” means any stamp, recording, documentary or similar taxes and all other charges or levies payable on or in connection with any Financing Document. “Participant” means any Person that acquires a Participation. “Participation” means a participation interest acquired in any Loan pursuant to a Participation Agreement. “Participation Agreement” means each participation agreement entered into between IDB Invest, and a Participant, in IDB Invest’s customary form, pursuant to which a Participant acquires a Participation. “Permitted Asset Swap” means the concurrent purchase and sale or exchange of related business assets or a combination of related business assets, cash and Cash Equivalents between any member of the Restricted Group and another Person. “Permitted Debt” means: (a) any Debt under this Agreement; (b) Debt (other than Debt described in another clause of this definition) that is (x) outstanding on the date of this Agreement or (y) committed or mandated on the date of this Agreement and disclosed in writing to IDB Invest prior to such date; (c) Pari passu Debt of any member of the Restricted Group under Credit Facilities and any Permitted Refinancing Debt in respect thereof in an aggregate principal amount at any one time outstanding that does not exceed an amount equal to (x) in the case of the Restricted Group (other than the El Salvador Group), the greater of nine hundred million Dollars ($900,000,000) (or the equivalent in other currencies) and eight percent (8%) of Total Assets of the Guarantor and (y) in the case of each of the El Salvador Group, the greater of twenty million Dollars ($20,000,000) (or the equivalent in other currencies) and eight percent (8%) of Total Assets of the Borrower, plus, in each case, (1) any accrual or accretion of interest that increases the principal amount of Debt under Credit Facilities and (2) in the case of any refinancing of Debt permitted under this clause (c) or any portion thereof, the aggregate amount of fees, underwriting discounts and commissions, premiums and other costs and expenses incurred in connection with such refinancing; (d) Debt owed by any member of the Restricted Group to any other member of the Restricted Group; provided, that (A) if any Obligor is the obligor on such Debt and such Debt is owed to a member of the Group other than another Obligor, such Debt must be unsecured and expressly subordinated (it being understood that any such subordination terms must be effective at the time such Debt is incurred; provided that, such subordination shall only apply during the existence of an Event of Default pursuant to Section 6.1.1(i) or (ii) or Section 6.1.5 or following an acceleration of the Loans pursuant to Section 6.1 (Events of Default) to the prior payment in full in cash of all of the Borrower’s obligations under this


CONFIDENTIAL Loan Number 15420-01 Annex 1 -26 Agreement, and (B) either (x) the transfer or other disposition by such member of the Restricted Group of any Debt so permitted to a Person (other than to any other member of the Restricted Group) or (y) such member of the Restricted Group ceasing to be a Restricted Subsidiary of the Restricted Group, will at the time of such transfer or other disposition, in each case, be deemed to be an incurrence of such Debt not permitted by this clause (d); (e) Acquired Debt; (f) Minority Shareholder Loans; (g) Permitted Refinancing Debt of any member of the Restricted Group incurred in exchange for, or the proceeds of which are used to refinance or refund or replace, or any extension or renewal of (including, in each case, successive refinancings, extensions and renewals), Debt of any such Person incurred in pro forma compliance with (i) in the case of any member of the Restricted Group (other than any member of the El Salvador Group), the Debt Incurrence Test and (ii) in the case of any member of the El Salvador Group, the Financial Covenant (tested at such time), as applicable, or clauses (a), (b), (e) or this clause (g) of this definition, as the case may be; (h) Debt of any member of the Restricted Group represented by letters of credit in order to provide security for workers’ compensation claims, health, disability or other employee benefits, payment obligations in connection with self-insurance or similar requirements of any member of the Restricted Group in the ordinary course of business; (i) customary indemnification, adjustment of purchase price or similar obligations, in each case, incurred in connection with the disposition of any assets of any member of the Restricted Group, and earn-out provisions or contingent payments in respect of purchase price or adjustment of purchase price or similar obligations in acquisition agreements other than guarantees of Debt incurred by any Person acquiring all or any portion of such assets for the purpose of financing such acquisition; provided that the maximum aggregate liability in respect of each such incurrence of such Debt will at no time exceed the gross proceeds actually received by such member of the Restricted Group, as applicable, in connection with the related disposition; (j) obligations in respect of (i) customs, VAT or other tax guarantees, (ii) bid, performance, completion, guarantee, surety and similar bonds, including guarantees or obligations of any member of the Restricted Group with respect to letters of credit supporting such obligations and (iii) the financing of insurance premiums, in each case, in the ordinary course of business and not related to Debt for borrowed money; (k) Debt of any member of the Restricted Group arising from the honoring by a bank or other financial institution of a check, draft or similar instrument including, but not limited to, electronic transfers, wire transfers, netting services and commercial card payments, drawn against insufficient funds; provided that such Debt is extinguished within thirty (30) days of incurrence; (l) guarantees by any member of the Restricted Group of Debt or any other obligation or liability of any other member of the Restricted Group (other than of any Debt incurred in


CONFIDENTIAL Loan Number 15420-01 Annex 1 -27 violation of (i) in the case of any member of the Restricted Group (other than any member of the El Salvador Group), the Debt Incurrence Test, or (ii) in the case of any member of each of the El Salvador Group, the Financial Covenant (tested at such time)); provided, however, that if the Debt being guaranteed is subordinated in right of payment to the Loans or any guarantee of the Loans, then such guarantee shall be subordinated substantially to the same extent as the relevant Debt guaranteed; (m) Debt arising under borrowing facilities provided by a special purpose vehicle notes issuer to any member of the Restricted Group in connection with the issuance of notes or other similar debt securities intended to be supported primarily by the payment obligations of any member of the Restricted Group in connection with any vendor financing platform; (n) Debt of any member of the Restricted Group in an aggregate outstanding principal amount which, when taken together with any Permitted Refinancing Debt in respect thereof and the principal amount of all other Debt incurred pursuant to this clause (n) and then outstanding, will not exceed one-hundred percent (100%) of the cash proceeds (net of attorneys’ fees, accountants’ fees, underwriters’ or placement agents’ fees, listing fees, discounts or commissions and brokerage, consultant and other fees and charges actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result of such issuance or sale (after taking into account any available tax credit or deductions and any tax sharing arrangements)) received by, such member of the Restricted Group, as applicable, from the issuance or sale (other than to any other member of the Restricted Group) of its Minority Shareholder Loans or Capital Stock or otherwise contributed to the equity of any Obligor, subsequent to the date of execution of this Agreement (and in each case, other than through the issuance of Disqualified Stock or Preferred Stock); (o) Debt consisting of (i) mortgage financings, asset backed financings, Purchase Money Obligations or other financings, incurred for the purpose of financing all or any part of the purchase price or cost of design, construction, installation or improvement (including, without limitation, in respect of tenant improvement) of property (real or personal), plant, equipment or other assets (including, without limitation, network assets) used or useful in the business of any member of the Restricted Group or (ii) Debt otherwise incurred to finance the purchase, lease, rental or cost of design, development, construction, installation or improvement (including, without limitation, in respect of tenant improvement) of property (real or personal), plant, equipment or other assets (including, without limitation, network assets) used or useful in the business of any member of the Restricted Group whether through the direct purchase of assets or the Capital Stock of any Person owning such assets, and any Permitted Refinancing Debt in respect thereof, in an aggregate outstanding principal amount which, when taken together with the principal amount of all other Debt incurred pursuant to this clause (o), will not exceed (i) in the case of each of the El Salvador Group, the greater of (1) $8,000,000 (or the equivalent in other currencies) and (2) three percent (3%) of Total Assets of the Borrower and (ii) in the case of the Restricted Group (other than the El Salvador Group), the greater of (1) $250,000,000 (or the equivalent in other currencies) and (2) three percent (3%) of Total Assets of the Guarantor, in each case, at any time outstanding; or


CONFIDENTIAL Loan Number 15420-01 Annex 1 -28 (p) Debt not otherwise permitted to be incurred pursuant to clauses (a) through (o) above, which, together with any other outstanding Debt incurred pursuant to this clause (p), including any Permitted Refinancing Debt in respect thereof, has an aggregate principal amount at any time outstanding not in excess of (i) in the case of each of the El Salvador Group, the greater of (A) $5,000,000 (or the equivalent in other currencies) and (B) four percent (4%) of Total Assets of the Borrower and (ii) in the case of the Restricted Group (other than the El Salvador Group), the greater of (A) $300,000,000 (or the equivalent in other currencies) and (B) four percent (4%) of Total Assets of the Guarantor, plus, in the case of any refinancing of Debt permitted under this clause (p) or any portion thereof, the aggregate amount of fees, underwriting discounts and commissions, premiums and other costs and expenses incurred in connection with such refinancing. In the event that an item of Debt meets the criteria of more than one of the types of Permitted Debt or is entitled to be incurred by the relevant member of the Restricted Group in accordance with the Debt Incurrence Test or the Financial Covenant, as applicable, the relevant Obligor in its sole discretion may classify and from time to time reclassify such item of Debt or any portion thereof and only be required to include the amount of such Debt as one of such types. “Permitted Disposals” means: (a) any dispositions of assets in a single transaction or series of transactions with an aggregate Fair Market Value of not more than (i) in the case of any member of the El Salvador Group, three percent (3%) of Total Assets of the Borrower during the life of the Agreement, and (iii) in the case of the Guarantor, in any calendar year, the greater of (x) $25,000,000 (or the equivalent in other currencies) and (y) one percent (1%) of Total Assets of the Guarantor (with unused amounts in any calendar year being carried over to the next succeeding year subject to a maximum of the greater of $25,000,000 (or the equivalent in other currencies) and one percent (1%) of Total Assets of the Guarantor of carried over amounts for any calendar year); (b) any Specified Subsidiary Sale; (c) any disposition of Tower Equipment, including any Sale/Leaseback Transaction; provided that any cash or Cash Equivalents received in connection with such disposition (the “Permitted Disposal Net Available Proceeds”) are applied, within 365 days of such disposition or Sale/Leaseback Transaction, at the relevant Obligor’s option, as the case may be, to (i) repay, redeem, retire or cancel outstanding Senior Secured Debt of such Obligor; (ii) repurchase, prepay, redeem or repay Debt of such Obligor that ranks pari passu in right of payment to the Loans; (iii) to acquire all or substantially all of the assets of, or any Capital Stock of, another Related Business, if, after giving effect to any such acquisition of Capital Stock, the Related Business is or becomes a Restricted Subsidiary of the relevant Obligor; (iv) to make a capital expenditure or acquire other assets (other than Capital Stock and cash or Cash Equivalents), rights (contractual or otherwise) and properties, whether tangible or intangible (including ownership interests) that are used or intended for use in connection with a Related Business; (v) to repay any outstanding Obligations hereunder; (vi) enter into a binding commitment to apply


CONFIDENTIAL Loan Number 15420-01 Annex 1 -29 the Permitted Disposal Net Available Proceeds pursuant to sub-clauses (iii) or (iv) of this clause (c), provided that such binding commitment (or any subsequent binding commitment replacing the initial binding commitment that is entered into within 180 days following the aforementioned 365-day period) shall be treated as a permitted application of such Permitted Disposal Net Available Proceeds from the date of such commitment until the earlier of (x) the date on which such acquisition or expenditure is consummated and (y) the 180th day following the expiration of the aforementioned 365-day period; or (vii) any combination of the foregoing sub-clauses (i) through (vi) of this clause (c); (d) a transfer of assets between or among members of the Restricted Group; (e) the issuance of Capital Stock by a Restricted Subsidiary to any other member of the Restricted Group; (f) any disposition of Capital Stock of a Restricted Subsidiary pursuant to an agreement or other obligation with or to a Person (other than any member of the Restricted Group) from whom such Restricted Subsidiary was acquired or from whom such Restricted Subsidiary acquired its business and assets (having been newly formed in connection with such acquisition), made as part of such acquisition and in each case comprising all or a portion of the consideration in respect of such sale or acquisition; (g) the sale, lease or other transfer of products, services, accounts receivable, inventory or other assets in the ordinary course of business and any sale or other disposition of damaged, surplus, worn-out or (in the good faith judgment of any Obligor) obsolete assets; (h) dispositions in connection with Permitted Liens; (i) disposals of assets, rights or revenue not constituting part of the Related Business and other disposals of non-core assets acquired in connection with any acquisition permitted under this Agreement; (j) licenses and sublicenses of any member of the Restricted Group in the ordinary course of business; (k) any surrender or waiver of contract rights or settlement, release, recovery on, or surrender of, contract, tort or other claims in the ordinary course of business; (l) the disposition of receivables in connection with the compromise, settlement or collection thereof in the ordinary course of business or in bankruptcy or similar proceedings; (m) a transfer or disposition of assets that is governed by the provisions of Section 5.2.2 (Fundamental Changes to any of the Obligors); (n) the sale or other disposition of cash or Cash Equivalents;


CONFIDENTIAL Loan Number 15420-01 Annex 1 -30 (o) the foreclosure, condemnation or any similar action with respect to any property or other assets; (p) a transfer or disposition of assets that is governed by Section 5.2.1; (q) sales of accounts receivable and related assets or an interest therein of the type specified in the definition of “Qualified Receivables Transaction” to a Receivables Entity, and Investments in a Receivables Entity consisting of cash or securitization obligations; (r) any disposition or expropriation of assets or Capital Stock which any member of the Restricted Group is required by, or made in response to concerns raised by, a regulatory authority or court of competent jurisdiction; (s) any disposition of Capital Stock, Debt or other securities of an Unrestricted Subsidiary; (t) disposal of non-core assets acquired in connection with any acquisition permitted under this Agreement; (u) any disposition of assets to a Person who is providing services related to such assets, the provision of which have been or are to be outsourced by any member of the Restricted Group to such Person; (v) any disposition of Investments in Joint Ventures to the extent required by, or made pursuant to, customary buy/sell arrangements between the Joint Venture parties set forth in Joint Venture arrangements and similar binding agreements; provided that any cash or Cash Equivalents received in connection with such disposition are applied, within 365 days of such disposition, at the relevant Obligor’s option, as the case may be, in accordance with sub-clauses (i) through (vii) of clause (c) of this definition of “Permitted Disposals”; (w) any sale or disposition with respect to property built, repaired, improved, owned or otherwise acquired by any member of the Restricted Group pursuant to customary sale and leaseback transactions, asset securitizations and other similar financings permitted by this Agreement; (x) any dispositions constituting the surrender of tax losses by any member of the Restricted Group (i) to any other member of the Restricted Group, (ii) in order to eliminate, satisfy or discharge any tax liability of any Person that was formerly a subsidiary of such member of the Restricted Group which has been disposed of pursuant to a disposal permitted by the terms of this Agreement, to the extent that such member of the Restricted Group would have a liability (in the form of an indemnification obligation or otherwise) to one or more persons in relation to such tax liability if not so eliminated, satisfied or discharged; (y) [Reserved];


CONFIDENTIAL Loan Number 15420-01 Annex 1 -31 (z) Permitted Asset Swaps; and (aa) any other disposal of assets not described in clauses (a) through (z) above consisting in the aggregate a value of (i) in the case of the El Salvador Group, ten percent (10%) or less of Total Assets of the El Salvador Borrower, and (ii) in the case of the Guarantor, ten percent (10%) or less of Total Assets of the Guarantor. “Permitted Holder” means, at any time, (i) Iliad Holding S.A.S., (ii) the Permitted Investor and its Immediate Family Members or (iii) any trust, corporation, partnership, limited partnership, limited liability company or other legal entity (including Atlas Investissement S.A.S. or Atlas Luxco S.à r.l.) that at such time a majority of the Voting Stock thereof is beneficially owned, directly or indirectly, by the Permitted Investor and/or its Immediate Family Members, measured by voting power rather than number of shares; provided that, notwithstanding the foregoing, the Permitted Holders shall in any event exclude any Person that on the date of any Change of Control is included on any Internationally Recognized Sanctions Lists or on the IDB Group List of Sanctioned Firms and Individuals. “Permitted Interest Rate, Currency or Commodity Price Agreement” means any Interest Rate, Currency or Commodity Price Agreement entered into with one or more financial institutions in the ordinary course of business that is designed to protect against fluctuations in interest rates or currency exchange rates and which shall have a notional amount no greater than the payments due with respect to the Debt being hedged thereby, or in the case of currency or commodity protection agreements against currency exchange or commodity price fluctuations in the ordinary course of business relating to then existing financial obligations and not for purposes of speculation. “Permitted Investments” means (1) any loan made by any member of the Restricted Group to any other member of Restricted Group, (2) loans or advances to employees and officers (or guarantees of intra- Restricted Group loans or intra-Restricted Group loans to employees or officers) in the ordinary course of business; (3) customary cash management, cash pooling or netting or setting off arrangements; and (4) the granting of Liens pursuant to clause (n) of the definition of Permitted Liens. “Permitted Investor” means Xavier Niel, a natural person. “Permitted Liens” means: (a) Liens for taxes, assessments or governmental charges or levies on the property of any member of the Restricted Group if the same shall not at the time be delinquent or thereafter can be paid without penalty, or are being contested in good faith and by appropriate proceedings promptly instituted and diligently concluded; provided that any reserve or other appropriate provision that shall be required in conformity with the Accounting Principles shall have been made therefor; (b) Liens imposed by law, such as statutory Liens of landlords’, carriers’, warehousemen’s and mechanics’ Liens and other similar Liens, on the property of any member of the Restricted Group in the ordinary course of business arising solely by virtue of any statutory or common law (but not contractual) provisions


CONFIDENTIAL Loan Number 15420-01 Annex 1 -32 relating to bankers’ Liens, rights of set-off or similar rights and remedies as to deposit accounts or other funds maintained with a creditor depositary institution; (c) Liens on the property of any member of the Restricted Group incurred in the ordinary course of business to secure performance of obligations with respect to statutory or regulatory requirements, performance bids, trade contracts, letters of credit performance or return-of-money bonds, surety bonds or other obligations of a like nature and incurred in a manner consistent with industry practice, in each case which are not incurred in connection with the borrowing of money, the obtaining of advances or credit or the payment of the deferred purchase price of property and which do not in the aggregate impair in any material respect the use of property in the operation of the business of the Restricted Group taken as a whole; (d) Liens on property at the time any member of the Restricted Group acquired such property, including any acquisition by means of a merger or consolidation; provided, however, that any such Lien may not extend to any other property of such member of the Restricted Group; (e) Liens on the property of a Person at the time such Person becomes a member of the Restricted Group; provided, however, that any such Lien may not extend to any other property of any other member of the Restricted Group that is not a direct or, prior to such time, indirect Subsidiary of such Person (other than pursuant to after- acquired property clauses in effect with respect to such Lien at the time of acquisition on property of the type that would have been subject to such Lien notwithstanding the occurrence of such acquisition); (f) pledges or deposits by any member of the Restricted Group under workmen’s compensation laws, unemployment insurance laws or similar legislation, or good faith deposits in connection with bids, tenders, contracts (other than for the payment of Debt) or leases to which any member of the Restricted Group is party, or deposits to secure public or statutory obligations of any member of the Restricted Group or deposits for the payment of rent, in each case incurred in the ordinary course of business; (g) utility easements, building restrictions and such other encumbrances or charges against real property as are of a nature generally existing with respect to properties of a similar character; (h) Liens in favor of a credit card processor arising in the ordinary course of business under any processor agreement; (i) any provision for the retention of title to any property by the vendor or transferor of such property which property is acquired by any member of the Restricted Group in a transaction entered into in the ordinary course of business of such Person and for which kind of transaction it is customary market practice for such retention of title provision to be included;


CONFIDENTIAL Loan Number 15420-01 Annex 1 -33 (j) Liens arising by means of any judgment, decree or order of any court so long as any appropriate legal proceedings which may have been duly initiated for the review of such judgment, decree or order have not been fully terminated or the period within which such proceedings may be initiated has not expired and any Liens that are required to protect or enforce rights in any administrative, arbitration or other court proceeding in the ordinary course of business; (k) Liens securing Debt of any member of the Restricted Group under any Credit Facility; (l) Liens securing any Permitted Interest Rate, Currency or Commodity Price Agreement; (m) Liens securing Acquired Debt described in clause (a) of the definition thereof (provided that any Liens securing Permitted Refinancing Debt with respect thereto shall not be a Permitted Lien pursuant to this clause (m)); (n) Liens on the Capital Stock or other securities or assets of any Unrestricted Subsidiary to secure Debt of that Unrestricted Subsidiary; (o) mortgages, liens, security interests, restrictions, encumbrances or any other matters of record that have been placed by any developer, landlord or other third party on property over which any member of the Restricted Group has easement rights or on any real property leased by any member of the Restricted Group or similar agreements relating thereto and any condemnation or eminent domain proceedings or compulsory purchase order affecting real property; (p) Liens existing on the date of execution of this Agreement; (q) Liens in favor of any member of the Restricted Group; (r) Liens securing customary indemnification, adjustment of purchase price or similar obligations, in each case, incurred in connection with the disposition of any member of the Restricted Group, and earn-out provisions or contingent payments in respect of purchase price or adjustment of purchase price or similar obligations in acquisition agreements other than guarantees of Debt incurred by any Person acquiring all or any portion of such assets for the purpose of financing such acquisition; (s) Liens securing Debt of any member of the Restricted Group arising from the honoring by a bank or other financial institution of a check, draft or similar instrument including, but not limited to, electronic transfers, wire transfers, netting services and commercial card payments, drawn against insufficient funds; (t) Liens on insurance policies and the proceeds thereof, or other deposits, to secure insurance premium financings in respect of any member of the Restricted Group;


CONFIDENTIAL Loan Number 15420-01 Annex 1 -34 (u) Liens arising from financing statement filings (or other similar filings in any applicable jurisdiction) regarding operating leases entered into by any member of the Restricted Group in the ordinary course of business; (v) Liens on goods (and the proceeds thereof) and documents of title and the property covered thereby securing Debt in respect of commercial letters of credit issued to facilitate the purchase, shipment or storage of such inventory or other goods; (w) Liens for the purpose of securing the payment of all or a part of the purchase price of Capital Lease Obligations, Purchase Money Obligations or other payments incurred by any member of the Restricted Group to finance the acquisition, improvement or construction of, assets or property acquired or constructed in the ordinary course of business; provided that such Liens do not encumber any other assets or property of any member of the Restricted Group other than such assets or property and assets affixed or appurtenant thereto; (x) Liens on property of any member of the Restricted Group to secure Debt incurred in pro forma compliance with (i) in the case of the Guarantor, the Debt Incurrence Test or (ii) in the case of any member of the El Salvador Group and, the Financial Covenant (tested at such time), as applicable, or of the type described in clauses (h), (i), (j), (k) and (o) of the definition of “Permitted Debt”; (y) Liens on any escrow account used in connection with an acquisition of property or Capital Stock of any Person or pre-funding a refinancing of Debt otherwise permitted by this Agreement; (z) Liens on the deposits of any member of the Restricted Group in favor of financial institutions arising from any netting or set-off arrangement substantially consistent with its current practice for the purpose of netting debt and credit balances substantially consistent with such member of the Restricted Group’s existing cash pooling arrangements; (aa) Liens incurred in the ordinary course of business of any member of the Restricted Group with respect to obligations that do not exceed (x) in the case of the Guarantor, the greater of $500,000,000 (or the equivalent in other currencies) and four percent (4%) of Total Assets of the Guarantor at any one time outstanding and that do not in the aggregate materially detract from the value of the property of the Guarantor, or materially impair the use thereof in the operation of business by the Restricted Group, and (y) in the case of any member of the El Salvador Group, the greater of $25,000,000 (or the equivalent in other currencies) and four percent (4%) of Total Assets of the El Salvador Borrower at any one time outstanding and that do not in the aggregate materially detract from the value of the property of the Borrower, or materially impair the use thereof in the operation of business by the El Salvador Group;


CONFIDENTIAL Loan Number 15420-01 Annex 1 -35 (bb) Liens over cash or other assets that secure collateralized obligations incurred as Permitted Debt; provided that the amount of cash collateral does not exceed the principal amount of the Permitted Debt; (cc) Liens on Restricted MFS Cash of any member of the Restricted Group in favor of the customers or dealers of, or third parties in relation to the provision of mobile financial services, in each case who provided such Restricted MFS Cash to such Person; (dd) Liens over rights under loan agreements relating to, or over notes or similar instruments evidencing, the on-loan of proceeds received by any member of the Restricted Group from the issuance of Debt, which Liens are created to secure payment of such Debt; (ee) Liens on Receivables and related assets of the type described in the definition of “Qualified Receivables Transaction” incurred in connection with a Qualified Receivables Transaction, and Liens on Investments in Receivables Entities; (ff) Liens consisting of any right of set-off granted to any financial institution acting as a lockbox bank in connection with a Qualified Receivables Transaction; (gg) Liens for the purpose of perfecting the ownership interests of a purchaser of Receivables and related assets pursuant to any Qualified Receivables Transaction; (hh) Liens arising in connection with other sales of Receivables permitted hereunder without recourse to any member of the Restricted Group; (ii) Liens in respect of the ownership interests in, or assets owned by, any Joint Ventures or similar arrangements, other than Joint Ventures or similar arrangements that are Restricted Subsidiaries, securing obligations of such Joint Ventures or similar agreements; (jj) any encumbrance or restriction (including, but not limited to, put and call arrangements) with respect to Capital Stock of any Joint Venture or similar arrangement pursuant to any Joint Venture or similar agreement; and (kk) Liens on the property of any member of the Restricted Group to replace in whole or in part, any Lien described in the foregoing clauses (a) through (jj); provided that any such Lien is limited to all or part of the same property or assets (plus improvements, accessions, proceeds or dividends or distributions in respect thereof) that secured (or, under the written arrangements under which the original Lien arose, could secure) the Debt being refinanced or in respect of property that is the security for a Permitted Lien hereunder. “Permitted Refinancing Debt” means any renewals, extensions, substitutions, defeasances, discharges, refinancings or replacements (each, a “refinancing”) of any Debt of any member of the Restricted Group, including any successive refinancings, as long as: (a) such Permitted Refinancing Debt is in an aggregate principal amount (or if incurred with original issue discount,


CONFIDENTIAL Loan Number 15420-01 Annex 1 -36 an aggregate issue price) not in excess of the sum of: (i) the aggregate principal amount (or if incurred with original issue discount, the aggregate accreted value plus all accrued interest) then outstanding of the Debt being refinanced; and (ii) an amount necessary to pay any fees and expenses, including premiums and defeasance costs, related to such refinancing; (b) such Permitted Refinancing Debt has (i) a stated maturity that is either (X) no earlier than the stated maturity of the Debt being refinanced or (Y) after the stated maturity of the Loans and (ii) a Weighted Average Life-to-Maturity that is equal to or greater than the Weighted Average Life- to- Maturity of the Debt being refinanced; (c) if the Debt being refinanced is subordinated in right of payment to the Loans, such Permitted Refinancing Debt is subordinated in right of payment to, the Loans on terms at least as favorable to IDB Invest as those contained in the documentation governing the Debt being refinanced; and (d) if any Obligor was the obligor on the Debt being refinanced, such Permitted Refinancing Debt is incurred by such Obligor. Permitted Refinancing Debt in respect of any Credit Facility or any other Debt may be incurred from time to time after the termination, discharge or repayment of all or any part of such Credit Facility or other Debt. Permitted Refinancing Debt shall not include any Debt of any Person that refinances Debt of an Unrestricted Subsidiary. “Permitted Reorganization” means (a) an amalgamation, merger, consolidation, corporate reconstruction, or reorganization involving (i) any Obligor where the entity formed by or surviving such amalgamation, merger, consolidation, corporate reconstruction, or reorganization is such Obligor or (ii) a Restricted Subsidiary where the entity formed by or surviving such amalgamation, merger, consolidation, corporate reconstruction, or reorganization is a Restricted Subsidiary, (b) any liquidation, winding up, or dissolution of any Restricted Subsidiary that is not a Significant Subsidiary undertaken in connection with a corporate reorganization, provided that such liquidation, winding up, or dissolution is not materially adverse to the interests of IDB Invest. “Person” means any natural person or any corporate, trust or partnership entity or any Authority, including that Person’s successors and permitted assigns. “Preferred Stock” of any Person means Capital Stock of such Person of any class or classes (however designated) that ranks prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to shares of Capital Stock of any other class of such Person. “Principal Payment Date” means January 15th and July 15th. “Process Agent” has the meaning provided in Section 8.10.4 (Applicable Law and Jurisdiction). “Prohibited Practice” means: (i) A corrupt practice is the offering, giving, receiving, or soliciting, directly or indirectly, anything of value to influence improperly the actions of another party; (ii) A fraudulent practice is any act or omission, including a misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain a financial or other benefit or to avoid an obligation;


CONFIDENTIAL Loan Number 15420-01 Annex 1 -37 (iii) A coercive practice is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party; (iv) A collusive practice is an arrangement between two or more parties designed to achieve an improper purpose, including influencing improperly the actions of another party; (v) An obstructive practice is (a) destroying, falsifying, altering or concealing of evidence material to an IDB Group investigation, or making false statements to investigators with the intent to impede an IDB Group investigation; (b) threatening, harassing or intimidating any party to prevent it from disclosing its knowledge of matters relevant to an IDB Group investigation or from pursuing the investigation; or (c) acts intended to impede the exercise of IDB Group’s contractual rights of audit or inspection or access to information; and (vi) A misappropriation is the use of IDB Group financing or resources for an improper or unauthorized purpose, committed either intentionally or through reckless disregard. “Property” means any right or interest in or to assets or property of any kind whatsoever, whether real, personal or mixed and whether tangible or intangible. “Purchase Money Obligations” means any Debt incurred to finance or refinance the acquisition, leasing, construction or improvement of property (real or personal) or assets (including Capital Stock), and whether acquired through the direct acquisition of such property or assets or the acquisition of the Capital Stock of any Person owning such property or assets, or otherwise. “Qualified Acquisition” means an acquisition by any member of the El Salvador Group of any Person or the assets of any Person with an aggregate cash purchase price of at least $25,000,000 (or the equivalent in other currencies) which has been designated to IDB Invest by an Authorized Representative of the Borrower as a “Qualified Acquisition.” “Qualified Receivables Transaction” means any transaction or series of transactions that may be entered into by any member of the Restricted Group pursuant to which such Person or its Subsidiaries may sell, convey or otherwise transfer to (i) a Receivables Entity (in the case of a transfer by such Person or any of its Subsidiaries) and (ii) any other Person (in the case of a transfer by a Receivables Entity), or may grant a Lien in, any Receivables (whether now existing or arising in the future) of such Person or any of its Subsidiaries, and any assets related thereto including, without limitation, all collateral securing such Receivables, all contracts and all guarantees or other obligations in respect of such accounts receivable, the proceeds of such Receivables and other assets which are customarily transferred, or in respect of which Liens are customarily granted, in connection with asset securitization involving Receivables and any Interest Rate, Currency or Commodity Price Agreement entered into by such Person or any such Subsidiary in connection with such Receivables.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -38 “Rate Setting Period” has the meaning provided in Section 2.15.2 (Market Disruption). “Rating Agency” means each of (i) Fitch, Moody’s and S&P or (ii) if any of Fitch, Moody’s or S&P are not making ratings of the Debt publicly available, an internationally recognized rating agency or agencies, as the case may be, selected by the Obligors, which will be substituted for any of Fitch, Moody’s or S&P, as the case may be. “Rating Category” means (i) with respect to Fitch, any of the following categories (any of which may include a “+” or “-”): AAA, AA, A, BBB, BB, B, CCC, CC, C, R, SD and D (or equivalent successor categories); (ii) with respect to Moody’s, any of the following categories (any of which may include a “1,” “2” or “3”): Aaa, Aa, A, Baa, Ba, B, Caa, Ca, and C (or equivalent successor categories), and (iii) the equivalent of any such categories of Fitch or Moody’s used by another Rating Agency, if applicable. “Recast Regulation” has the meaning provided in Section 3.1.25 (Centre of Main Interest and Establishment). “Receipt Account” has the meaning provided in Section 2.6.1 (Currency and Place of Payment). “Receivable” means a right to receive payment arising from a sale or lease of goods or the performance of services by a Person pursuant to an arrangement with another Person pursuant to which such other Person is obligated to pay for goods or services under terms that permit the purchase of such goods and services on credit and shall include, in any event, any items of property that would be classified as an “account,” “chattel paper,” “payment intangible” or “instrument” under the Uniform Commercial Code as in effect in the State of New York and any “supporting obligations” as so defined. “Receivables Entity” means a wholly-owned Subsidiary of a Person (or another Person in which such Person or any Subsidiary of such Person makes an Investment or to which such Person or any Subsidiary of such Person transfers Receivables and related assets) which engages in no activities other than in connection with the financing of Receivables and which is designated by the board of directors or senior management of such Person as a Receivables Entity: (a) no portion of the Debt or any other obligations (contingent or otherwise) of which: (i) is guaranteed by such Person or any Subsidiary of such Person (excluding guarantees of obligations (other than the principal of, and interest on, Debt) pursuant to Standard Securitization Undertakings); (ii) is recourse to or obligates such Person or any Subsidiary of such Person in any way other than pursuant to Standard Securitization Undertakings; or (iii) subjects any property or asset of such Person or any Subsidiary of such Person, directly or indirectly, contingently or otherwise, to the satisfaction thereof, other than pursuant to Standard Securitization Undertakings except, in each such case, certain Permitted Liens; (b) with which neither such Person nor any Subsidiary of such Person has any material contract, agreement, arrangement or understanding (except in connection with a purchase money note or Qualified Receivables Transaction) other than on terms not materially less favorable to such Person or such Subsidiary than those that might be obtained at the time from Persons that are not affiliates of such Person, other than fees payable in the ordinary course of business in connection with servicing Receivables; and


CONFIDENTIAL Loan Number 15420-01 Annex 1 -39 (c) to which neither such Person nor any Subsidiary of such Person has any obligation to maintain or preserve such entity’s financial condition or cause such entity to achieve certain levels of operating results (other than those related to or incidental to the relevant Qualified Receivables Transaction). Any such designation by the board of directors or senior management of any Obligor shall be evidenced to IDB Invest by promptly filing with IDB Invest a certified copy of the resolution of the board of directors or senior management of such Obligor giving effect to such designation or a certificate from an Authorized Representative of such Obligor, certifying that such designation complied with the foregoing conditions. “Receivables Repurchase Obligation” means any obligation of a seller of Receivables in a Qualified Receivables Transaction to repurchase Receivables arising as a result of a breach of a representation, warranty or covenant or otherwise, including as a result of a receivable or portion thereof becoming subject to any asserted defense, dispute, offset or counterclaim of any kind as a result of any action taken by, any failure to take action by or any other event relating to the seller. “Redeemable Stock” of any Person means any Capital Stock of such Person that by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable) or otherwise (including upon the occurrence of an event) matures or is required to be redeemed (pursuant to any sinking fund obligation or otherwise) or is convertible into or exchangeable for Debt or is redeemable at the option of the holder thereof, in whole or in part, at any time prior to the Loan Final Maturity Date. “Related Business” means (i) any business, services or activities engaged in by any member of the Group on the date of execution this Agreement and (ii) any business in which any member of the Group is engaged, directly or indirectly, that consists primarily of, or are related to, operating, acquiring, developing or constructing any telecommunications services (including, without limitation, fixed and mobile telephony, broadband internet, network-related services, cable television, broadcast content, network-neutral services, electronic, transactional, financial and commercial services related to the provision of telephony or internet services) and related businesses. “Relevant Authorization” means each Authorization that is necessary under Applicable Law for: (i) the Borrower to borrow the Loan, perform its obligations under the Financing Documents and conduct its business as it is contemplated to be carried on; (ii) the execution, delivery, validity and enforceability of the Financing Documents; (iii) the enforcement by IDB Invest of its rights and remedies under the Financing Documents or (iv) the remittance to IDB Invest in Dollars of any amounts payable under the Financing Documents. “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto. “Required Participants” means, with respect to each Loan, Participants (if any), other than Affiliated Participants, whose aggregate Participations are equal to or exceed thirty percent (30%) of the total amount of such B Loan held by Participants that are not Affiliated Participants.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -40 “Restricted Fees” has the meaning provided in clause (vi) of the definition of “Consolidated EBITDA.” “Restricted Group” means the Guarantor and the Restricted Subsidiaries. “Restricted MFS Cash” means, as of any date of determination, an amount equal to any cash paid in or deposited by or held on behalf of any customer or dealer of, or any other third party in relation to, one or more members of the Restricted Group, if any, engaged in the provision of mobile financial services and designated as “restricted cash” on the consolidated (if applicable) statement of financial position of such Person, together with any interest thereon. “Restricted Payment” means (a) any dividend or distribution of any form made in respect of the Borrower’s Capital Stock or other equity interests in respect of the Borrower; or (b) any payment in respect of any Restricted Fees or debt or other financial obligation owed to any member of the Group (other than any member of the El Salvador Group) (including any amount given in security thereof). “Restricted Subsidiary” means any Subsidiary of the Guarantor other than an Unrestricted Subsidiary. “S&P” means Standard & Poor’s Rating Services, a Standard & Poor’s Financial Services LLC business, and any successor to its rating agency business. “Sale/Leaseback Transaction” means an arrangement relating to property now owned or hereafter acquired whereby a Person or its Subsidiary transfers such property to another Person and such Person or such Subsidiary leases it from such other Person. “Senior Secured Debt” means, as of any date of determination, any Debt of (a) an Obligor that is secured by a security interest in any assets of such Obligor or any of its Restricted Subsidiaries and/or (b) any Restricted Subsidiary of an Obligor, other than Debt incurred pursuant to clauses (h), (i), (j), (k), (l) and (o) of the definition of “Permitted Debt”. “Shareholder” means any Person that owns Capital Stock of the Borrower. “Significant Subsidiary” means, at the date of determination, any Restricted Subsidiary that (1) for the most recent Financial Year, accounted for more than ten percent (10%) of Consolidated EBITDA of the El Salvador Group (in the case of any of the El Salvador Restricted Subsidiaries) or the Restricted Group (in the case of any other Restricted Subsidiary), as applicable, or (2) as of the end of the most recent Financial Year, was the owner of more than ten percent (10%) of Total Assets of the El Salvador Group, in the case of any of the El Salvador Restricted Subsidiaries) or the Restricted Group (in the case of any other Restricted Subsidiary. “SOFR” means the secured overnight financing rate published by the SOFR Administrator on the SOFR Administrator’s website, currently at https://www.newyorkfed.org, or any successor source identified by the SOFR Administrator from time to time. “SOFR Administrator” means the Federal Reserve Bank of New York, as administrator of SOFR (or a successor administrator from time to time).


CONFIDENTIAL Loan Number 15420-01 Annex 1 -41 “Specified Legal Expenses” means, to the extent not constituting an extraordinary, non-recurring or unusual loss, charge or expense, all attorneys’ and experts’ fees and expenses and all other costs, liabilities (including all damages, penalties, fines and indemnification and settlement payments) and expenses paid or payable in connection with any threatened, pending, completed or future claim, demand, action, suit, proceeding, inquiry or investigation (whether civil, criminal, administrative, governmental or investigative). “Specified Subsidiary Sale” means the sale, transfer or other disposition of all of the Capital Stock, or all of the assets or properties of, (a) any Person, the primary purpose of which is to own Tower Equipment located in any market in which any member of the Restricted Group operates; (b) any Person which operates the mobile financial services business of the Restricted Group; (c) Latin America Internet Holding GmbH (or any successor in interest thereto); or (d) Africa Internet Holding GmbH (or any successor in interest thereto). “Standard Securitization Undertakings” means representations, warranties, covenants and indemnities entered into by a Person or any Subsidiary of such Person which are reasonably customary in a securitization of Receivables transactions, including, without limitation, those relating to the servicing of the assets of a Receivables Entity, it being understood that any Receivables Repurchase Obligation shall be deemed to be a Standard Securitization Undertaking. “Step-Up Option” has the meaning provided in Section 5.1.9(ii) (Financial Covenant). “Subsidiary” of any Person means (i) a corporation more than fifty percent (50%) of the combined voting power of the outstanding Voting Stock of which is owned, directly or indirectly, by such Person or by one or more other Subsidiaries of such Person or by such Person and one or more Subsidiaries thereof or (ii) any other Person (other than a corporation) in which such Person, or one or more other Subsidiaries of such Person or such Person and one or more other Subsidiaries thereof, directly or indirectly, has at least a majority ownership and power to direct the policies, management and affairs thereof. “Taxes” means all present and future taxes, charges, fees, duties, contributions, withholding obligations or other assessments of whatsoever nature levied by any Authority, together with any interest, penalties, additions to tax or other liabilities imposed thereon by any Authority. “Term SOFR” means the forward-looking term rate based on SOFR administered by the Term SOFR Administrator. “Term SOFR Administrator” means CME Group Benchmark Administration Limited (or any successor administrator of a forward-looking term rate based on SOFR selected by IDB Invest from time to time in its sole discretion). “Total Assets” means the consolidated total assets of (x) in the case of the Borrower, the El Salvador Group, and (y) in the case of the Guarantor, the Restricted Group, in each case as shown on the most recent consolidated (if applicable) statement of financial position of such Person prepared on the basis of the Accounting Principles prior to the relevant date of determination calculated to give pro forma effect to any acquisitions (including through mergers or consolidations) and dispositions that have occurred subsequent to such period, including any such acquisitions to be made with the proceeds of Debt giving rise to the need to calculate Total Assets.


CONFIDENTIAL Loan Number 15420-01 Annex 1 -42 “Tower Equipment” means passive infrastructure related to telecommunications services, excluding telecommunications equipment, but including, without limitation, towers (including tower lights and lightning rods), power breakers, deep cycle batteries, generators, voltage regulators, main AC power, rooftop masts, cable ladders, grounding, walls and fences, access roads, shelters, air conditioners and BTS batteries owned by any member of the Restricted Group. “U.S. Government Securities Business Day” means any day except for (i) a Saturday, (ii) a Sunday or (iii) a day on which the U.S. Securities Industry and Financial Markets Association (SIFMA) recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities. “Unauthorized Share Transaction” means any transaction affecting or changing the Capital Stock held or to be acquired by any Person in the Borrower (whether directly or indirectly, through the ownership by such Person of Capital Stock in any other Person) if (i) (a) such transaction or such Person violates, or would result in the Borrower violating, the Applicable Laws of the Borrower’s Country, or (b) such Person is included in the Internationally Recognized Sanctions Lists or in the IDB Group List of Sanctioned Firms and Individuals and, (ii) such Person holds or would as a result of such transaction hold in aggregate in excess of five percent (5%) of the total Capital Stock of the Borrower. “Unrestricted Subsidiary” means any Subsidiary of the Guarantor designated as such in accordance with the terms of Section 5.2.15 (Unrestricted Subsidiaries) of this Agreement. As of the Effective Date, the following Subsidiaries shall be deemed to be Unrestricted Subsidiaries for all purposes of this Agreement: UNE EPM Telecomunicaciones S.A. (“UNE”), including UNE’s Subsidiaries, Colombia Movil S.A. E.S.P., Edatel S.A. E.S.P., Orbitel Servicios Internacionales S.A.S. and Cinco Telecom Corp. and its Subsidiary, Inversiones Telco S.A.S. (“Telco”), including Telco’s Subsidiary, Emtelco S.A.S. The designation of such entities as Unrestricted Subsidiaries shall be deemed to have been made in compliance with the terms of this Agreement (including Section 5.2.15 (Unrestricted Subsidiaries)) as of the Effective Date. “Value Creation Fees” means any fees, royalties, management, consultancy or stewardship fees, services and any other fees paid by any member of the Group to any other member of the Group. “Variable Rate” has the meaning provided has the meaning provided in Section 2.13.2 (IDB Invest A Loan Variable Rate). “Voting Stock” of any Person means Capital Stock of such Person which ordinarily has voting power for the election of directors (or persons performing similar functions) of such Person, whether at all times or only so long as no senior class of securities has such voting power by reason of any contingency. “Weighted Average Life-to-Maturity” means, when applied to any Debt or Preferred Stock at any date, the number of years obtained by dividing (a) the then outstanding principal amount of such Debt or liquidation preference of such Preferred Stock, as the case may be, into (b) the total of the product obtained by multiplying (x) the amount of each then remaining installment, sinking fund, serial maturity or other required payments of principal or upon mandatory redemption,


CONFIDENTIAL Loan Number 15420-01 Annex 1 -43 including payment at final maturity, in respect thereof, by (y) the number of years (calculated to the nearest one-twelfth) that will elapse between such date and the making of such payment.


CONFIDENTIAL L Annex 2-1 ANNEX 2 ENVIRONMENTAL AND SOCIAL PROVISIONS (See Section 5.1.7 (E&S Compliance)) Section 1. E&S Definitions. Capitalized terms used but not defined in this Annex 2 (Environmental and Social Provisions) shall have the meanings provided in Annex 1 (Definitions) to the Loan Agreement. The following terms are used in this Annex 2 and throughout the Loan Agreement and all exhibits, schedules, plans, reports, and certifications presented and approved thereunder with the following meanings: “Corrective Action Plan (CAP)” means a corrective or mitigation plan, including a cost breakdown, allocation of responsibilities, and an implementation schedule, which, once initiated, will enable the Borrower to correct and remediate the damage and adverse effects resulting from any failure to comply with the Environmental and Social Action Plan, the Sustainability Policy, the Environmental and Social Standards and Guidelines, or the Environmental and Social Legislation, or to correct or mitigate the adverse effects of any Serious Incident. “Environmental and Social Action Plan (ESAP)” means the plan prepared by IDB Invest and agreed with the Borrower in accordance with Exhibit A (Environmental and Social Action Plan) attached to this Annex 2, which shall indicate the necessary actions, the deliverables, and implementation schedule, for the purpose of ensuring that the installation and operation of all the Borrower’s facilities and equipment meet and maintain compliance with the Environmental and Social Requirements. “Environmental and Social Legislation” means all Applicable Laws, decrees, resolutions, orders, plans, court decrees, and applicable judicial or administrative decisions or interpretations issued at the international, national, state, departmental, cantonal, district, provincial, municipal, or sector level that govern or make reference to Environmental and Social Issues. “Environmental and Social Compliance Report (ESCR)” means a report prepared by the Borrower, in the form of Exhibit B (Environmental and Social Compliance Report) attached to this Annex 2, in form and substance satisfactory to IDB Invest. “Environmental and Social Issues” means any matter related, but not limited to: (i) emissions, spills or discharges to the air, water, ground, or subsoil; (ii) management of waste and hazardous or toxic substances; (iii) noise, traffic and odors, as well as other activities or circumstances that are harmful, unpleasant or detrimental to third parties; (iv) occupational health and safety; (v) preservation or management of habitats and ecosystems, whether natural or artificial, including their architectural, archaeological and cultural heritage, as well as the protection of living organisms present therein; (vi) acquisition of rights of way, relocation of individuals or populations, and expropriation and compensation; (vii) indigenous and Afro-descendant communities, and other vulnerable groups identified in the area of influence of the Borrower; (viii) workers’ rights, collective rights and human rights; or (ix) any substantial issue related to human health, the environment, social issues, or occupational health and safety.


CONFIDENTIAL L Annex 2-2 “Environmental and Social Management System (ESMS)” means the environmental and social management system acceptable to IDB Invest delivered and updated periodically by the Borrower pursuant to the Environmental and Social Action Plan to enable the Borrower to identify, assess and manage risks on an ongoing basis. “Environmental and Social Requirements” means with respect to the Borrower, all requirements, conditions, standards, protections, obligations or performance with respect to (i) the Environmental and Social Legislation, (ii) the Environmental and Social Standards and Guidelines, and (iii) the Sustainability Policy. “Environmental and Social Standards and Guidelines” means sector-specific guidelines and performance standards that contain the best environmental and social practices to be implemented by the Borrower in the design, construction, installation, operation, and maintenance of all its facilities, plants, and equipment, pursuant to the Sustainability Policy and other guiding regulations and documents listed in the Environmental and Social Action Plan. “Serious Incident” means an event of accident, death, spillage of hazardous substances, explosions, fire, environmental or social claims or suits, significant complaints from the public or environmental authorities, or significant personal injury, among others. “Sustainability Policy” means the IDB Invest Environmental and Social Sustainability Policy (document CII/GP-16-15), available at: https://idbinvest.org/sites/default/files/2020-05/idb_invest_sustainability_policy_2020_EN.pdf. Section 2. E&S Representations and Warranties. 2.1.1 Environmental and Social Considerations. The Borrower represents and warrants that each is in substantial compliance with the applicable Environmental and Social Requirements except for any action specifically noted in the Environmental and Social Action Plan as still pending with respect to achieving said substantial compliance. Section 3. E&S Conditions Precedent to Disbursement. 3.1.1 IDB Invest has received in form and substance acceptable to IDB Invest any delivery, if any, set forth in the Environmental and Social Action Plan in Exhibit B required on or prior to the Disbursement Date, together with any documents or certifications as required thereunder. Section 4. E&S Affirmative Covenants. Unless previously authorized in writing by the IDB Invest: 4.1.1 General Undertakings. The Borrower and the Guarantor, as applicable, shall: (i) conduct its business in accordance with the Environmental and Social Requirements; and


CONFIDENTIAL L Annex 2-3 (ii) comply with, and execute, the Environmental and Social Action Plan; and (iii) obtain, maintain in force, and comply with, all Relevant Authorizations, including, but not limited to, those required by any Environmental and Social Legislation, if any; and (iv) design, install, operate, and maintain all the Borrower’s facilities, plants, and equipment in accordance with the requirements set forth in the Environmental and Social Action Plan and the Environmental and Social Requirements. 4.1.2 Compliance and Inspection Visits. In addition to the provisions set forth in Section 5.1.5 (Access to Premises) of the Loan Agreement, upon IDB Invest’s reasonable request, the Borrower shall permit representatives and staff of IDB Invest (including any consultants), or the person it designates, upon reasonable prior notice to Borrower, to request information about the Borrower’s state of its compliance with the requirements pertaining to the Environmental and Social Issues and the implementation of the Environmental and Social Action Plan, at appropriate times and with appropriate frequency, but in any event at least once a year. 4.1.3 Non-Compliance or Serious Incident. Upon (i) any non-compliance with the Environmental and Social Action Plan, the Environmental and Social Requirements, or (ii) the occurrence of a Serious Incident, then the Borrower shall: (a) notify IDB Invest within ten (10) Business Days from occurrence in the event of any such noncompliance, or within seventy-two (72) hours in the event of a Serious Incident, providing a reasonably detailed written description of such noncompliance or Serious Incident, including, but not limited to an account of (1) fatalities or serious injuries to personnel, and/or (2) releases of hazardous substances, and/or (3) unplanned releases, and/or (4) explosions or fires; and (b) at the reasonable request of IDB Invest, engage, diligently and at its own expense, the services of a qualified professional satisfactory to the IDB Invest, to investigate such material non-compliance or Serious Incident and prepare a written report for IDB Invest describing the event, in the understanding that such report shall include a reasonable description of the event, detailing its extent, magnitude and impact (provided that, in the case of a Serious Incident that does not result in a Default or Event of Default, such expense shall be subject to a reasonable cap to be agreed between the Borrower and such qualified professional); and


CONFIDENTIAL L Annex 2-4 (c) take, diligently and at its own expense, all the steps necessary to implement the pertinent Corrective Action Plan in a form and substance satisfactory to IDB Invest. 4.1.4 Annual Reporting. Within no more than one hundred twenty (120) days from the close of each Financial Year, provide the IDB Invest an Environmental and Social Compliance Report. Section 5. E&S Negative Covenants. 5.1.1 Changes. The Borrower shall not make any change or modification to the Environmental and Social Action Plan, previously unless previously approved in writing by IDB Invest. Section 6. Events of Default. It shall be an Event of Default if the Borrower fails to implement or comply with the Environmental and Social Action Plan and fails to remedy said noncompliance within thirty (30) days from the IDB Invest’s corresponding written notice to the Borrower; provided that, if the Borrower is pursuing a cure but is unable to remedy such non-compliance within such thirty (30) day period, such period shall be extended by an additional fifteen (15) days or such longer period as is agreed to by IDB Invest in writing.


CONFIDENTIAL L Annex 2-5 EXHIBIT A ENVIRONMENTAL AND SOCIAL ACTION PLAN No Aspect Actions Deliverable Delivery Date PS 1: Assessment and Management of Environmental and Social Risks and Impacts 1.1 Environmental Licensing Obtain permits for: i) construction and installation issued by the mayor’s office; ii) construction, issued by the corresponding planning office; iii) the Ministry of Environment and Natural Resources, including the Ministry of Tree Cutting if needed; iv) of the Civil Aviation Authority. Copy of permits. Annually in the Environmental and Social Compliance Report (ESCR). Present evidence of having carried out a citizen consultation with the approval of the Community Development Association (ADESCOS) of each community. Minutes of the consultation. Annually at the ESCR. 1.2 Environmental and Social Management System Deliver a copy of the Environmental and Social Management System (ESMS) adopted by the Borrower. ESMS. Six months after the first disbursement. 1.3 Emergency Preparedness and Answer Update the Emergency Plan to include a Specific Emergency Prevention, Preparedness, and Response Plan (“PPPRE”) that includes: i) a threat and vulnerability analysis and a risk assessment matrix; ii) the formation of brigades, coordination with external organizations, contingency plans, standard operating procedures in Emergencies (“PONEs”); and iii) a work plan to implement the National Drill Planning and a Drill Report. Update of the Emergency Prevention, Preparedness and Response Plan (“PPPRE”). Six months after the first disbursement. Implementation of the PPPRE. Evidence of its implementation. Annually at the ESCR.


CONFIDENTIAL L Annex 2-6 No Aspect Actions Deliverable Delivery Date 1.4 Organizational Capacity and Competence Designate a specific person to follow up on ESAP actions. Designate a specific person to follow up on ESAP actions 30 days after signing the contract. 1.5 Gender Risks Include within its gender initiatives the implementation of a protocol for the prevention of workplace harassment, sexual harassment and gender violence, and address cases of gender-based violence. Gender protocol Six months after the first disbursement. Implementation of the Gender protocol Gender protocol Annually as part of the ESCR. 1.6 Stakeholder analysis and engagement planning Establish a specific complaints and grievance mechanism (CGM) that: (i) is culturally appropriate; (ii) is easily accessible to all segments of communities; (iii) is available to each of the communities; (vi) capture anonymous complaints; and (v) has a procedure for monitoring, response and continuous improvement. Complaints and Grievance Mechanism Protocol Six months after the first disbursement. Implementation of the CGM. Evidence of its implementation. Annually as part of the ESCR. PS 2: Labor and Working Conditions 2.1 Supply chains Update the purchasing policy to: i) regulate the acquisition of goods (consumer products, materials and equipment) and the contracting of services; ii) require suppliers to comply with the applicable environmental and OSH labor requirements (Specifically, the prohibition of child and forced labor, and the non-incorporation into their business activity of any product or service that uses them), and iii) update the selection and evaluation and re-evaluation procedures, based on environmental criteria, labor and Updated policy Six months after the first disbursement.


CONFIDENTIAL L Annex 2-7 No Aspect Actions Deliverable Delivery Date OSH established in the corresponding legislation. Implementation of the updated policy. Evidence of its implementation. Annually as part of the ESCR PS 4: Community Health, Safety and Security 4.1 Community Health and Safety Update the Emergency Prevention, Preparedness and Response Plan (“PPPRE”) including a specific section for the protection of communities where, through personnel specialized in emergency command (fire, rescue and evacuation brigades), it will establish coordination protocols with external authorities, to attend to any emergency that exceeds the Company’s response limits. Updated Emergency Prevention, Preparedness, and Response Plan (“PPPRE”). Six months after the first disbursement. Inform communities about PPPREs, potential hazards in their work, response devices, alarm and communication systems, evacuation routes, and the internal and external drill program. Evidence of having informed the population Annually at the ESCR. Implementation of the PPPRE. Implementation of the PPPRE. Annually at the ESCR. PS 6: Biodiversity Conservation and Sustainable Management of Living Natural Resources (BIOC) 6.1 Protecting biodiversity and Conservation Develop a Protocol for intervention in sites categorized as Protected Areas and Key Biodiversity Areas identified by IDB Invest in that certain ESG Screening Report attached hereto as Exhibit C to Annex 2 (the “ESG Screening Report”). Protocol for intervention in such Protected Areas and Key Areas for Biodiversity. Before the intervention in such Protected Areas and Key Areas for Biodiversity. Protocol Implementation Evidence of its implementation Annually at the ESCR PS 8: Cultural Heritage


CONFIDENTIAL L Annex 2-8 No Aspect Actions Deliverable Delivery Date 8.1 Fortuitous Findings Develop a Protocol of Fortuitous Findings. Fortuitous Finds Protocol. Before the intervention in Cultural Heritage sites Areas identified in the ESG Screening Report. Implementation of the Protocol. Evidence of its implementation. Annually at the ESCR


CONFIDENTIAL L Annex 2-9 EXHIBIT B ENVIRONMENTAL AND SOCIAL COMPLIANCE REPORT Note: • If part of the information is reported in the sustainability report1, please give instructions to find it. No need to repeat it. • Some of the questions are relevant to all or some of the assets of the Borrower; please provide the information for each of them, if applicable. Executive Summary This Environmental and Social Compliance Report (the ESCR) has been designed as a quick and easy way for our clients to provide information to IDB Invest so that we can understand the scale and importance of their potential environmental and social issues. During the funding period, IDB Invest will review this information and, if necessary, visit your company/production sites to discuss and assess the environmental and social impacts with you and other interested parties. In the unlikely event that major issues are identified, it may be necessary to follow up with a more detailed investigation of these specific E&S issues by other experts. All information, of course, will be treated confidentially. IDB Invest review will be based on the widely used and internationally recognized requirements set out in: (1) IDB Invest’s E&S policies, guidelines and procedures and (2) the World Bank Group / IFC standards and guidelines, as well as (3) the fundamental labor standards of the International Labor Organization (ILO). Completing the ESCR When completing the ESCR, keep in mind that it is designed to help you analyze the environmental and social situation of your company. Be as complete and specific as possible in your answers and, where appropriate, attach additional information. Please note that IDB Invest may be in a position to assist you in circumstances where you require a more detailed assessment and management of environmental and social issues. Please provide all information in English and include additional documentation as needed. If you have any questions or comments, do not hesitate to contact IDB Invest. 1. INTRODUCTION2 1.1. Project Status [NOTE: Provide a general background and description of the project status, which may include (i) With respect to the Construction, any details, percentage of completion, delays, new development, or (ii) with respect to Operations, the production, reports of compliance with local Environmental Authorities, etc.]. 1.2. Significant Events 1 Means the relevant report published by the Borrower on the environmental, social and governance (ESG) impacts of its activities. 2 When completing the ESCR, the Borrower shall indicate as “non-applicable” those actions which do not apply to it.


CONFIDENTIAL L Annex 2-10 [NOTE: Please provide details on any significant Environmental and Social (E&S) event (i.e., fire, explosion or unplanned releases, fatalities or serious injuries including transportation, negative media attention, disruption on control of emissions or effluent treatment, others) that may have caused damage; brought about injuries or fatalities or other health problems; attracted the attention of outside parties; affected project labor or adjacent populations; affected cultural property; or created liabilities for your company.] 2. PS1: ENVIRONMENTAL AND SOCIAL MANAGEMENT SYSTEM 2.1. Current status of the Borrower’s ESMS. Please define the key changes and achievements during the reporting period, as applicable. 2.2. Indicate any relevant internal/external reviews or audits conducted by local authorities/insurance companies/consultants and include the list of recommendations/conclusions found. 2.3. Changes in the organizational structure to manage environment, health, safety, labor issues and social aspects. 2.4. New initiatives (e.g., recycling program, waste minimization, energy and water savings, sustainability report) that have been implemented in the reporting period. 2.5. Any notice of violation, penalties or fines of any regulation/permit/license provided by the local authorities, as applicable. 2.6. Details/update of the stakeholder engagement plan. 2.7. Details of any community engagement conducted during the reporting period. 2.8. Details/update related to any relationship with groups of interest. 2.9. Confirm that there is no evidence of any induced Immigration in the areas of influence of the project. If there is, provide details. 2.10. Details of community grievances including list of grievances, how grievances were solved, list of any pending grievances, and causes of grievances. 3. PS2: LABOR AND WORKING CONDITIONS 3.1. Describe any changes in the company’s Human Resources Policy that may have occurred in the reporting period. This may include changes in working conditions, non-discrimination, worker’s age, worker’s organizations terms, and grievance mechanisms, among others. 3.2. Provide any company communications to workers regarding working conditions and terms of employment, including employees’ entitlement to wages and benefits. 3.3. Provide new or modified collective bargaining agreements, including the negotiation process. Provide copy of agreement. 3.4. Have any labor audit being conducted in the monitoring period? If yes, please describe the outcomes. 3.5. Provide statistics for Company and Contractors: Number of employees Number of women among the employees Number of contractor employees % of employees unionized No. and % of employees from the local area No. and % of contractor employees from the local area Total man-hours worked this reporting period


CONFIDENTIAL L Annex 2-11 3.6. Details of employees’ grievances including list of grievances, how grievances were solved, list of any pending grievances, and an evaluation of the causes of grievances. 3.7. If the Project experience a significant reduction of the size of its labor force during the reporting period, please report on the following: • Magnitude of the retrenchment • Retrenchment methods and procedures • Compliance with local labor legislation • Compensation provided to retrenched workers • Assistance provided to retrenched workers including, for example, outplacement services • Any grievances or lawsuits that may have been filed, with details on how they have been addressed and their outcome. 3.8. Details of the hiring process during the reporting period and discuss how it has followed the hiring process plan developed for the project. 3.9. Main changes that may have been implemented in terms of Occupational Health and Safety during the reporting period (e.g. identification of hazards, substitution of chemicals, new procedures or controls). 3.10. Workplace Monitoring • List the locations (attach a diagram indicating those sampling points) at which workplace monitoring is undertaken. • Describe all workplace monitoring activities, including monitoring results, differences from previous monitoring results at the sampling points, any supporting information that may help in the interpretation of the results (e.g., temporary background noise or a new temporary activity) • Provide applicable international and local guideline levels in any of the workplace parameters measured are exceeded, please explain the cause and describe the planned corrective actions to prevent re-occurrence. Parameter IFC (TLV- TWA)3 Country Requirement Measured Value Location (s) Max Min Particulate (Inert or Nuisance Dust) Workplace Noise Heat exposure – Others Add as many additional rows as needed 3 TLV-TWA (Threshold Limit Value-Time Weighted Average): The time-weighted average concentration for a conventional 8-hour workday and a 40-hour workweek, to which nearly all workers may be exposed, day after day, without adverse effect.


CONFIDENTIAL L Annex 2-12 3.11 Details of implementation of measures to mitigate the project risks initially identified and list any new risks and proposed mitigation. 3.11. Implementation of the Emergency Response Plan (e.g., monitoring of emergency response equipment or relevant training). 3.12. Specialized training was taken during this reporting period to handle risks on work areas. 3.13. Accidents/incidents statistics. Incidents during the reporting period for the company and contractors. No. of accidents4 this reporting period (own) No. of accidents this reporting period (contractors) List the most prevalent accident types Total number of lost workdays5 this reporting period (own) Total number of lost workdays reporting period (contractors) Lost Time Injury Frequency Rate6 – Employees + Contractors Lost Time Injury Severity Rate7 – Employees + Contractors No. of fatalities this reporting period (own) No. of fatalities this reporting period (contractors) No. of vehicle collisions this reporting period (own) No. of vehicle collisions this reporting period (contractors) 3.14. Provide statistics on the occupational health medical control program at the company, below: Condition Number of Cases Remarks8 Skin diseases and disorders Respiratory conditions due to dust or toxic agents Poisoning Disorders due to physical agents Disorders associated with repeated trauma Cancers and malignant blood diseases Disorders due to mental stress Noise induced hearing loss Other illnesses and disorders 4 Provide details (i.e., types, causes, corrective/preventive actions implemented) 5 Lost workdays are the number of workdays (consecutive or not) beyond the date of injury or onset of illness that the employee was away from work or limited to restricted work activity because an occupational injury or illness 6 LTIFR: Number of lost time injuries * 1 million hours / Total man hours worked 7 LTISR: Total loss workdays * 1 million hours / Total man hours worked 8 Indicate causes and actions taken


CONFIDENTIAL L Annex 2-13 3.15. Provide any information on the implementation of drug and alcohol detection at the company, if applicable. 3.16. Summary of the status of key performance indicators. A suggested approach to be complemented for all variables follows: • Planned Control/Performed Control • Noise Tests Scheduled/Noise Tests Performed • Number of Health Campaigns Scheduled • Number of Emergency Drills Scheduled • Number of training Programs Scheduled/Number of training Programs performed, etc. 3.17. Provide details of any additional safety measures conducted during the reporting period. 3.18. Operational Safety. 3.19. Provide data on operational safety statistics below: Activities Mandatory Frequency Date(s) Performed Observed Deficiencies9 Corrective Actions and Schedule For Implementation10 Fire Drills Inspection and certification of fire detection and suppression electrical and mechanical systems Portable fire extinguisher inspection, refilling/recharging Storage tanks safety controls inspections (alarms, foam chambers, etc.) Internal emergency response drills11 4. PS3: POLLUTION PREVENTION AND ABATEMENT 4.1. Provide details on Ambient Air Quality. Report on monitoring results below: Parameter Measured Concentration in mg/Nm3 Location(s) where measurements were taken Country Requirement WBG EHS Guideline Particulate Matter 9 Attach supporting information as needed to fully describe observed deficiencies. 10 Attach supporting information as needed to fully describe corrective actions and implementation. 11 Provide details including scenario, participants, etc.


CONFIDENTIAL L Annex 2-14 Parameter Measured Concentration in mg/Nm3 Location(s) where measurements were taken Country Requirement WBG EHS Guideline Total Organic Carbon VOC Chloride Ammonia, Gaseous Inorganic chlorine Compounds (as HCl) NOx SO2 4.2. Provide details on Liquid Effluent Monitoring. Provide monitoring results below. Amount of Water Intake (if applicable): ______________ Amount of Water discharged (if applicable): ______ Liquid Effluent Generated12 Treatment Type Final Disposal for Liquid Effluents13 (e.g. river, municipal system, bay) Type of Liquified Effluent. For Pesticide manufacturing, formulation and Packaging consider the parameters to report the effluent levels of the Environmental, Health and Safety Guidelines https://www.ifc.org/wps/wcm/connect/af3d03804885588b808cd26a6515bb18/Final%2B- %2BPesticides.pdf?MOD=AJPERES&id=1323153151755 Parameter Measured Concentration (mg/l) WBG EHS Guideline Country Requirement pH Biochemical oxygen demand (BOD5) Chemical oxygen demand (COD) Total suspended solids (TSS) Oil and grease Chlorine Iron Total metals 12 Domestic, process, storm waters, etc. 13 If discharged into a municipal system please confirm the level of treatment provided at this system


CONFIDENTIAL L Annex 2-15 Parameter Measured Concentration (mg/l) WBG EHS Guideline Country Requirement Mercury Ammonia Phenols Sulphides Others as applicable Coliforms Ambient temperature of receiving waters at edge of zone where mixing with effluent takes place (if not defined, 100 meters from discharge point). 4.3. Water Quality. Provide monitoring results of the following (as applicable): • Drinking Water. Provide copy of the characterization of the potable water used in the project premises • Surface Water Quality Characterization and compare those with the baseline data Parameter Measured Concentration (mg/l) WBG EHS Guideline Country Requirement pH Biochemical oxygen demand (BOD5) Chemical oxygen demand (COD) Total suspended solids (TSS) Oil and grease Chlorine Iron Total metals Mercury Ammonia Phenols Sulphides Others as applicable Coliforms Ambient temperature of receiving waters at edge of zone where mixing with effluent takes place (if not defined, 100 meters from discharge point). 4.4. Provide information on Noise Perimeter Monitoring. Monitor ambient noise at representative receptors immediately outside the property boundary. Ambient noise monitoring must take place while the facility is operating.


CONFIDENTIAL L Annex 2-16 Ambient Noise Parameters WBG EHS Guideline Country Requirements Industrial, commercial receptors Daytime (07:00-22:00 hours) Industrial, commercial receptors, Nighttime (22:00-07:00 hours) Location Ind./Commercial Daytime dB(A) Ind./Commercial Nighttime dB(A) 4.5. Hazardous Materials. List the amount and types of hazardous materials used and its storage methods: Type14 Annual Amount Stored/Used Storage Method Present Yr Previous Yr 4.6. Provide information on wastes generated during the monitoring period. Provide amounts generated, types and storage methods used throughout the reporting period for the company and any contractors: • Hazardous Waste Type15 Annual Amount Stored/Used Storage Method Present Yr Previous Yr • Solid Wastes 14 Raw materials, intermediates, products 15 Liquid, solid, tc


CONFIDENTIAL L Annex 2-17 Type Annual Amount Generated Storage Method and/or Treatment16 Disposal Method17 Present Yr Previous Yr Amount of Energy Consumed_________________ Amount of Energy Generated _________________ Type and amount of fuel(s) used _______________ 4.7. If applicable for the project, provide copy of the other monitoring results such as soils, stack emissions, discharge temperature, others. 4.8. If materials banks are used during the construction phase, provide the following: • Amounts of borrowed material obtained for this reporting period, • Confirmation that the areas used have the needed environmental permits, • Is there any reforestation required? If yes, provide details 5. PS4: COMMUNITY HEALTH AND SAFETY 5.1. Provide changes in the company’s Human Resources Policy that may have occurred in the reporting period. This may include changes in working conditions, non- discrimination, worker’s age, worker’s organizations terms, and grievance mechanisms, among others. 5.2. Provide information on the implementation of the vehicle traffic plan (e.g., number of vehicles/day; distances traveled, trainings conducted, related traffic accidents/incidents), if applicable. 5.3. Provide any update about Security Forces & Human Rights Management aspect (e.g., training, new security/vigilance company, any incidents/events). 5.4. Provide information on emergency response drills conducted with participation of the communities and other stakeholders such as (hospital, civil defense, police, etc.). Include the drills scenarios practiced, the recommendations/conclusions of those and the mitigation actions put into place. 6. PS5: INVOLUNTARY RESETTLEMENT 6.1. Provide information on land acquisition or resettlement efforts: activities, management and mitigation measures, outcomes, if applicable. 7. PS6: BIODIVERSITY AND ECOLOGICAL AREAS 7.1. Provide copy of the monitoring results of any biological monitoring being conducted. Compare with baseline data. 7.2. Provide details of any biodiversity-related plan that is being implemented. 16 How collected waste is stored on site (e.g., drums, bins, etc.) and treatment rendered (i.e., solidification, destruction, etc.) 17 Name and location of disposal facility used, if sold, name and type of business purchaser, disposal method (landfill, reuse, incineration, etc.)


CONFIDENTIAL L Annex 2-18 7.3. Indicate about the possibility of species be present during the construction phase for the reporting period 7.4. Provide details/update about the process for conducting the biodiversity offset (discussion with environmental authorities, site selection, permits, work with scientific organizations, forestation, success rate, etc.), as applicable. 8. ESAP COMPLIANCE Please attach the ESAP and indicate the status for each action (i.e., Past due, on-going, Closed, On-time).


CONFIDENTIAL L Annex 2-19 EXHIBIT C REPORTE SCREENING ESG Proyecto: 15420-01 Tigo El Salvador Network Connectivity Financing 1. Biodiversidad Se identifican 35 áreas protegidas y 12 Áreas Claves para la Biodiversidad, todas ellas IBA, en un buffer de 1 km de los polígonos analizados. No se identifican áreas AZE en o cercanas al proyecto. Tabla 1 Áreas claves para la biodiversidad N° Área clave para la biodiversidad (KBA) Buffer IBA AZE 1 Deininger 1 km Sí No 2 Río Sapo/Perquín 1 km Sí No 3 Lake Olomega 1 km Sí No 4 The Volcans and San Marcelino 1 km Sí No 5 Alotepeque Range 1 km Sí No 6 San Diego and La Barra 1 km Sí No 7 Los Cóbanos 1 km Sí No 8 La Unión Bay 1 km Sí No 9 San Salvador Volcano 1 km Sí No 10 Cerrón Grande 1 km Sí No 11 Barra de Santiago 1 km Sí No 12 Jiquilisco and Jaltepeque 1 km Sí No


CONFIDENTIAL L Annex 2-20 Figura 1 Áreas protegidas y áreas claves para la biodiversidad 2. Territorios indígenas y patrimonio cultural Se identifican al menos 5 territorios indígenas que se sobreponen en un buffer de hasta 1 km de los polígonos analizados, correspondiendo a las etnias Lenca, Maya Chorti y Nahua. Figura 2 Territorios indígenas


CONFIDENTIAL L Annex 2-21 En relación con Sitios de Patrimonio Cultural Tangible, en un buffer de 1 km de los polígonos analizados, se identifica el Parque Arqueológico Joya de Cerén que ha sido declarado Patrimonio Mundial de la UNESCO, ubicado en el distrito de San Juan Opico, municipio de La Libertad. Figura 3 Patrimonio mundial de la UNESCO Adicionalmente, en un buffer de 1 km de los polígonos analizados, se identifica el sitio arqueológico Igualtepeque, cercano a la localidad de Belén Güijat, Departamento de Santa Ana, al noroeste del país. Figura 4 Patrimonio cultural tangible


CONFIDENTIAL L Annex 3-1 ANNEX 3 DEVELOPMENT INDICATORS (See Section 5.3.4 (Development Indicators)) The Borrower shall: Section 1 – Annual Report: as soon as possible, but in any event within ninety (90) days after the end of each Financial Year, complete and deliver the table below (Table 1) with the development indicators in the form of an Excel (i.e. “.xlsx”) file. Indicators shall be measured annually for the corresponding year, unless otherwise noted. The table may include both quantitative and qualitative information. Table 1: Development Indicators Indicator Name Indicator Unit Indicator Definition Frequency of Measurement Source of Information Fixed broadband Number of Homes passed - HFC (#) Number of homes within Tigo’s HFC network area of service at the end of the reporting period Annually Client - DIR Number of Homes passed - FTTx (#) Number of homes within Tigo’s FTTx network area of service at the end of the reporting period Annually Client - DIR Number of Homes connected (#) Number of home subscriptions with fixed broadband at the end of the reporting period Annually Client - DIR Average download speed – fixed broadband (#) Average download speed, in Mbps, for the traffic routed through Tigo’s fixed network over the reporting period. Annually Client - DIR Number of commercial customers (#) Number of B2B subscriptions at the end of the reporting period Annually Client - DIR Mobile service Number of 4G subscriptions (#) Number of mobile subscriptions with 4G service at the end of the reporting period Annually Client - DIR Average monthly traffic (#) Average monthly traffic (in TB) routed through Tigo’s network Annually Client - DIR Handset financing Handsets’ sales - on credit # Number of handsets sold on credit Annually Client - DIR Handsets’ sales on credit USD Value of sales received from the handsets sold on credit Annually Client - DIR Handsets’ sales - total # Total number of handsets sold (on credit + cash) Annually Client - DIR Employment


CONFIDENTIAL L Annex 3-2 Indicator Name Indicator Unit Indicator Definition Frequency of Measurement Source of Information Fixed broadband Direct employment (# FTE) Number of full-time equivalent (FTE) workers employed with the company or project’s hard assets during the reporting period. Part-time jobs are converted to full-time equivalent jobs on a pro rata basis, based on local definition (e.g., if working week equals 40 hours, a 24 hr/week job would be equal to 0.6 FTE job; a full-time position for three months would be equal to a 0.25 FTE job if the reporting period is one year). If the information is not available, the rule-of-thumb is two part-time jobs equal a full-time job. Disaggregated by cluster. Annually Client - DIR Direct employment - Females (# FTE) Number of full-time equivalent (FTE) female workers employed with the company or project’s hard assets during the reporting period. Part-time jobs are converted to full-time equivalent jobs on a pro rata basis, based on local definition (e.g., if working week equals 40 hours, a 24 hr/week job would be equal to 0.6 FTE job; a full-time position for three months would be equal to a 0.25 FTE job if the reporting period is one year). If the information is not available, the rule-of-thumb is two part-time jobs equal a full-time job. Disaggregated by cluster. Annually Client - DIR Section 2 – Prepayment/Repayment Report: upon the full prepayment or repayment of the Loan, no later than the date of the relevant prepayment or repayment, update Table 1. If the prepayment or repayment is made prior to June 30, the updated data shall be measured as of the prior year ended December 31. If the prepayment or repayment is made after June 30, the updated data shall include measurements for the prior year ended December 31 and the period between January 1 and the date such prepayment or repayment occurs. Section 3 – Additional Information Report: as soon as possible, but in any event within thirty (30) days following IDB Invest’s request, provide a report with clarifying and/or supplementary information addressing issues related to missing data, data quality problems, changes in how indicators are measured and/or significant deviations of indicators in Table 1. In the event these issues cannot be resolved through the report, a short meeting shall be scheduled to address them.


CONFIDENTIAL L Annex 4-1 ANNEX 4 FINANCIAL COVENANT (See Section 5.1.9 (Financial Covenant)) The Borrower shall comply at all times with the following ratio: (i) A Total Net Leverage Ratio of not more than 3:00:1:00. For the purposes herein: “Total Net Leverage Ratio” means, as of any date of determination, the ratio of (i) Consolidated Net Debt outstanding as of such date to (ii) Consolidated EBITDA as of the last day of the most recently ended Test Period, in each case determined on a pro forma basis as if any Debt incurred on such date of determination had been incurred, or any Debt repaid, redeemed or repurchased on such date of determination had been repaid, redeemed or repurchased (as applicable), at the beginning of such Test Period; provided, however, that for purposes of the Debt Incurrence Test, the pro forma calculation of the Total Net Leverage Ratio shall not give effect to (x) any Permitted Debt incurred on such determination date (other than Acquired Debt), or (y) the discharge on such determination date of any Permitted Debt to the extent that such discharge results from the proceeds incurred pursuant to any Permitted Debt (other than the discharge of Debt using proceeds of Acquired Debt). For the avoidance of doubt, in determining the Total Net Leverage Ratio, no cash or Cash Equivalents shall be included that are the proceeds of Debt in respect of which the pro forma calculation is to be made, unless such proceeds are committed to be used for debt repayment or refinancing. “Consolidated Net Debt” means, with respect to the El Salvador Group or the Restricted Group, as the case may be, on any date of determination, the sum without duplication of (a) the total amount of Debt of the El Salvador Group or the Restricted Group (as applicable), in each case on a consolidated basis in accordance with the Accounting Principles, minus (b) the sum without duplication of (i) all Debt outstanding under Minority Shareholder Loans, plus (ii) all Debt outstanding in reliance on (or, in the case of the El Salvador Group (as applicable), of the type described in) clause (c) of the definition of “Permitted Debt,” plus (iii) all Debt outstanding in reliance on (or, in the case of the El Salvador Group (as applicable), of the type described in) clause (p) of the definition of “Permitted Debt,” plus (iv) any Debt which is a contingent obligation of any member of the El Salvador Group or the Restricted Group, as the case may be, on such date, plus (v) the amount of cash and Cash Equivalents (other than cash or Cash Equivalents received from the incurrence of Debt by any member of the El Salvador Group or the Restricted Group, as the case may be, to the extent such cash or Cash Equivalents has not been subsequently applied or used for any purpose not prohibited by this Agreement) of the El Salvador Group or the Restricted Group, as the case may be, but excluding, for the avoidance of doubt, all Restricted Cash. “Restricted Cash” means the sum of (i) Restricted MFS Cash and, without duplication, (ii) amount of cash that would be stated as “restricted cash” on the consolidated (if applicable)


CONFIDENTIAL L Annex 4-2 statement of financial position of any Person, as of such date in accordance with the Accounting Principles. “Test Period” means, as of any date of determination, the most recent period of four consecutive Financial Quarters ended on or prior to such date (taken as one accounting period) in respect of which financial statements for each such Financial Quarter (or the Financial Year comprised by such Financial Quarters) have been delivered or are required to have been delivered pursuant to Section 5.3.1 or 5.3.2. A Test Period may be designated by reference to the last day thereof (i.e., the “December 31st Test Period” of a particular year refers to the period of four consecutive Financial Quarters of an Obligor ended on December 31st of such year), and a Test Period shall be deemed to end on the last day thereof.


CONFIDENTIAL Loan Number 15420-01 Annex 5-1 ANNEX 5 CYBERSECURITY PLAN (See Section 5.1.12 (Cybersecurity Plan)) The following Corrective Action Plan (CAP) highlights the most critical findings from the Tigo El Salvador cybersecurity assessment. These findings were identified as presenting significant operational, regulatory, or reputational risk if left unaddressed. Each action item includes a targeted remediation strategy, designated ownership, and a recommended completion timeline. This plan is designed to support Tigo El Salvador in strengthening its cybersecurity posture, improving regulatory alignment, and reducing overall exposure to cyber threats. ________________________ List Critical Finding Required Action Owner Due Date Priority 1 Expired SSL Certificates (Scan Finding) Replace expired certs, automate expiration alerts Network/Security Engineers September 30, 2025 Immediate 2 TLS 1.0/1.1 Still Enabled (Scan Finding) Disable legacy protocols, enforce TLS 1.2+ Network/Security Engineers September 30, 2025 Immediate 3 No Regulatory Mapping or Data Privacy Impact Assessments (DPIAs) Perform GDPR & Salvadoran law mapping; conduct DPIAs for core systems Legal/Data Privacy September 15, 2025 Immediate


CONFIDENTIAL Loan Number 15420-01 Annex 5-2 List Critical Finding Required Action Owner Due Date Priority 4 Incomplete Asset Inventory Deploy automated discovery, reconcile shadow/virtual assets IT/Infrastructure September 30, 2025 Immediate 5 Lack of Supplier DR or Recovery Coordination Establish formal DR coordination with critical third- party vendors, including tabletop exercises and joint recovery planning. Require submission of supplier DR/BC documentation. Vendor Management October 31, 2025 Immediate 6 No Enforcement of Cybersecurity Policy Acknowledgment Ensure employees confirm receipt annually via HR portal or internal ticketing. CISO / HR Department October 15, 2025 Immediate 7 No Documented Training Completion Logs Roll out a centralized Learning Management System (LMS) or use existing HR HR / Security Awareness Lead December 15, 2025 Immediate


CONFIDENTIAL Loan Number 15420-01 Annex 5-3 List Critical Finding Required Action Owner Due Date Priority tools to track cybersecurity training completions. Require annual refreshers and retain logs.


CONFIDENTIAL Loan Number 15420-01 Schedule 1 -1 SCHEDULE 1 LIST OF EXCLUDED ACTIVITIES List of Excluded Activities IDB Invest will not knowingly finance, directly, or indirectly through FIs, projects involved in the production, trade, or use of the products, substances or activities listed below. Additional exclusions may apply in the context of a specific operation. 1. Prohibited Activities a) Activities that are illegal under host country laws, regulations or ratified international conventions and agreements, or subject to international phase out or bans, such as: i. Polychlorinated biphenyl compounds (PCBs). ii. Pharmaceuticals, pesticides/herbicides and other hazardous substances subject to international phase-outs or bans.1 iii. Persistent Organic Pollutants (POPs).2 iv. Ozone depleting substances subject to international phase out.3 v. Wildlife or wildlife products regulated under Convention on International Trade in Endangered Species of Wild Fauna and Flora CITES.4 vi. Transboundary trade in waste or waste products,5 except for non-hazardous waste destined for recycling. vii. Lead paint or coatings in the construction of structures and roads.6 b) Activities that are illegal under host country laws, regulations or ratified international conventions and agreements relating to the protection of biodiversity resources or cultural heritage. 2. Other Activities a) Activities that, although consistent with a country’s legal and/or regulatory framework, may generate particularly significant adverse impacts on people and/or the environment. 1 Reference documents are: Council Regulation (EEC) No 2455/92 of 23 July 1992 Concerning the Export and Import of Certain Dangerous Chemicals, as amended from time to time; United Nations Consolidated List of Products whose Consumption and/or Sale have been Banned, Withdrawn, Severely Restricted or not Approved by Governments; Convention on the Prior Informed Consent Procedures for Certain Hazardous Chemicals and Pesticides in International Trade (Rotterdam Convention); Stockholm Convention on Persistent Organic Pollutants; World Health Organization Recommended Classification of Pesticides by Hazard, World Health Organization Pharmaceuticals: Restrictions in Use and Availability. 2 Stockholm Convention on Persistent Organic Pollutants (POPs) as amended in 2009 3 Ozone Depleting Substances (ODSs) are chemical compounds which react with and deplete stratospheric ozone, resulting in the widely publicized ‘ozone holes.’ The Montreal Protocol lists ODSs and their target reduction and phase out dates. The chemical compounds regulated by the Montreal Protocol include aerosols, refrigerants, foam blowing agents, solvents, and fire protection agents. (www.unep.org/ozone/montreal.shtml). 4 www.cites.org 5 As defined by the Basel Convention (www.basel.int) 6 Paints or coatings with a total lead concentration great than 90 ppm or the concentration limit set by the host country, whichever is lower.


CONFIDENTIAL Loan Number 15420-01 Schedule 1 -2 i. Weapons, ammunitions, and other military goods/technology. ii. Tobacco.7 iii. Gambling, casinos, and equivalent enterprises.8 iv. Radioactive materials.9 v. Unbonded asbestos fibers or asbestos-containing products. vi. Drift net fishing in the marine environment using nets in excess of 2.5 km. in length. b) Activities that are inconsistent with IDB and IDB Invest’s commitments to address the challenges of climate change and promote environmental and social sustainability. i. Thermal coal mining or coal-fired power generation and associated facilities10. ii. Upstream oil exploration and development projects. iii. Upstream gas exploration and development projects. Under exceptional circumstances and on a case-by-case basis, consideration will be given to financing upstream gas infrastructure where there is a clear benefit in terms of energy access for the poor and where greenhouse gas (GHG) emissions are minimized, projects are consistent with national goals on climate change, and risks of stranded assets are properly analyzed. 7 This does not apply to projects whose primary objective is not related to the production, trade, or use of tobacco. 8 This does not apply to projects whose primary objective is not related to the construction and operation of gambling, casinos and equivalent enterprises. 9 This does not apply to the purchase of medical equipment, quality control (measurement) equipment and any equipment where it can be demonstrated that the radioactive source is to be trivial and/or adequately shielded. 10 This applies only to associated facilities which primary objective is related to the production, trade or use of coal for power generation or to the transmission of energy generated by a coal-fired power plant (e.g. a dedicated transmission line).


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -1 EXHIBIT 1 FORM OF DISBURSEMENT REQUEST (See Section 2.2 (Disbursement Procedure)) [COMPANY’S LETTERHEAD] DISBURSEMENT REQUEST [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division, Investment Operations Department Request for Loan Disbursement Loan and Guaranty Agreement Ladies and Gentlemen: 1. Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. The Company irrevocably requests disbursement on [__] (or as soon as practicable thereafter) of the amount of [__] Dollars ($[__]) of the Loans (the “Disbursement”) consisting of a Disbursement of the IDB Invest A Loan in the amount of [__] Dollars ($[__]), and a Disbursement of the B Loan[s] in the amount of [__]Dollars ($[__]), in accordance with Section 2.2 (Disbursement Procedure) of the Loan Agreement1. [We hereby authorize IDB Invest to deduct the amount of [__] Dollars ([$][__]) from the Disbursement of the IDB Invest A Loan, corresponding to the structuring fee as per Section 2.12.1 (Payment of Fees) of the Loan Agreement and Section [__] of the Fee Letter. IDB Invest is requested to pay such amount to the Disbursement Account directly to the Company as follows, and the Company acknowledges that all amounts paid as directed below shall constitute the Disbursement: 1 NTD: In accordance with Section 2.2.2, the amount of the Loans requested must be pro rata with each other.


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -2 Intermediary Bank Name (located in [the U.S.] [__]): [__] Intermediary Bank Address: [__] Intermediary Bank ABA Code: [__] Beneficiary Bank Name: [__] Beneficiary Bank SWIFT: [__] Beneficiary Bank’s account with the Intermediary Bank (if available): [__] Beneficiary Account Name: [__] Beneficiary Account Number or IBAN: [__] Special Instructions: [i.e. Loan # or for further credit (FFC) ___]] [___ fee in the amount of [__] Dollars ($___) to be withheld by IDB Invest as payment due to IDB Invest under Section [__] of the Loan Agreement [and Section [__] of the Fee Letter.] 3. The Company certifies that all conditions set forth in Section 4.1 (Conditions Precedent to Disbursement) of the Loan Agreement have been or will be satisfied on or before the Disbursement Date, as specified in Section 4.1 (Conditions Precedent to Disbursement) of the Loan Agreement. 4. The Company certifies that it is in compliance with the Environmental and Social Requirements (as defined in Annex 2 of the Loan Agreement), or, if not in compliance, that it is diligently implementing a Corrective Action Plan. Furthermore, the Company certifies that there are no pending or, to the best of the Company’s knowledge, threatened claims with respect to Environmental and Social Requirements related to the Company and no adverse risks or impacts with respect to Environmental and Social Requirements that are known, or should reasonably have been known, to the Company exist as of the date hereof except as have been disclosed to IDB Invest and adequately mitigated. 5. Without limiting paragraph 3 or 4, the Company certifies that after taking into account the amount of the Disbursement requested hereunder and any other Debt incurred by the Company and any capital contribution made after the date of the latest Financial Statements provided pursuant to Sections 5.3.1 (Audited Annual Financial Statements) and 5.3.2 (Unaudited Quarterly Financial Statements) of the Loan Agreement, the Company is in compliance with Section 5.1.9 (Financial Covenant) of the Loan Agreement. Set forth as Annex A hereto are the calculations of the Company substantiating the compliance by the Company with the covenant set forth in Section 5.1.9 (Financial Covenant). 6. Copies of the following documents are attached, which documents constitute all of the organizational documents of each Obligor: (a) Bylaws of the Borrower; (b) Appointment of administrative body and legal representatives of the Borrower; (c) Articles of Association of the Guarantor; and (d) Appointment of administrative body and legal representatives of the Guarantor.


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -3 7. The undersigned certifies that the attached copies of the organizational documents are true, correct and complete copies of the respective originals and shall continue to be true, correct and complete as of the date hereof and as of the relevant Disbursement Date. 8. Attached [is][are] [a copy][copies] of the resolutions of the [board of directors] [and Shareholders], as applicable, of each of the Obligors duly adopted on the date thereof. 9. The undersigned certifies that above-mentioned resolutions are in full force and effect as of the date hereof and the relevant Disbursement Date and that such documents expressly authorize: (a) the execution, delivery and performance of the Financing Documents to which such Obligor is a party; and (b) a specified Person or Persons to execute such Financing Documents. 10. Each Obligor certifies that the attached copies of its [board of directors’] [and Shareholders’, as applicable,] resolutions are complete and true copies of the respective originals and that none of such resolutions have been amended nor have their contents been revoked, nor have any proceedings been commenced to amend or revoke such resolutions or their contents. 11. Attached are copies of the documents evidencing the appointment of the current members of the board of directors of each Obligor and its officers (if applicable), in each case, recorded in the relevant books and duly registered with the commercial registry or any other competent Authority in the relevant Obligor’s Country. 12. The undersigned certifies that above-mentioned documents evidencing such appointments and powers are in full force and effect as of the date hereof and the relevant Disbursement Date. 13. The Company further certifies that the proceeds of the Disbursement will be applied only for the purposes set forth in Section 5.1.1 (Use of Proceeds) of the Loan Agreement, as further specified in Annex B hereto. 14. The above certifications are effective as of the date hereof and shall continue to be effective as of the Disbursement Date. If any certification is no longer valid as of or prior to the Disbursement Date, the Company will notify IDB Invest immediately and, on demand, repay the Disbursement (or any portion thereof) if the Disbursement is made prior to IDB Invest’s receipt of such notice. Yours truly, TELEMÓVIL EL SALVADOR, S.A. DE C.V.


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -4 By: Authorized Representative2 MILLICOM INTERNATIONAL CELLULAR, S.A. By: Authorized Representative3 2 As named in the Company’s Certificate of Incumbency and Authority. 3 As named in the Guarantor’s Certificate of Incumbency and Authority.


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -5 ANNEX A TO DISBURSEMENT REQUEST DATED [____] CALCULATION OF RATIOS AS OF [APPLICABLE DATE] [Company to provide]


CONFIDENTIAL Loan Number 15420-01 Exhibit 1 -6 ANNEX B TO DISBURSEMENT REQUEST DATED [____] USE OF PROCEEDS The proceeds of the Disbursement will be used as follows: (i) with respect to the IDB Invest A Loan, for the repayment or prepayment, as applicable, by the Company of certain amounts outstanding (including principal, interest and other amounts due by the Company) under the Intercompany Facility; (ii) with respect to the IDB Invest B Loan, for the repayment or prepayment, as applicable, by the Company of all amounts outstanding (including principal, interest and other amounts due by the Company) under the Existing Facility, and the termination of the Existing Facility; and (iii) with respect to the Loans, to pay costs and expenses associated with the transactions contemplated in the Loan Agreement, in each case, in accordance with Applicable Laws and the terms of the Loan Agreement. None of the proceeds of the Disbursement will be used for any activity set forth in the List of Excluded Activities nor for the financing or reimbursement of capital expenditures of Goods from suppliers that are not Eligible Suppliers.


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -1 EXHIBIT 2 FORM OF IDB INVEST A LOAN PROMISSORY NOTE Pagaré referencia [●] PAGARE SIN PROTESTO Por US$ 75,000,000 Por medio de este Pagaré, TELEMÓVIL EL SALVADOR, S.A. DE C.V., una sociedad anónima de capital variable de nacionalidad salvadoreña y del domicilio del distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, El Salvador, con Número de Identificación Tributaria cero seis uno cuatro – dos tres cero tres nueve uno – uno cero uno - cinco, en adelante “EL SUSCRIPTOR”, se obliga incondicionalmente a pagar a la orden de CORPORACIÓN INTERAMERICANA DE INVERSIONES, una entidad de derecho público internacional creada por medio de su Convenio Constitutivo suscrito por sus países miembros, incluyendo la República de El Salvador, con domicilio en la ciudad de Washington, D.C., Estados Unidos de América, con número de identificación tributaria nueve cuatro uno uno – dos tres cero tres ocho seis – uno cero uno – ocho, en adelante (“EL BENEFICIARIO”), el día _____________________________________________ (la “Fecha de Vencimiento”), la suma de _____________________________ DÓLARES, aquí y en adelante moneda de los Estados Unidos de América (US$___________________), más intereses convencionales, siendo el monto acumulado de intereses convencionales a la Fecha de Vencimiento la cantidad de : _______________________________________________________________________________ Si por cualquier motivo el monto de este PAGARÉ no fuere íntegramente pagado por el Suscriptor a la Fecha de Vencimiento, el Suscriptor reconocerá, además de los intereses convencionales que continuarán devengándose, intereses moratorios del dos por ciento anual (2% anual) sobre saldos, a partir del momento en que se inicie la mora y por todo el tiempo que transcurra hasta el pago total de este PAGARÉ. Todo pago en virtud de este Pagaré será hecho por el Suscriptor en Dólares, moneda de los Estados Unidos de América, y en fondos de inmediata disponibilidad y transferencia, en el distrito de San Salvador, municipio de San Salvador Centro, departamento de San Salvador, o en cualquier cuenta bancaria que le sea notificada al Suscriptor. Cualquier impuesto, tasa, derecho, deducción, compensación o retención que en su caso deba aplicarse al monto del presente PAGARÉ, y que sea impuesto por cualquier autoridad con jurisdicción, será por cuenta y cargo del Suscriptor, de tal forma que el Beneficiario recibirá el monto íntegro de principal e intereses pactados en este PAGARÉ.


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -2 El Suscriptor acuerda pagar todos los gastos y costos en que el Beneficiario incurra en conexión con la preparación, ejecución, entrega y cobro del presente PAGARÉ, incluyendo, pero no limitándose a: (i) honorarios de abogados; (ii) los gastos relacionados con la ejecución del presente PAGARÉ; y (iii) los llamados personales, aunque por regla general no hubiera condenación en costas. La presente obligación mercantil se regirá por la ley salvadoreña aplicable. El Suscriptor señala como su domicilio especial el distrito de San Salvador, municipio de San Salvador Centro, departamento de San Salvador, República de El Salvador, a cuyos tribunales se somete expresamente junto con cualquier otro obligado o avalista de este PAGARÉ, y faculta al Beneficiario de este PAGARÉ para que designe la persona depositaria de los bienes que se embarguen, a quien se releva de la obligación de rendir fianza y cuentas. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de emisión: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección del Suscriptor: [●]. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de emisión: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección del Suscriptor: [●].


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -3 ACUERDO DE LLENADO ACUERDO DE LLENADO PAGARÉ REF. [●] [Lugar y fecha] Señores CORPORACIÓN INTERAMERICANA DE INVERSIONES, una entidad de derecho público internacional creada por medio de sus Artículos de Constitución suscritos por sus países miembros, incluyendo El Salvador, con domicilio en la ciudad de Washington D.C., Estados Unidos de América, con número de identificación tributaria nueve cuatro uno uno – dos tres cero tres ocho seis – uno cero uno – ocho, y/o sus cesionarios, endosatarios y sucesores. Referencia: Instrucciones para diligenciar el pagaré con espacios en blanco Ref. [●]. Los suscritos, [●] y [●] actuando en nombre y representación de TELEMÓVIL EL SALVADOR, SOCIEDAD ANONIMA DE CAPITAL VARIABLE, que puede abreviarse TELEMÓVIL, S.A. de C.V., de nacionalidad salvadoreña, del domicilio del distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, con Número de Identificación Tributaria cero seis uno cuatro – dos tres cero tres nueve uno – uno cero uno - cinco (la “Obligada”), de conformidad con el artículo 627 del Código de Comercio de El Salvador, por medio de este documento en nombre de nuestra representada autorizamos de manera irrevocable y permanente a CORPORACIÓN INTERAMERICANA DE INVERSIONES (el “Acreedor”) y/o a sus cesionarios, endosatarios y sucesores, como tenedor legítimo del Pagaré referencia [●] (el “Pagaré”) que la Obligada ha otorgado en su favor, para llenar todos y cada uno de los espacios en blanco dejados en el Pagaré. I. AUTORIZACIÓN IRREVOCABLE El Pagaré puede ser llenado, sin previo aviso o requerimiento alguno. La Obligada autoriza expresa e irrevocablemente al Acreedor a llenar los espacios en blanco del Pagaré así: 1. Fecha de Vencimiento Se considerará como Fecha de Vencimiento, la Fecha en que el Acreedor presente el Pagaré para su pago, cobro o ejecución, a su discreción. 2. Intereses convencionales El espacio en blanco que dice: “más intereses convencionales, siendo el monto acumulado de intereses convencionales a la Fecha de Vencimiento la cantidad de US$__________________” deberá ser llenado insertando el monto en Dólares de los Estados Unidos de América que se adeude en concepto de intereses, calculados desde la fecha de suscripción del Pagaré de conformidad con la tasa de interés equivalente a la suma del SOFR a Plazo Aplicable vigente para cada Período de Intereses más el Margen Aplicable,


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -4 devengándose diariamente sobre el saldo de capital pendiente, con base en un año de trescientos sesenta (360) días y el número real de días transcurridos. Para dichos efectos, se deberán tomar en consideración las siguientes definiciones: “Administrador de SOFR” significa el Banco de la Reserva Federal de Nueva York, como administrador de la SOFR (o cualquier administrador sucesor del mismo de tiempo en tiempo). “Administrador de SOFR a Plazo” significa CME Group Benchmark Administration Limited (o cualquier administrador sucesor de una tasa a plazo futuro basada en la SOFR seleccionada de tiempo en tiempo por el Beneficiario, a su entera discreción). “Días Hábiles” significa cualquier día (i) en el que las instituciones bancarias del estado de Nueva York y la República de El Salvador estén autorizadas o legalmente obligadas a abrir y (ii) a efectos de realizar cualquier pago de intereses, principal, comisiones u otros importes, un Día Hábil para Valores de EE.UU. “Fecha de Determinación de la Tasa de Interés” significa el segundo Día Hábil para Valores de EE.UU. inmediatamente anterior al inicio de cada Período de Intereses; sujeto a que, la Fecha de Determinación de Tasa de Interés para el primer Período de Intereses será el segundo Día Hábil para Valores de EE.UU. anterior a la fecha de emisión del Pagaré “Fecha de Pago de Intereses” significa el 15 de enero, 15 de abril, 15 de julio y 15 de octubre. “Fecha de Reemplazo del Índice de Referencia” significa el quinto Día Hábil en Nueva York posterior a la notificación enviada por Beneficiario, o cualquier fecha posterior indicada en dicha notificación, siempre que la obligada no haya objetado dentro de ese plazo “Margen Aplicable” significa dos punto sesenta por ciento (2.60%) anual el cual: (i) podrá incrementarse en cero punto ciento veinticinco por ciento (0.125%) anual si la Fecha de Vencimiento del pagaré es extendido por un período de hasta un (1) año adicional; y (ii) podrá incrementarse en cero punto doscientos cincuenta por ciento (0.250%) anual si dicha extensión excede de un (1) año. Además, el Margen Aplicable podrá ajustarse en función del cumplimiento de ciertos indicadores de diversificación que el acreedor podrá establecer por escrito al deudor, en cuyo caso dicho ajuste será informado al momento de calcular la tasa de interés aplicable. “Período de Intereses” significa (i) cada período de tres (3) meses que comienza en una Fecha de Pago de Intereses y finaliza el día inmediatamente anterior a la siguiente Fecha de Pago de Intereses, salvo por el primer período, en cuyo caso significará el período que comienza en la fecha de emisión del Pagaré y finaliza el día inmediatamente anterior a la siguiente Fecha de Pago de Intereses; o (ii) el último Período de Intereses, que comienza en la Fecha de Pago de Intereses inmediatamente anterior a la Fecha de Vencimiento y finaliza en dicha Fecha de Vencimiento. “Piso” significa cero por ciento (0.00%) anual. “SOFR a Plazo” significa la tasa a plazo con proyección futura basada en SOFR, administrada por el Administrador de SOFR a Plazo.


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -5 “SOFR” (Secured Overnight Financing Rate) significa la tasa de financiamiento a un día garantizada publicada por el Administrador de SOFR en la página web del Administrador de SOFR, actualmente http://www.newyorkfed.org, o cualquier otra fuente sucesora señalada por el Administrador de SOFR de tiempo en tiempo. “SOFR a Plazo Aplicable” significa el “SOFR a Plazo” publicado por el Administrador de SOFR a Plazo en la Fecha de Determinación de la Tasa de Interés correspondiente, conforme a lo siguiente: (i) un (1) mes, si el período entre la Fecha de Pago de Intereses correspondiente y la siguiente Fecha de Pago de Intereses es de entre uno (1) y sesenta (60) días; (ii) tres (3) meses, si dicho período es de entre sesenta y un (61) y ciento treinta y cinco (135) días; o (iii) seis (6) meses, si dicho período es mayor a ciento treinta y cinco (135) días; Siempre que: (a) al determinar el SOFR a Plazo Aplicable para (i) el primer Período de Intereses, el plazo de referencia será el que corresponda a la duración de dicho Período de Intereses; y (ii) para el último Período de Intereses, el plazo de referencia será el mismo que el del Período de Intereses inmediato anterior; (b) si a las 5:00 p.m. (hora de Nueva York) de cualquier Fecha de Determinación de la Tasa de Interés, el SOFR a Plazo Aplicable no ha sido publicado por el Administrador de SOFR a Plazo y no ha ocurrido una Fecha de Reemplazo del Índice de Referencia con respecto al SOFR a Plazo Aplicable, entonces dicho SOFR a Plazo Aplicable será el SOFR a Plazo para ese mismo plazo publicado en el primer Día Hábil de los Estados Unidos anterior en que haya sido publicado, siempre que dicho día no sea más de tres (3) Días Hábiles de EE.UU. anteriores a dicha Fecha de Determinación de la Tasa de Interes; y (c) si el SOFR a Plazo Aplicable determinado conforme a lo anterior es inferior al Piso, se considerará que el SOFR a Plazo Aplicable es igual al Piso. El Acreedor está plenamente facultado para llenar el Pagaré de acuerdo con estas instrucciones y en lo no previsto en ellas para actuar a su leal saber y entender en defensa de sus intereses, sin que en ningún momento se pueda alegar que carece de facultades o autorizaciones suficientes para completar el Pagaré. II. ACEPTACIÓN Y VALOR EJECUTIVO: La Obligada manifiesta que conoce y acepta, en su integridad, los términos del Pagaré que ha otorgado en favor del Acreedor. Para que éste sea llenado y cobrado, no se requiere demostrar perjuicio alguno por parte del Acreedor. El Pagaré así llenado y sin protesto será exigible inmediatamente y prestará valor ejecutivo sin más requisitos. La Obligada declara haber recibido copia del Pagaré y de la presente carta de instrucciones. ______________________


CONFIDENTIAL Loan Number 15420-01 Exhibit 2 -6 Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de firma: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección de la Obligada: [●]. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de firma: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección de la Obligada: [●].


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -1 EXHIBIT 2A FORM OF IDB INVEST B LOAN PROMISSORY NOTE Pagaré referencia [●] PAGARE SIN PROTESTO Por US$ 75,000,000 Por medio de este Pagaré, TELEMÓVIL EL SALVADOR, S.A. DE C.V., una sociedad anónima de capital variable de nacionalidad salvadoreña y del domicilio del distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, El Salvador, con Número de Identificación Tributaria cero seis uno cuatro – dos tres cero tres nueve uno – uno cero uno - cinco, en adelante “EL SUSCRIPTOR”, se obliga incondicionalmente a pagar a la orden de CORPORACIÓN INTERAMERICANA DE INVERSIONES, una entidad de derecho público internacional creada por medio de su Convenio Constitutivo suscrito por sus países miembros, incluyendo la República de El Salvador, con domicilio en la ciudad de Washington, D.C., Estados Unidos de América, con número de identificación tributaria nueve cuatro uno uno – dos tres cero tres ocho seis – uno cero uno – ocho, en adelante (“EL BENEFICIARIO”), el día _____________________________________________ (la “Fecha de Vencimiento”), la suma de _____________________________ DÓLARES, aquí y en adelante moneda de los Estados Unidos de América (US$___________________), más intereses convencionales, siendo el monto acumulado de intereses convencionales a la Fecha de Vencimiento la cantidad de : _______________________________________________________________________________ Si por cualquier motivo el monto de este PAGARÉ no fuere íntegramente pagado por el Suscriptor a la Fecha de Vencimiento, el Suscriptor reconocerá, además de los intereses convencionales que continuarán devengándose, intereses moratorios del dos por ciento anual (2% anual) sobre saldos, a partir del momento en que se inicie la mora y por todo el tiempo que transcurra hasta el pago total de este PAGARÉ. Todo pago en virtud de este Pagaré será hecho por el Suscriptor en Dólares, moneda de los Estados Unidos de América, y en fondos de inmediata disponibilidad y transferencia, en el distrito de San Salvador, municipio de San Salvador Centro, departamento de San Salvador, o en cualquier cuenta bancaria que le sea notificada al Suscriptor. Cualquier impuesto, tasa, derecho, deducción, compensación o retención que en su caso deba aplicarse al monto del presente PAGARÉ, y que sea impuesto por cualquier autoridad con jurisdicción, será por cuenta y cargo del Suscriptor, de tal forma que el Beneficiario recibirá el monto íntegro de principal e intereses pactados en este PAGARÉ.


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -2 El Suscriptor acuerda pagar todos los gastos y costos en que el Beneficiario incurra en conexión con la preparación, ejecución, entrega y cobro del presente PAGARÉ, incluyendo, pero no limitándose a: (i) honorarios de abogados; (ii) los gastos relacionados con la ejecución del presente PAGARÉ; y (iii) los llamados personales, aunque por regla general no hubiera condenación en costas. La presente obligación mercantil se regirá por la ley salvadoreña aplicable. El Suscriptor señala como su domicilio especial el distrito de San Salvador, municipio de San Salvador Centro, departamento de San Salvador, República de El Salvador, a cuyos tribunales se somete expresamente junto con cualquier otro obligado o avalista de este PAGARÉ, y faculta al Beneficiario de este PAGARÉ para que designe la persona depositaria de los bienes que se embarguen, a quien se releva de la obligación de rendir fianza y cuentas. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de emisión: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección del Suscriptor: [●]. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de emisión: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección del Suscriptor: [●].


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -3 ACUERDO DE LLENADO ACUERDO DE LLENADO PAGARÉ REF. [●] [Lugar y fecha] Señores CORPORACIÓN INTERAMERICANA DE INVERSIONES, una entidad de derecho público internacional creada por medio de sus Artículos de Constitución suscritos por sus países miembros, incluyendo El Salvador, con domicilio en la ciudad de Washington D.C., Estados Unidos de América, con número de identificación tributaria nueve cuatro uno uno – dos tres cero tres ocho seis – uno cero uno – ocho, y/o sus cesionarios, endosatarios y sucesores. Referencia: Instrucciones para diligenciar el pagaré con espacios en blanco Ref. [●]. Los suscritos, [●] y [●] actuando en nombre y representación de TELEMÓVIL EL SALVADOR, SOCIEDAD ANONIMA DE CAPITAL VARIABLE, que puede abreviarse TELEMÓVIL, S.A. de C.V., de nacionalidad salvadoreña, del domicilio del distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, con Número de Identificación Tributaria cero seis uno cuatro – dos tres cero tres nueve uno – uno cero uno - cinco (la “Obligada”), de conformidad con el artículo 627 del Código de Comercio de El Salvador, por medio de este documento en nombre de nuestra representada autorizamos de manera irrevocable y permanente a CORPORACIÓN INTERAMERICANA DE INVERSIONES (el “Acreedor”) y/o a sus cesionarios, endosatarios y sucesores, como tenedor legítimo del Pagaré referencia [●] (el “Pagaré”) que la Obligada ha otorgado en su favor, para llenar todos y cada uno de los espacios en blanco dejados en el Pagaré. I. AUTORIZACIÓN IRREVOCABLE El Pagaré puede ser llenado, sin previo aviso o requerimiento alguno. La Obligada autoriza expresa e irrevocablemente al Acreedor a llenar los espacios en blanco del Pagaré así: 1. Fecha de Vencimiento Se considerará como Fecha de Vencimiento, la Fecha en que el Acreedor presente el Pagaré para su pago, cobro o ejecución, a su discreción. 2. Intereses convencionales El espacio en blanco que dice: “más intereses convencionales, siendo el monto acumulado de intereses convencionales a la Fecha de Vencimiento la cantidad de US$__________________” deberá ser llenado insertando el monto en Dólares de los Estados Unidos de América que se adeude en concepto de intereses, calculados desde la fecha de suscripción del Pagaré de conformidad con la tasa de interés equivalente a la suma del SOFR a Plazo Aplicable vigente para cada Período de Intereses más el Margen Aplicable,


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -4 devengándose diariamente sobre el saldo de capital pendiente, con base en un año de trescientos sesenta (360) días y el número real de días transcurridos. Para dichos efectos, se deberán tomar en consideración las siguientes definiciones: “Administrador de SOFR” significa el Banco de la Reserva Federal de Nueva York, como administrador de la SOFR (o cualquier administrador sucesor del mismo de tiempo en tiempo). “Administrador de SOFR a Plazo” significa CME Group Benchmark Administration Limited (o cualquier administrador sucesor de una tasa a plazo futuro basada en la SOFR seleccionada de tiempo en tiempo por el Beneficiario, a su entera discreción). “Días Hábiles” significa cualquier día (i) en el que las instituciones bancarias del estado de Nueva York y la República de El Salvador estén autorizadas o legalmente obligadas a abrir y (ii) a efectos de realizar cualquier pago de intereses, principal, comisiones u otros importes, un Día Hábil para Valores de EE.UU. “Fecha de Determinación de la Tasa de Interés” significa el segundo Día Hábil para Valores de EE.UU. inmediatamente anterior al inicio de cada Período de Intereses; sujeto a que, la Fecha de Determinación de Tasa de Interés para el primer Período de Intereses será el segundo Día Hábil para Valores de EE.UU. anterior a la fecha de emisión del Pagaré “Fecha de Pago de Intereses” significa el 15 de enero, 15 de abril, 15 de julio y 15 de octubre. “Fecha de Reemplazo del Índice de Referencia” significa el quinto Día Hábil en Nueva York posterior a la notificación enviada por Beneficiario, o cualquier fecha posterior indicada en dicha notificación, siempre que la obligada no haya objetado dentro de ese plazo “Margen Aplicable” significa dos punto ochenta y cinco por ciento (2.85%). “Período de Intereses” significa (i) cada período de tres (3) meses que comienza en una Fecha de Pago de Intereses y finaliza el día inmediatamente anterior a la siguiente Fecha de Pago de Intereses, salvo por el primer período, en cuyo caso significará el período que comienza en la fecha de emisión del Pagaré y finaliza el día inmediatamente anterior a la siguiente Fecha de Pago de Intereses; o (ii) el último Período de Intereses, que comienza en la Fecha de Pago de Intereses inmediatamente anterior a la Fecha de Vencimiento y finaliza en dicha Fecha de Vencimiento. “Piso” significa cero por ciento (0.00%) anual. “SOFR a Plazo” significa la tasa a plazo con proyección futura basada en SOFR, administrada por el Administrador de SOFR a Plazo. “SOFR” (Secured Overnight Financing Rate) significa la tasa de financiamiento a un día garantizada publicada por el Administrador de SOFR en la página web del Administrador de SOFR, actualmente http://www.newyorkfed.org, o cualquier otra fuente sucesora señalada por el Administrador de SOFR de tiempo en tiempo. “SOFR a Plazo Aplicable” significa el “SOFR a Plazo” publicado por el Administrador de SOFR a Plazo en la Fecha de Determinación de la Tasa de Interés correspondiente, conforme a lo siguiente: (iv) un (1) mes, si el período entre la Fecha de Pago de Intereses correspondiente y la siguiente Fecha de Pago de Intereses es de entre uno (1) y sesenta (60) días;


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -5 (v) tres (3) meses, si dicho período es de entre sesenta y un (61) y ciento treinta y cinco (135) días; o (vi) seis (6) meses, si dicho período es mayor a ciento treinta y cinco (135) días; Siempre que: (d) al determinar el SOFR a Plazo Aplicable para (i) el primer Período de Intereses, el plazo de referencia será el que corresponda a la duración de dicho Período de Intereses; y (ii) para el último Período de Intereses, el plazo de referencia será el mismo que el del Período de Intereses inmediato anterior; (e) si a las 5:00 p.m. (hora de Nueva York) de cualquier Fecha de Determinación de la Tasa de Interés, el SOFR a Plazo Aplicable no ha sido publicado por el Administrador de SOFR a Plazo y no ha ocurrido una Fecha de Reemplazo del Índice de Referencia con respecto al SOFR a Plazo Aplicable, entonces dicho SOFR a Plazo Aplicable será el SOFR a Plazo para ese mismo plazo publicado en el primer Día Hábil de los Estados Unidos anterior en que haya sido publicado, siempre que dicho día no sea más de tres (3) Días Hábiles de EE.UU. anteriores a dicha Fecha de Determinación de la Tasa de Interes; y (f) si el SOFR a Plazo Aplicable determinado conforme a lo anterior es inferior al Piso, se considerará que el SOFR a Plazo Aplicable es igual al Piso. El Acreedor está plenamente facultado para llenar el Pagaré de acuerdo con estas instrucciones y en lo no previsto en ellas para actuar a su leal saber y entender en defensa de sus intereses, sin que en ningún momento se pueda alegar que carece de facultades o autorizaciones suficientes para completar el Pagaré. II. ACEPTACIÓN Y VALOR EJECUTIVO: La Obligada manifiesta que conoce y acepta, en su integridad, los términos del Pagaré que ha otorgado en favor del Acreedor. Para que éste sea llenado y cobrado, no se requiere demostrar perjuicio alguno por parte del Acreedor. El Pagaré así llenado y sin protesto será exigible inmediatamente y prestará valor ejecutivo sin más requisitos. La Obligada declara haber recibido copia del Pagaré y de la presente carta de instrucciones. ______________________ Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de firma: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección de la Obligada: [●]. ______________________


CONFIDENTIAL Loan Number 15420-01 Exhibit 2A -6 Por: TELEMÓVIL EL SALVADOR, S.A. DE C.V. Lugar y Fecha de firma: distrito de Zaragoza, municipio de La Libertad Este, departamento de La Liberad, a los [●] días del mes de [●] de dos mil veinticinco. Nombre del Representante Legal que firma: [●]. Documento Único de Identidad: [●]. Dirección de la Obligada: [●].


CONFIDENTIAL Loan Number 15420-01 Exhibit 3 -1 EXHIBIT 3 FORM OF OBLIGORS’ CERTIFICATE OF INCUMBENCY AND AUTHORITY [COMPANY’S LETTERHEAD] [Date]1 Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division Certificate of Incumbency and Authority Ladies and Gentlemen: Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. I, the undersigned [Chairman/Director] of the Company, duly authorized to do so, hereby certify that the following are the names, offices and true specimen signatures of the persons each of whom are, and will continue to be, authorized: (1) to sign on the Company’s behalf, the Disbursement Request provided for in Section 2.2 (Disbursement Procedure) of the Loan Agreement; and (2) to take any other action required or permitted to be taken, done, signed or executed on the Company’s behalf, under the Financing Documents or any other agreement to which the Company and IDB Invest may be parties. Name Office Specimen Signature 1 Please include the same date as the Disbursement Request.


CONFIDENTIAL Loan Number 15420-01 Exhibit 3 -2 IDB Invest may assume that any such person continues to be so authorized until IDB Invest receives authorized notice from the Company that they, or any one of them, is no longer authorized. Yours truly, [TELEMÓVIL EL SALVADOR, S.A. DE C.V. ][MILLICOM INTERNATIONAL CELLULAR S.A.] By: [Chairman/Director] Email address:


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -1 EXHIBIT 4 FORM OF OPINION OF LOCAL COUNSEL (See Section 4.1.4 (Legal Opinions)) [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Re: Telemóvil El Salvador, S.A. de C.V. Ladies and Gentlemen: In connection with the preparation, authorization, execution and delivery of, and the consummation of the transactions contemplated in the following documents (i) the loan and guaranty agreement, dated as of [●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter- American Investment Corporation , as lender of the IDB Invest A Loan (“IDB Invest”), (ii) the Fee Letter (as defined in the Loan Agreement), and (iii) the Notes (as defined in the Loan Agreement), we have acted as Salvadoran legal counsel to Telemóvil El Salvador, S.A. de C.V. This opinion is delivered to you pursuant to Section 4.1.4 (Legal Opinions) of the Loan Agreement. Capitalized terms used and not defined herein shall have the meanings ascribed thereto in Annex 1 (Definitions) of the Loan Agreement. The documents referred to in numbers (i), and (ii) below are referred to herein as the “New York Opinion Documents”. The documents referred to in number (iii) below are referred to herein as the "El Salvador Opinion Documents". I. Documents Reviewed In connection with this opinion, we have examined originals or copies, certified or otherwise identified as being true, correct and complete copies, of the following (collectively, the “Opinion Documents”): (i) the Loan and Guaranty Agreement; (ii) the Fee Letter; and (iii) the Notes. We have also examined the originals or certified, photostatic or facsimile copies of such records and other documents as we have deemed relevant and necessary as the basis for the opinions set forth below. As to any fact material to our opinion, we have made no independent


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -2 investigation of any such facts and have relied upon and assume the accuracy of statements of public officials and officers, or other representatives of the Company. In rendering the opinions expressed herein, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified, photostatic or facsimile copies and the authenticity of the originals of such copies. In addition, we have reviewed originals or copies certified or otherwise identified to our satisfaction of all such instruments and certificates of public officials, officers, and representatives of the Company, and we have made such investigations of law, as we have deemed appropriate as a basis for the opinions set forth below. We express no opinion as to any laws other than the laws of [name of country] as in effect on the date of this opinion and we have assumed that there is nothing in any other law that affects our opinion. In particular, we have made no independent investigation of the laws of the State of New York, United States of America, as a basis for the opinions stated herein and do not express or imply any opinion on such laws. II. Assumptions In giving this opinion, we have made the following assumptions: (i) the due authorization, execution and delivery by IDB Invest of each of the Opinion Documents to which it is a party, and that the performance thereof is within its capacity and power; and (ii) that each of the Opinion Documents to which IDB Invest is a party constitutes the legal, valid, binding and enforceable obligations of IDB Invest, in accordance with its terms under the laws of the State of New York of the United States of America and all other relevant laws, other than the laws of El Salvador. III. Opinions Rendered Based upon the foregoing and upon such investigation as we have deemed necessary, we are of the opinion that: 1. The Company is duly incorporated, organized, validly existing as a sociedad anónima and in good standing under the laws of El Salvador, and has all requisite corporate or other power necessary to own its assets and carry on its business as now being conducted. 2. The Company is a sociedad anónima de capital variable duly incorporated and registered with the Registry of Commerce of El Salvador and is duly authorized by the Superintendencia General de Electricidad y Telecomunicaciones (SIGET) to operate as a telecommunications service provider pursuant to the laws of El Salvador. 3. The chart attached as Schedule A hereto is a true representation of the current corporate structure of the Company, including its Subsidiaries and all other Persons that Control the Company (and its Subsidiaries) as of the date of this opinion.


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -3 4. The Company has all necessary corporate power, authority and legal right to execute, deliver and perform its obligations under each of the Opinion Documents to which it is a party, and the execution, delivery and performance by the Company of each of the Opinion Documents have been duly authorized by all necessary corporate action on its part. 5. The Company is subject to civil and commercial law with respect to its obligations under each of the Opinion Documents, and the execution, delivery and performance of each of the Opinion Documents by the Company constitute private and commercial acts rather than public or governmental acts. Under the laws of El Salvador, the Company is not entitled to any immunity on the grounds of sovereignty or the like from the jurisdiction of any court or from any action, suit or proceeding, or the service of process in connection therewith, arising under each of the Opinion Documents. 6. To the best of our knowledge, based solely on the documents reviewed and the representations made to us by the Company, the Company is in compliance in all material respects with Applicable Law. 7. We are not aware of any legal or arbitral proceedings, or any proceedings by or before any Authority, now pending or threatened against or affecting the Company or any of its properties that, if adversely determined, could have a material adverse effect on: (a) the financial condition, operations, or business of the Company; (b) the ability of the Company to perform its obligations under each of the Opinion Documents; or (c) the validity or enforceability of each of the Opinion Documents. 8. All Authorizations of or with, any Authority in El Salvador necessary in connection with the execution, delivery and performance by the Company of each of the Opinion Documents have been obtained and are in full force and effect on the date hereof. No additional Authorizations or formalities are required in order: (a) to enable the Company to duly carry out its obligations under each of the Opinion Documents; (b) to ensure that the obligations of the Company under each of the Opinion Documents are legally binding and enforceable; and/or (c) to make each of the Opinion Documents admissible in evidence in the courts of El Salvador, provided that, with respect to the New York Opinion Documents: (i) in order to ensure their effectiveness and/or enforceability against the Company in the courts of El Salvador, such documents must be duly notarized and, if executed outside El Salvador, legalized with Apostille and translated into Spanish by an official translator, and/or the terms and conditions thereof must be recognized and acknowledged by the Company before a Salvadoran notary public through a valid public deed; and (ii) in order to ensure the validity, effectiveness and/or enforceability in El Salvador of a judgment rendered by any court sitting in New York, United States of America, the conditions stated in paragraph [19] hereunder shall be fulfilled.


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -4 9. Each of the Opinion Documents has been duly executed and delivered by the Company and each of the Opinion Documents (other than the New York Opinion Documents) constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms. 10. The Notes are in a proper legal form under the laws of El Salvador and Salvadoran courts have jurisdiction to adjudicate any action relating to the Notes brought against the Company in such courts by IDB Invest. The Notes will entitle the holder thereof to institute a procedure for juicio ejecutivo, as this is regulated by the Salvadoran Civil Procedure Code for the enforcement thereof subject to limited defenses. 11. To the best of our knowledge, based solely on the documents reviewed and the representations made to us by the Company, the execution and delivery of each of the Opinion Documents, the consummation of the transactions contemplated therein, and the compliance with their terms and provisions do not and will not: (a) contravene any Applicable Law or Authorization of El Salvador; (b) violate the provisions of the Company's organizational documents; (c) conflict with, or result in a breach or violation of, or constitute a default under, any agreement, instrument, franchise, license or permit to which the Company is a party; (d) result in the creation of (or impose any obligation on the Company to create) any Lien, encumbrance or security interest upon any of the properties or assets of the Company; or (e) conflict with principles of public order of El Salvador. 12. There are no applicable stamp, registration, duties or other applicable taxes, fees or other governmental charges of whatsoever nature required to be paid in El Salvador in connection with the execution, delivery or performance of each of the Opinion Documents or otherwise in connection therewith. 13. The Opinion Documents, and the obligations evidenced thereby, constitute and will at all times constitute senior, direct and unconditional unsubordinated obligations of the Company and will at all times rank at least equal in right of payment with all other present and future unsubordinated indebtedness and other obligations of the Company, except in the event of bankruptcy, concurso de acreedores, intervention, reorganization, labor claims, moratorium, liquidation or insolvency of the Company, in which certain statutorily preferred credits will have priority under Salvadoran law. 14. All payments of interest, fees, commissions and expenses to IDB Invest in respect of each of the Opinion Documents are exempted from tax. 15. No foreign exchange controls are currently in effect in El Salvador and no foreign exchange control authorizations by any governmental authority in El Salvador are currently required for the execution, delivery and performance of any of the Opinion Documents and the transactions contemplated thereby. 16. The choice of New York law in the New York Opinion Documents which is stated to be governed by such law is legal, valid and binding on the Company. Such choice by the Company will be upheld in each case as a valid choice of governing law in any action before Salvadoran courts in any action, suit, proceeding or dispute in connection with each of the Opinion


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -5 Documents. However, if the New York Opinion Documents were stated to be governed by and construed in accordance with the laws of El Salvador, or if a Salvadoran court were to apply the laws of El Salvador to the New York Opinion Documents, the New York Opinion Documents would nevertheless constitute the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms. 17. The non-exclusive submission to the jurisdiction of the courts of and in the State of New York sitting in the Borough of Manhattan and of the United States of America District Court for the Southern District of New York, and any appellate court from any thereof (collectively, the “U.S. Courts”) with respect to any Action under each of the New York Opinion Documents is legal, valid and binding on the Company and such choice will be upheld as a valid choice of forum in any action before Salvadoran courts in any action, suit, proceeding or dispute in connection with each of the Opinion Documents. 18. Each of the Opinion Documents is in proper legal form under the laws of El Salvador for the enforcement thereof against the Company under such law; provided, however, that, in the event any legal proceedings are brought in the courts of El Salvador, an official Spanish translation of the documents required in such proceedings must be provided and any Opinion Document executed outside of El Salvador must be authenticated either by a Salvadoran Consul or pursuant to the 1961 Hague Convention on the Legalization of Documents (Apostille), in accordance with Salvadoran procedural rules. 19. The courts of El Salvador will recognize as valid, and will enforce against the Company, any final and conclusive civil judgment in respect of any of the New York Opinion Documents obtained in any U.S. Courts or other courts outside El Salvador, provided that the following requirements are fulfilled in accordance with the exequatur process before the Supreme Court of Justice of El Salvador: (a) such judgment is final, not subject to further appeal, and has been issued by a competent court according to Salvadoran rules of international jurisdiction; (b) such judgment does not contravene Salvadoran public law, constitutional principles, or any other applicable laws of El Salvador; (c) such judgment does not resolve matters which are subject to the exclusive jurisdiction of Salvadoran courts (e.g., real estate located in El Salvador, bankruptcy, etc.); (d) such judgment has the authority of res judicata under the laws of the foreign jurisdiction; (e) there are no pending legal proceedings or final judgments in El Salvador between the same parties that relate to the same matter and were initiated or resolved prior to the foreign judgment; (f) such judgment is not incompatible with other foreign judgments which meet the admissibility and enforceability requirements established by Salvadoran law that have been previously issued with respect to the same subject matter; (g) the obligation for which enforcement is sought is lawful and does not violate public policy in El Salvador; (h) the foreign court would reciprocally recognize final Salvadoran judgments under similar circumstances; (i) personal service of process was properly effected on the defendant; and in the event of a default judgment (“rebeldía”), the defendant was granted a reasonable opportunity to be heard and received proper notice of the resolution declaring the rebeldía and the judgment itself; (j) the documents evidencing such judgment are in authentic form according to the law of the jurisdiction where they were issued and have been duly legalized either by Apostille or by a Salvadoran consul; (k) the judgment has been translated into Spanish by an official translator authorized in El Salvador; and (l) the judgment arises from a personal action (“acción personal") demanding the fulfillment of an obligation.


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -6 In this regard, and taking into consideration the standards mentioned above, we have no reason to believe that there is any reason why IDB Invest would not be entitled to enforce such judgment in El Salvador through the exequatur procedure established under Salvadoran law. 20. Under the laws of El Salvador, Salvadoran courts have jurisdiction to adjudicate any action relating to each of the New York Opinion Documents brought against the Company in such courts by IDB Invest. Service of process effected in the manner set forth in the New York Opinion Documents, assuming its validity under New York law, shall be effective, insofar as El Salvador law is concerned, to confer valid personal jurisdiction over the Company. In the event any such action is brought before Salvadoran courts, certain court costs or deposits to guarantee judgment may be required in accordance with local procedural rules. 21. [CT Corporation System] has been duly appointed as process agent of the Company to receive for and on its behalf service of legal process with respect to any Action arising out of the Opinion Documents under which it has been appointed to act in such capacity, and there are no formalities required by the laws of El Salvador in connection therewith. However, service of any writs, processes or summaries in connection with actions in the courts of El Salvador will have to be in compliance with the civil procedure rules of El Salvador. 22. It is not necessary under the laws of El Salvador that IDB Invest be licensed, qualified, authorized or entitled to carry out business in El Salvador in order to (a) enable IDB Invest to enforce its rights under each of the Opinion Documents, or (b) execute, deliver and perform its obligations under the Opinion Documents. 23. IDB Invest will not be deemed to be resident, domiciled, carrying out business or subject to taxation in El Salvador by reason of the execution, delivery, performance or enforcement of each of the Opinion Documents. 24. IDB Invest's status, immunities and privileges provided in the Agreement Establishing the Inter-American Investment Corporation are in full force and effect in El Salvador. The opinions set forth above are, however, subject to certain reservations, namely: (a) except for the opinion set forth in paragraph 19, in case of bankruptcy, concurso de acreedores, intervention, reorganization, moratorium, liquidation or insolvency of the Company, the Opinion Documents' enforceability may be limited under Salvadoran law, and certain statutorily preferred credits will have preference over any other credits, including secured ones; and (b) in the event that any suit is brought against the Company in El Salvador, certain court costs and deposits to guarantee judgment may be required pursuant to the applicable provisions of the Salvadoran Civil Procedure Code. This legal opinion is addressed to you solely for your benefit and the benefit of the Participants, if applicable, (to each of whom a copy of this opinion may be delivered) and it is not to be transferred to anyone else nor is it to be relied upon by anyone else or for any other purpose without our express consent, except that it may be disclosed without such consent to (i) the employees, auditors and professional advisors of the addressee and (ii) any person to whom


CONFIDENTIAL Loan Number 15420-01 Exhibit 4 -7 disclosure is required to be made by law or regulation, or under the direction of any competent judicial, governmental, supervisory or regulatory body or in connection with any judicial proceedings relating to the Loan Agreement or any other Financing Document; provided that no such person may rely on this opinion for any purpose. Notwithstanding the foregoing, at your request, we hereby consent to reliance hereon by any future assignee of your interest in the Loans under the Loan Agreement and the other Financing Documents pursuant to an assignment that is made in accordance with the express provisions of Section 8.4 (Successors and Assigns), on the condition and understanding that (i) this opinion letter speaks only as of the date hereof, (ii) we have no responsibility or obligation to update this opinion letter, to consider its applicability or correctness to any person or entity other than its addressee(s), or to take into account changes in law, facts or any other developments of which we may later become aware and (iii) any such reliance by a future assignee must be actual and reasonable under the circumstances existing at the time of assignment, including any changes in law, facts or any other developments known to or reasonably knowable by the assignee at such time.


CONFIDENTIAL Loan Number 15420-01 Exhibit 5 -1 EXHIBIT 5 FORM OF OBLIGORS’ SERVICE OF PROCESS LETTER (See Section 4.1.6 (Process Agent) and Section 8.10.4 (Applicable Law and Jurisdiction)) [PROCESS AGENT’S LETTERHEAD] [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division, Investment Operations Department Agency for Service of Process Loan No. [__] Ladies and Gentlemen: 1. Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. Pursuant to Section 8.10.4 (Applicable Law and Jurisdiction) of the Loan Agreement, the Company has irrevocably designated and appointed the undersigned [__], whose offices are currently located at [__], New York, as its authorized agent solely to receive for and on the Company’s behalf service of summons or other legal process in any legal action, suit or proceeding in any court specified in Section 8.10.4 of the Loan Agreement. 3. The undersigned informs you that it has irrevocably and unconditionally accepted that appointment as process agent as set forth in Section 8.10.4 of the Loan Agreement from [date] until [date] and agrees with IDB Invest that the undersigned shall (i) maintain an office in New York, New York, at all times during the appointment period, (ii) inform IDB Invest promptly in writing of any change in the address of the undersigned in New York, (iii) perform its obligations as process agent in accordance with the relevant terms of Section 8.10.4 (Applicable Law and Jurisdiction) of the Loan Agreement, and (iv) promptly forward to the Company any legal process received by the undersigned in its capacity as process agent.


CONFIDENTIAL Loan Number 15420-01 Exhibit 5 -2 4. As process agent, the undersigned and its successors shall discharge the above-mentioned obligations and shall not refuse fulfillment of such obligations as provided in Section 8.10.4 (Applicable Law and Jurisdiction) of the Loan Agreement. Yours truly, [NAME OF PROCESS AGENT] By: Name: Title: cc: [NAME AND ADDRESS OF COMPANY]


CONFIDENTIAL Loan Number 15420-01 Exhibit 6 -1 EXHIBIT 6 FORM OF BORROWER’S QUARTERLY CERTIFICATE (See Section 5.3.2 (Unaudited Quarterly Financial Statements)) [COMPANY’S LETTERHEAD] [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division Quarterly Certification for the Quarter Ending [_______]1 Loan No. [__] Ladies and Gentlemen: 1. Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. Pursuant to Section 5.3.2 (Unaudited Quarterly Financial Statements), the Company hereby certifies that, as at the date hereof: 2.1 the Financial Statements delivered pursuant to Section 5.3.2 were prepared from and are in accordance with the Company’s books and records and give a true and fair view of the financial position of the Company as of the date thereof and the results of its operations and cash flow for the relevant Financial Quarter, all in conformity with the Accounting Principles; 2.2 during the applicable period and as of the relevant Financial Quarter Date, no Default has occurred; and 2.3 the Company is in compliance with Section 5.1.9 (Financial Covenant), and attached hereto as Schedule A are the calculations and all information necessary to 1 Include the corresponding month and year.


CONFIDENTIAL Loan Number 15420-01 Exhibit 6 -2 calculate compliance thereunder during the applicable period and as at the last day of the period covered, as relevant, by the Financial Statements. Yours truly, TELEMÓVIL EL SALVADOR, S.A. DE C.V. By:


CONFIDENTIAL Loan Number 15420-01 Exhibit 6 -3 SCHEDULE A TO QUARTERLY COMPANY’S CERTIFICATE COMPLIANCE CALCULATIONS


CONFIDENTIAL Loan Number 15420-01 Exhibit 7 -1 EXHIBIT 7 FORM OF BORROWER’S ANNUAL CERTIFICATE (See clause (ii) of Section 5.3.1 (Audited Annual Financial Statements)) [COMPANY’S LETTERHEAD] [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division, Investment Operations Department Annual Certification of the Company Loan No. [__] Ladies and Gentlemen: 1. Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. Pursuant to Section 5.3.1 (Audited Annual Financial Statements) of the Loan Agreement, we hereby certify that, as at the date hereof: 2.1 the most recent annual audited Financial Statements delivered to IDB Invest were prepared from, and are in accordance with, the Company’s books and records and give a true and fair view of the financial position of the Company as of the date thereof and the results of its operations and cash flow for the relevant Financial Year, all in conformity with Accounting Principles; 2.2 during the applicable period and as of the end of the relevant Financial Year, no Default has occurred; and 2.3 the Company is in compliance with Section 5.1.9 (Financial Covenant) of the Loan Agreement and attached hereto as Schedule A are the calculations and all information necessary to calculate compliance thereunder during the applicable period and as at the last day of the period covered, as relevant, by the Financial Statements.


CONFIDENTIAL Loan Number 15420-01 Exhibit 7 -2 Yours truly, TELEMÓVIL EL SALVADOR, S.A. DE C.V. By: Authorized Representative


CONFIDENTIAL Loan Number 15420-01 Exhibit 7 -3 SCHEDULE A TO COMPANY’S ANNUAL CERTIFICATE COMPLIANCE CALCULATIONS


CONFIDENTIAL Loan Number 15420-01 Exhibit 8-1 EXHIBIT 8 FORM OF B LOAN SUPPLEMENT (See Loan and Guaranty Agreement, Section 4.1.9 (B Loan Supplement and Fee Letter)) [IDB INVEST LETTERHEAD] [name of Company] [address of Company] B LOAN SUPPLEMENT Ladies and Gentlemen: Reference is made to the loan and guaranty agreement among Telemovil El Salvador, S.A. de C.V. (the “Borrower”), Millicom International Cellular S.A. (the “Guarantor” and together with the Company the “Obligors”) and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”) dated as of July 18, 2025 (as amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Loan Agreement”). Capitalized terms used but not defined herein have the meanings provided in the Loan Agreement. The rules of interpretation set forth in Section 1.2 of the Loan Agreement shall apply to this letter agreement (the “B Loan Supplement”). 1. The Participant has indicated to IDB Invest that it is prepared to acquire a 100% Participation in a B Loan with a principal amount of up to seventy-five million Dollars ($75,000,000) if made by IDB Invest to the Borrower on the following terms: (a) The repayment schedule of this B Loan will be as is provided in the attached Schedule 1, including: (i) First Principal Payment Date: [______ __, 20__]; and (ii) B Loan Final Maturity Date: [______ __, 20__]; and (b) The applicable interest rate will be a variable interest rate applicable for each Interest Period to the Disbursement of this B Loan, determined by IDB Invest as the percentage rate per annum equal to the sum of (x) Applicable Term SOFR on the Interest Rate Determination Date for that Interest Period or, when applicable, the Market Disruption Base Rate, plus (y) two point sixty (2.85%) per annum. (c) Each partial prepayment of this B Loan shall be in a minimum amount equal to one million Dollars ($1,000,000), or, if less, the remaining principal balance of any Loan. (d) The Commitment Termination Date of the B Loan shall be [____](the “B Loan Commitment Termination Date”).


CONFIDENTIAL Loan Number 15420-01 Exhibit 8-2 (e) [Insert any other agreed terms.] 2. Except as provided herein, the B Loan shall be subject to all the terms and conditions applicable to the IDB Invest A Loan. For the avoidance of doubt, references to the Loan shall be deemed to include, as the context may require, the B Loan. 3. By its signature below, the Company (i) acknowledges and accepts the terms set forth above for purposes of a B Loan to be made by IDB Invest to the Company pursuant to the Loan Agreement, and (ii) agrees to borrow the B Loan on such terms, subject to the terms of the Loan Agreement. 4. The Company and the IDB Invest hereby agree that this B Loan Supplement shall constitute an amendment of the Loan Agreement, modifying the terms thereof as provided herein. Very truly yours, Inter-American Investment Corporation By: Name: Title: Accepted and agreed: [name of Company] By:______________________________________ Name:____________________________________ Title:_____________________________________ Schedule 1 TO B LOAN SUPPLEMENT REPAYMENT SCHEDULE Principal Payment Date Percentage of Principal Amount Due [___]1 [9]% [___] [9]% 1 NTD: The date shall be the date that is eighteen (18) months following the Closing Date. Average life of the Facility shall not exceed [3.75] years.


CONFIDENTIAL Loan Number 15420-01 Exhibit 8-3 Principal Payment Date Percentage of Principal Amount Due [___] [9]% [___] [9]% [___] [9]% [___] [9]% [___] [9]% B Loan Final Maturity Date [37]%


CONFIDENTIAL Loan Number 15420-01 Exhibit 9-1 EXHIBIT 9 FORM OF A LOAN FINAL MATURITY DATE EXTENSION REQUEST [COMPANY’S LETTERHEAD] [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: [●] Ladies and Gentlemen: Loan No. [●] A Loan Final Maturity Date Extension Request 1. Reference is made to loan and guaranty agreement among Telemovil El Salvador, S.A. de C.V. (the “Borrower”), Millicom International Cellular S.A. (the “Guarantor” and together with the Company the “Obligors”) and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”) dated as of July 18, 2025 (as amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Loan Agreement”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. The Borrower hereby requests IDB Invest to extend the A Loan Final Maturity Date in accordance with Section 2.18.2 (A Loan Final Maturity Date Extension) of the Loan Agreement. The Borrower accepts and acknowledges that IDB Invest has no obligation to extend the A Loan Final Maturity Date nor to deliver the A Loan Final Maturity Date Extension Supplemental Agreement and that the extension of the A Loan Final Maturity Date is at IDB Invest’s sole and full discretion. 3. The Borrower certifies that: a. no Default or Event of Default has occurred and is continuing; b. the principal amount of the IDB Invest A Loan shall be fully repaid by the Borrower on the relevant A Loan Final Maturity Date; and c. the representations and warranties made by the Obligors in the Loan Agreement and each other Financing Document are true and correct in all material respects as of the date hereof;


CONFIDENTIAL Loan Number 15420-01 Exhibit 9-2 Yours truly, TELEMÓVIL EL SALVADOR, S.A. By:


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-1 EXHIBIT 10 FORM OF A LOAN FINAL MATURITY DATE EXTENSION SUPPLEMENTAL AGREEMENT


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-2 A LOAN FINAL MATURITY DATE EXTENSION SUPPLEMENTAL AGREEMENT Dated [___], 20[ ] among TELEMÓVIL EL SALVADOR, S.A. DE C.V., as Borrower MILLICOM INTERNATIONAL CELLULAR S.A., as Guarantor and INTER-AMERICAN INVESTMENT CORPORATION


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-3 A LOAN FINAL MATURITY DATE EXTENSION SUPPLEMENTAL AGREEMENT A LOAN FINAL MATURITY DATE EXTENSION SUPPLEMENTAL AGREEMENT (this “Supplemental Agreement”), dated [ ], 20[ ], among: (1) TELEMÓVIL EL SALVADOR, S.A. DE C.V., a sociedad anónima de capital variable organized and existing under the laws of El Salvador (the “Borrower”); (2) MILLICOM INTERNATIONAL CELLULAR S.A., a société anonyme incorporated and existing under the laws of Luxembourg, having its registered office at 148-150, boulevard de la Pétrusse, L-2330, Luxembourg, registered with the Luxembourg Trade and Companies’ Register under number B40630 (the “Guarantor” and together with the Borrower, the “Obligors” and each an “Obligor”); and (3) INTER-AMERICAN INVESTMENT CORPORATION, an international organization established by the Agreement Establishing the Inter-American Investment Corporation among its member countries, as lender of the IDB Invest Loan (“IDB Invest”). RECITALS (A) WHEREAS, on [●], 2025, IDB Invest and the Borrower entered into a Loan and Guaranty Agreement (the “Loan Agreement”). (B) WHEREAS, pursuant to the terms of the Loan Agreement, the Borrower has requested the extension of the A Loan Final Maturity Date (as defined therein) and IDB Invest wishes to approve the Borrower’s request to extend the A Loan Final Maturity Date. NOW, THEREFORE, the parties hereto hereby agree as follows: ARTICLE I DEFINITIONS; INTERPRETATION Section 1.1 Definitions. Wherever used in this Supplemental Agreement, unless the context otherwise requires, capitalized terms used but not otherwise defined herein, shall have the meanings assigned to such terms in the Loan Agreement. Section 1.2 Interpretation. The rules for interpretation set forth in the Loan Agreement shall be applicable to this Agreement as if herein stated. ARTICLE II EFFECTIVE DATE; RENEWAL OF THE IDB INVEST A LOAN COMMITMENT Section 2.1 Effective Date. This Supplemental Agreement shall become effective upon the repayment in full of the outstanding IDB Invest A Loan (the “A Loan Final Maturity Date Extension Effective Date”).


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-4 Section 2.2 Extension of the A Loan Final Maturity Date. The Borrower has requested the extension of the A Loan Final Maturity Date. IDB Invest by executing this Supplemental Agreement hereby irrevocably consents, to extend the A Loan Final Maturity Date for a period of [●]1 days. Section 2.3 Certain Defined Terms. The parties agree that the following terms and conditions shall apply to the IDB Invest A Loan: “A Loan Applicable Spread” means [●] percent ([●]%) per annum. “A Loan Final Maturity Date” means the date that occurs on the date that is two (2) years after the first disbursement or, if such date is not an Interest Payment Date, then the next preceding Interest Payment Date. Section 2.6 Application of Terms and Conditions. For the avoidance of doubt, each and all of the terms and conditions of the Loan Agreement (as supplemented by this Supplemental Agreement) shall apply, mutatis mutandis, to this Supplemental Agreement. ARTICLE III REPRESENTATIONS AND WARRANTIES Section 3.1 Representations and Warranties. The Borrower represents and warrants: a. no Default or Event of Default has occurred and is continuing; b. the principal amount of the IDB Invest A Loan has been fully repaid by the Borrower on the A Loan Final Maturity Date; and c. the representations and warranties made by the Borrower in the Loan Agreement and each other Financing Document are true and correct in all material respects as of the date of the this Supplemental Agreement; ARTICLE IV MISCELLANEOUS Section 4.1 Relationship to and Effect on Loan Agreement. This Supplemental Agreement is supplemental to, and forms an integral part of, the Loan Agreement. Upon the execution of this Agreement by the parties, each reference in the Loan Agreement to “this Loan Agreement”, “hereunder”, “hereof”, “herein” or words of like import shall mean and be a reference to the Loan Agreement as amended and supplemented hereby. Section 4.2 Validity and Novation. Nothing in this Supplemental Agreement shall be construed and interpreted to have the effect of directly or indirectly modifying or in any manner affecting the validity of any provision of the Loan Agreement, other than such provisions that have 1 No extension may be approved for a period longer that two (2) years from the Effective Date.


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-5 been specifically amended pursuant to this Supplemental Agreement, nor shall anything herein be interpreted or construed as operating a novation with respect to the Loan Agreement or the Loans. Section 4.3 Counterparts. This Supplemental Agreement may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. (Signature pages follow)


CONFIDENTIAL Loan Number 15420-01 Exhibit 10-6 IN WITNESS WHEREOF, the parties, acting through their duly Authorized Representatives, have caused this Agreement to be signed in their respective names, on the date first above written. TELEMÓVIL EL SALVADOR, S.A. DE C.V., as Borrower By: Name: Title: MILLICOM INTERNATIONAL CELLULAR S.A., as Guarantor By: Name: Title: INTER-AMERICAN INVESTMENT CORPORATION as lender of the IDB Invest A Loan By: Name: Title:


CONFIDENTIAL Loan Number 15420-01 Exhibit 11 - 1 EXHIBIT 11 FORM OF DIVERSIFICATION REPORT (See Section 5.1.13 (Information for the Diversification KPI)) [COMPANY’S LETTERHEAD] [Date] Inter-American Investment Corporation 1350 New York Avenue, N.W. Washington, D.C. 20577 United States of America Attn: Portfolio Management Division, Investment Operation Department Diversification Report for the Financial Year [●] Loan No. 15420-01 Ladies and Gentlemen: 1. Reference is made to the Loan and Guaranty Agreement, dated as of [●], 20[●] the (“Loan Agreement”), among Telemóvil El Salvador, S.A. de C.V. (the “Company”), Millicom International Cellular S.A. (the “Guarantor”), and Inter-American Investment Corporation, as lender of the IDB Invest A Loan (“IDB Invest”). Capitalized terms used but not defined in this request have the meanings assigned to them in the Loan Agreement. The rules of interpretation set forth in Section 1.2 (Interpretation) of the Loan Agreement shall apply to this request. 2. Pursuant to Section 5.1.13 (Information for the Diversification KPI) of the Loan Agreement, we hereby submit this Diversification Report for the Financial Year ending [●]. 3. The Company hereby certifies that the information set forth in Schedule A attached hereto is true, complete and correct and accurately reflects the capital expenditures incurred by the Company to Eligible Suppliers during the period covered by this Diversification Report. 4. Based on the information provided in Schedule A, the Company [has/has not] met the Diversification Target for the period covered by this Diversification Report, as calculated in Schedule B attached hereto. Yours truly, TELEMÓVIL EL SALVADOR, S.A. DE C.V.


CONFIDENTIAL Loan Number 15420-01 Exhibit 11 - 2 By:


CONFIDENTIAL Loan Number 15420-01 Exhibit 11 - 3 SCHEDULE A TO DIVERSIFICATION REPORT CAPITAL EXPENDITURES TO ELIGIBLE SUPPLIERS DURING FINANCIAL YEAR [●] Supplier Name Supplier Country Description of Goods/Services Capital Expenditure (USD) Date of Expenditure [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●] [●]


CONFIDENTIAL Loan Number 15420-01 Exhibit 11 - 4 SCHEDULE B TO DIVERSIFICATION REPORT CALCULATION OF DIVERSIFICATION KPI Category Value (USD) Total Capital Expenditures to Eligible Suppliers [●] Diversification Target to the Period $10,000,000 Variance form Target (+ or -) [●] Cumulative Capital Expenditures since Base Year (2024) [●] Applicable Rate [Step-Down/Step-Up] [●]%


bbvajoinder-amendmentno2

Execution Version 52185064v4 JOINDER TO AMENDMENT NO. 2 This Joinder Agreement (this “Joinder”), dated as of October 15, 2025, is entered into by Banco Bilbao Vizcaya Argentaria, S.A., London Branch (the “Joining Lender”) and the Borrower (defined below), and acknowledged by the Administrative Agent (defined below). Capitalized terms used but not defined herein shall have the meanings given to them in the Revolving Credit Agreement (defined below). WHEREAS, Millicom International Cellular S.A., a public limited liability company (société anonyme), organized and existing under the laws of the Grand Duchy of Luxembourg, with its registered office and principal place of business located at 148-150, boulevard de la Pétrusse, L-2330, Luxembourg, and registered with the Luxembourg Trade and Companies Register under number B 40630, as borrower (in such capacity, the “Borrower”) and as guarantor, the Lenders party thereto and The Bank of Nova Scotia, as administrative agent (the “Administrative Agent”) are party to that certain Revolving Credit Agreement, dated as of October 15, 2020 (as amended and otherwise modified from time to time (including pursuant to Amendment No. 1 to Revolving Credit Agreement, dated as of June 26, 2023 and Amendment No. 2 to Revolving Credit Agreement, dated as of August 22, 2024 (“Amendment No. 2”)), the “Revolving Credit Agreement”); WHEREAS, the Joining Lender is, as of the date hereof (and was, as of the date of Amendment No. 2) an existing Lender under the Revolving Credit Agreement holding a Commitment in the aggregate amount of $35,000,000; WHEREAS, the Joining Lender desires to become a party to Amendment No. 2 as a “Consenting Lender” thereunder and to extend the maturity date of all of its Non-Extending Loans and Non-Extending Commitments to October 15, 2027, such that its Loans and Commitments shall become Extending Loans and Extending Commitments; and WHEREAS, the Borrower and the Joining Lender have requested that the Administrative Agent execute this Joinder to acknowledge the transactions contemplated hereby, which the Administrative Agent is willing to do without recourse to, or representation and warranty, whether express or implied, by, the Administrative Agent of any kind. NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows: Section 1. Joinder. The Joining Lender hereby agrees to become party to Amendment No. 2 as a “Consenting Lender” and to be bound by all the terms, conditions, and obligations applicable to Consenting Lenders thereunder and Extending Lenders under the Revolving Credit Agreement; provided, that no Consent Fee shall be payable by the Borrower to the Joining Lender thereunder. Section 2. Extending Commitment. The Joining Lender and the Borrower hereby confirm that, immediately upon the execution of this Joinder by all parties hereto, (a) the Joining Lender shall be deemed to have exchanged all of its Loans and Commitments outstanding under the Revolving Credit Agreement immediately prior to the date hereof for an equal amount of Extending Loans and Extending Commitments, respectively, and (b) the aggregate amount of the Extending Commitment of the Joining Lender shall be $35,000,000 for all purposes under the Revolving Credit Agreement. Section 3. Governing Law, etc. This Joinder shall be governed by and construed in accordance with the laws of the State of New York. The provisions of Sections 10.03, 10.10, 10.16 and 10.19 of the Revolving Credit Agreement are hereby incorporated by reference and apply hereto, mutatis mutandis.


Section 4. Counterparts. This Joinder may be executed in any number of counterparts and by different parties thereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Extending Commitment by telecopy, facsimile, electronic mail (including pdf) or any other electronic means complying with the U.S. federal ESIGN Act of 2000 or the New York State Electronic Signatures and Records Act or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes to the fullest extent permitted by applicable Law. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Extending Commitment and the transactions contemplated hereby shall be deemed to include Electronic Signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act. In order to induce the Administrative Agent to execute this Joinder to acknowledge the transactions contemplated hereby, the Borrower represents and warrants to the Administrative Agent that, as of the date hereof, no Default or Event of Default exists under the Revolving Credit Agreement or will occur as a result of the execution of this Joinder or the consummation of the transactions contemplated hereby. This Joinder is a Loan Document for all purposes of the Revolving Credit Agreement and the other Loan Documents. [Signature pages follow]


[Joinder to Amendment No. 2 to Revolving Credit Agreement] IN WITNESS WHEREOF, the parties hereto have caused this Joinder to be executed by their respective duly authorized representatives as of the date first written above. MILLICOM INTERNATIONAL CELLULAR S.A., as Borrower By: Name: Title: By: Name: Title: Signed on 10/15/2025 | 20:44:13 (GMT -5:00) Signed on 10/15/2025 | 18:30:24 (GMT -5:00)


[Joinder to Amendment No. 2 to Revolving Credit Agreement] THE BANK OF NOVA SCOTIA, as Administrative Agent By: __________________________________________ Name: Title: By: __________________________________________ Name: Title: Ana C. Espinoza Director, International Banking Venita Ramjattan Associate


[Joinder to Amendment No. 2 to Revolving Credit Agreement] BANCO BILBAO VIZCAYA ARGENTARIA, S.A., LONDON BRANCH, as Joining Lender By: __________________________________________ Name: Title: PEDRO GARRIDO EXECUTIVE DIRECTOR


BANCO BILBAO VIZCAYA ARGENTARIA, S.A., LONDON BRANCH, as Joining Lender By: Name: K3Q~ Title: t~tG,~ti11~~tY~1F,- ~ l~~~Z7CL [Joinder to Amendment No. 2 to Revolving CreditAgreement]


telefonica-summaryloanag

ENGLISH SUMMARY OF THE AMENDED AND RESTATED LOAN AGREEMENT, DATED OCTOBER 24, 2025, BETWEEN TELEFONICA MOVILES DEL URUGUAY S.A. AND BANCO SANTANDER S.A.1 On October 24, 2025, Telefonica Moviles del Uruguay S.A. (the “Borrower”) entered into an amended and restated loan agreement (together with its schedules and exhibits shall be referred to herein, the “Agreement”). The parties to the Agreement are as follows: (i) the Borrower, in such capacity, and (ii) Banco Santander S.A., as lender (the “Lender”). The following is the summary of the material terms and conditions of the Agreement. In addition to the material terms and conditions that have been summarized herein, the Agreement also includes other customary provisions including, among others, representations and warranties, fees and expenses, amendments and assignment. Loan: Pursuant to the Agreement, the Lender grants to the Borrower an unsecured multi- tranche term loan. Sum of Loan: The Lender grants to the Borrower a loan for the total sum of UYU 7,973,000,000, divided into two tranches. Tranche One in the amount of UYU 1,623,225,000 was disbursed on September 26, 2024 (“Tranche One”). Tranche Two in the amount of UYU 6,349,775,000 (“Tranche Two” and, together with Tranche One, the “Loan”) shall be disbursed in one disbursement within five business days following the execution of the Agreement. Term of Loan: The repayment of the Loan shall occur as follows: (i) Tranche One shall mature two years after September 30, 2025, on September 30, 2027, and (ii) Tranche Two shall mature five years after September 30, 2025, on September 30, 2030. Payment of Principal and Interest: The Borrower undertakes to repay the principal of the Loan as follows: (i) the principal corresponding to Tranche One shall be repaid in full on September 30, 2027, and (ii) the principal corresponding to Tranche Two shall be repaid in nine biannual and consecutive installments as follows: Date Percentage of Principal September 30, 2026 7.50% March 31, 2027 7.50% September 30, 2027 7.50% March 31, 2028 7.50% September 30, 2028 7.50% March 31, 2029 7.50% September 30, 2029 7.50% March 31, 2030 7.50% September 30, 2030 40% Ordinary Interest: The following ordinary interest shall be applicable to the Loan: (i) Tranche One will accrue ordinary interest at an annual interest rate equal to the ITLUP (curva Uruguay en pesos plazo seis meses) plus a margin of 0.89% plus taxes, which may be revised biannually pursuant to the value published by BEVSA (Bolsa Electrónica de Valores de Uruguay) the day 1 This summary is being filed pursuant to 17 CFR 240.12b-12(d).


2 prior to its update, and (ii) Tranche Two will accrue ordinary interest at an annual interest rate equal to the ITLUP plus a margin of 2.70% plus taxes, which may be revised biannually pursuant to the value published by BEVSA the day prior to its update. Tranche One ordinary interest will accrue and be payable biannually, each March 31 and September 30 or the first bank business day following such days, as applicable. Tranche Two ordinary interest will accrue and be payable quarterly, each December 30, March 31, June 30 and September 30 of each year (each a “Tranche Two Interest Payment Date”). Punitive Interest: Any payment default shall accrue punitive interest on outstanding principal and accrued interest at a rate of 8% per annum, calculated on a daily basis and capitalized. Prepayment: The Borrower may prepay the Loan as follows: i. with respect to Tranche One, the Borrower shall provide at least thirty calendar days’ prior notice to the Lender; provided that any prepayment made prior to March 30, 2026 shall be subject to a prepayment fee equal to one percent (1%) of the prepaid amount; and ii. with respect to Tranche Two, the Borrower may prepay the Loan in whole or in part at any time upon thirty calendar days’ prior notice to the Lender, provided that the prepayment of principal is accompanied by payment of all accrued interest, taxes and expenses payable as of such date. Any prepayment of Tranche Two shall be made on a Tranche Two Interest Payment Date. Other payment obligations: It is expressly agreed that any regulation issued by the Central Bank of Uruguay or another competent authority that imposes additional costs or charges on the Lender in connection with the Loan shall be borne by the Borrower, unless the applicable regulation expressly prohibits the transfer of such costs to the Borrower. Guarantee: To secure the full and timely repayment of the Borrower’s obligations, the Borrower has caused Millicom International Cellular S.A., as guarantor (the “Guarantor”), to grant an irrevocable, unconditional and joint and several corporate guarantee in favor of the Lender and its permitted assignees (the “Guarantee”). Financial Covenants: During the term of the Agreement, the Borrower must comply with financial conditions calculated quarterly using IFRS (unaudited) within 60 days of quarter-end, and annually using local accounting standards (audited) by December 31 each year within 120 days of year-end. The Borrower agrees to maintain an EBITDA to Interest and Expenses ratio of at least 2.5 and a minimum net worth of UYU 1,500,000,000. The Borrower also pledges not to take on new debt if it causes the Net Financial Debt to EBITDA ratio to reach or exceed 3.00x on a pro-forma basis, unless it qualifies as Permitted Debt. Within 10 business days of incurring new debt, the Borrower must provide the Lender with an accounting certification or financial officer's statement confirming compliance with these ratios. The Borrower must provide the Lender with audited annual financial statements within 120 days of year-end and unaudited quarterly statements within 90 days of each quarter-end if they are not publicly available. Upon request, the Borrower must provide the Lender with any non-


3 confidential information necessary to verify compliance, respond to regulators, or satisfy KYC (Know Your Customer) requirements. “Net Financial Debt” means the total accrued financial obligations, whether current or contingent, excluding finance or operating leases, minus freely available cash and cash equivalents. “EBITDA” means the Borrower’s net operating income, before deducting financial expenses, taxes, depreciation and amortization, calculated in accordance with the International Financial Reporting Standards (IFRS) applicable in the Oriental Republic of Uruguay, and excluding extraordinary or non-recurring income or expenses, and gains or losses from the sale of non- operating assets. “Interest” means interest accrued on financial indebtedness. “Expenses” means financial expenses incurred by the Borrower, including commissions, bank charges and other disbursements related to financial indebtedness. “Minimum Equity” means the Borrower’s accounting equity. “Indebtedness” means debts incurred by the Borrower, excluding finance or operating leases. “Permitted Debt” means: i. intercompany indebtedness within the Borrower’s economic group; ii. guarantees granted by the Borrower in the ordinary course of business, provided that the Borrower is in compliance with subsection j. of Clause 11.1 of the Agreement; and iii. finance or operating lease agreements entered into in the ordinary course of the Borrower’s business or necessary for its operations. Event of Default: The Agreement includes customary events of default that include, among other things, payment and non-payment defaults, inaccuracy of representations and warranties, cross-default to material indebtedness, bankruptcy and insolvency defaults, material judgment defaults and a change of control default. The occurrence of an event of default could result in the acceleration of the obligations under the Agreement. Upon the occurrence of any event of default, the Lender may declare all obligations under the Agreement immediately due and payable without judicial or extrajudicial demand and may enforce the promissory notes and the Guarantee, including amounts not yet due. Material Adverse Changes: In the event that a Material Adverse Effect occurs in the financial or operating conditions of the Borrower or the Guarantor, the Lender may renegotiate the terms and conditions with the Borrower. For the purposes of the Agreement, “Material Adverse Effect” shall mean any change, effect, event, circumstance or condition which, considered individually or together with any other adverse changes or effects, results in a material adverse effect on: (a) the business, operations, compliance, prospects, cash flows, operating results, assets, properties or condition (financial or otherwise) of the business, taken as a whole, of the Borrower or the Guarantor; or (b) the ability (or the integrity thereof) of the Borrower or the Guarantor to perform any of their obligations under the Agreement (or the legality, validity, enforceability or ability to enforce the Agreement, the promissory notes, the Guarantee or any other loan document).


4 Governing law: The Agreement is governed by the laws of the Oriental Republic of Uruguay. For any dispute or legal claim related to the interpretation or fulfillment of the Agreement, the Parties agree to submit to the jurisdiction of the Ordinary Courts of the Oriental Republic of Uruguay.


gcdbac-summaryloanagreem

ENGLISH SUMMARY OF THE LOAN AGREEMENT, DATED OCTOBER 6, 2025, BETWEEN GRUPO DE COMUNICACIONES DIGITALES, S.A., AND BAC INTERNATIONAL BANK INC.1 On October 6, 2025, Grupo de Comunicaciones Digitales, S.A. (the “Borrower”) entered into a loan agreement (together with its schedules and exhibits, the “Agreement”). The parties to the Agreement are as follows: (i) the Borrower, in such capacity, and (ii) Bac International Bank Inc., as lender (the “Lender”). The following is the summary of the material terms and conditions of the Agreement. In addition to the material terms and conditions that have been summarized herein, the Agreement also includes other customary provisions including, among others, representations and warranties, fees and expenses, amendments and assignment. Loan: Pursuant to the Agreement, the Lender grants to the Borrower an unsecured term loan. Sum of Loan: The Lender grants to the Borrower a loan for the total sum of USD 110,000,000, which shall be disbursed in one disbursement upon completion of all conditions precedent provided in the Agreement (the “Disbursement Date”). Term of Loan: The Loan shall mature sixty-six (66) months after the Disbursement Date (the “Maturity Date”). Payment of Principal and Interest: The Borrower undertakes to make interest payments in twenty-two (22) quarterly installments and the principal payment upon maturity. Interest will be automatically debited from the Borrower’s account held with the Lender on the seventeenth (17th) day of the month following the Disbursement Date and quarterly thereafter on the seventeenth (17th) day of each corresponding quarter. Any remaining balance shall be payable on the Maturity Date in a single installment. Ordinary Interest: The Loan shall accrue interest based on a three-month Term SOFR rate plus a margin of two-point eighty-five percent (2.85%) per annum; provided, that in no event shall the interest rate be less than five percent (5%). Interest will be calculated based on the actual number of calendar days elapsed using a 360-day year. Past-due interest may be capitalized at the Lender’s option and will accrue interest at the same rate as the principal. In addition to interest, the Borrower shall pay FECI2 fees where applicable under Panamanian law, though the Lender must return these funds if the Superintendency of Banks of Panama determines they do not apply and issues a refund. Punitive Interest: Any payment default shall accrue punitive interest on outstanding principal and accrued interest at a rate of 18% per annum (or the maximum rate permitted by Panamanian law). 1 This summary is being filed pursuant to 17 CFR 240.12b-12(d). 2 “FECI” means the rate for the Special Interest Compensation Fund (Tasa para el Fondo Especial de Compensación de Intereses), created by Law 4 of May 17, 1994, as amended.


2 Fees: Borrower shall pay the following fees to Lender: (i) structuring fee equal to 0.5% of the disbursed amount of the Loan, payable upon signing of the Agreement; and (ii) availability fee equal to 0.125%, payable upon disbursement of the Loan (jointly, the “Fees”). The Fees will be subject to the payment of ITBMS3. Prepayment: The Borrower may prepay the Loan in whole or in part at any time; provided, however, that any prepayment of principal made within twenty-four (24) months following the Disbursement Date shall be subject to a prepayment fee equal to 2% of the prepaid amount. Other payment obligations: The Borrower shall bear all costs, taxes, and insurance related to the Agreement, including appraisals, notary fees, legal fees, and stamp taxes. If the Lender pays any such amounts on the Borrower’s behalf, the Borrower must reimburse the Lender within five (5) business days, or such sums will be capitalized and accrue interest. The Borrower shall also be responsible for maintaining all required insurance policies, which must be endorsed in favor of the Lender; failure to provide proof of payment or renewal within the stipulated timeframes may result in the Lender declaring the Loan immediately due and payable. Guarantee: To secure the full and timely repayment of the Borrower’s obligations, the Borrower shall cause Telecomunicaciones Digitales, S.A. (the “Surety”), to act as surety (fiador) for its obligations under the Loan (the “Guarantee”). Financial Covenants: The Borrower shall maintain accurate financial records and provide the Lender with (i) audited annual financial statements for itself and its subsidiaries within one hundred and twenty (120) days of the fiscal year-end; and (ii) interim quarterly financial statements, certified by its general manager or accountant, within sixty (60) days of each quarter-end. The Borrower further agrees to maintain a Total Financial Debt4 to EBITDA5 ratio of no more than four to one (4:1), calculated according to the methodology established in the Bond Program6, or as otherwise proposed by the Lender, in the event the Bond Program ceases to be in place. Affirmative Covenants: The Borrower shall: i. Provide the financial information required in the Agreement. ii. Cause the Surety to grant the Guarantee. 3 “ITBMS” refers to the Panamanian Tax on the Transfer of Tangible Personal Property and the Provision of Services (Impuesto sobre la Transferencia de Bienes Corporales Muebles y la Prestación de Servicios). 4 “Total Financial Debt” means all financial obligations of the Borrower as of a specific date. 5 “EBITDA” means the consolidated operating profit of the Borrower, without duplication, calculated before taxes, interest, extraordinary income or losses, and expenses, among others, plus amortization and depreciation costs and expenses incurred during the same period based on financial statements prepared under generally accepted accounting principles. 6 “Bond Program” means such program put in place by Telecomunicaciones Digitales, S.A., as issuer, and registered under number SMV-431-19 dated October 22, 2019.


3 iii. Pay all taxes, fees, and contributions when due. iv. Pay all Social Security (Caja de Seguro Social) obligations. v. Comply with all significant laws, decrees, and regulations. vi. Keep all licenses, patents, and permits (national or international) valid and up to date. vii. Keep all third-party commitments current. viii. Notify the Lender immediately of any Material Adverse Change7. ix. Notify the Lender within 10 business days of any legal or arbitration proceedings. x. Perform all mandatory amortizations. xi. Allow the Lender or approved third parties to perform physical inspections. Negative Covenants: The Borrower shall not: i. Dissolve, merge, or consolidate (unless merging with the Surety). ii. Spin off into separate entities. iii. Change corporate structure, jurisdiction, or articles of incorporation. iv. Modify the social pact or shareholder agreements regarding decision-making. v. Change direct shareholding composition if it results in a Change of Control. vi. Effect a Change of Control8 without prior authorization. vii. Make substantial changes to the ordinary course of business. viii. Pay dividends or shareholder loans unless financial covenants are met. ix. Sell, lease, or dispose of assets if it causes a Material Adverse Change. x. Mortgage, pledge, or encumber assets in a way that harms the Lender’s position. xi. Enter into new contracts outside the normal course of business that risk repayment. xii. Grant corporate bonds or guarantees to third parties (unless in favor of the Lender). xiii. Grant liens on movable or immovable property to third parties. xiv. Use loan proceeds for any purpose not specified in the Agreement. xv. Incur a default with other financial institutions or tax authorities. Event of Default: The Agreement includes customary events of default that include, among other things, payment and non-payment defaults, inaccuracy of representations and warranties, cross-default to material indebtedness, bankruptcy and insolvency defaults, material judgment defaults and a change of control default. The occurrence of an event of default could result in the acceleration of the obligations under the Agreement. In the event of Loan termination due to an Event of Default, the Lender is entitled to the payment of principal, interest accrued until the date of cancellation, commissions, insurance premiums, costs, and expenses incurred. Governing law: The Agreement is governed by the laws of Panama. For any dispute or legal claim related to the interpretation or fulfillment of the Agreement, the Parties agree to submit to 7 “Material Adverse Change” means any substantial adverse change in the business, financial condition, operations, performance, or properties of the Borrower that provides the Lender with grounds to conclude that the Borrower will not be, or is not able to, fulfill or observe its payment obligations under the Agreement. 8 “Change of Control” means any event or circumstance where (i) a Person or group of Persons acting in concert (who do not currently control the Borrower) acquires direct or indirect control of the Borrower or the Surety, except if such control is acquired by entities controlled by Millicom International Cellular S.A. (“Millicom”) or through the acquisition of Millicom itself; or (ii) all or substantially all of the Borrower’s assets or business are sold.


4 the jurisdiction of the Justice Courts of Panama City, Panama, or any other forum deemed convenient and relevant by the Lender.


Document

Exhibit 8.1

Significant Subsidiaries

Entity Country
Colombia Móvil S.A. E.S.P. Colombia
Comunicaciones Celulares S.A. Guatemala
Grupo de Comunicaciones Digitales S.A. (formerly Telefónica Móviles Panamá S.A.) Panama
Millicom Cable Costa Rica S.A. Costa Rica
Millicom International Operations B.V. Netherlands
Millicom International Services LLC USA
Millicom LIH S.A. Luxembourg
Millicom International Operations S.A. Luxembourg
Millicom Spain S.L. Spain
Millicom Telecommunications S.A. (i) Luxembourg
Navega.com S.A. Guatemala
Otecel, S.A. Ecuador
Servicios Especializados en Telecomunicaciones, S.A. Guatemala
Servicios Innovadores de Comunicacion y Entretenimiento, S.A. Guatemala
Telecomunicaciones Digitales, S.A. (formerly Cable Onda S.A.) Panama
Telefónica Celular de Bolivia S.A. Bolivia
Telefónica Celular de Nicaragua S.A. Nicaragua
Telefónica Celular del Paraguay S.A. Paraguay
Telemóvil El Salvador, S.A. de C.V. El Salvador
Telefónica Moviles de Uruguay S.A. Uruguay
UNE EPM Telecomunicaciones S.A. and subsidiaries Colombia (i) Millicom Telecommunications S.A. is the holding company of most of our MFS business.
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Millicom International Cellular S.A. Insider Trading Policy 2026 Legal - Governance


[Enter name of policy] Page 2 of 15 TABLE OF CONTENTS 1 Purpose ...................................................................................................................................................................... 3 2 Scope and Applicability .............................................................................................................................................. 3 3 Definitions .................................................................................................................................................................. 3 4 Roles and Responsibilities .......................................................................................................................................... 6 5 Policy Requirements .................................................................................................................................................. 7 5.1 Prohibitions ....................................................................................................................................................... 7 5.2 Exceptions ......................................................................................................................................................... 8 5.3 Suspension of Trading ....................................................................................................................................... 8 5.4 Notification Requirements, Reporting Obligations and Regulated Lists ........................................................... 8 5.5 Black-Out Periods .............................................................................................................................................. 9 5.6 Logbooks (only applicable to Insider Information that is relevant to the Lux Bonds and the Swedish Bonds) 10 5.7 Deviations from this Policy .............................................................................................................................. 10 6 Exceptions ................................................................................................................................................................ 10 7 Enforcement ............................................................................................................................................................ 11 8 Appendices .............................................................................................................................................................. 12 8.1 Appendix A – Additional Guidance on Inside Information .............................................................................. 12 8.2 Appendix B – SEC Form 144 Notice of Proposed Sale of Securities ................................................................ 13


[Enter name of policy] Page 3 of 15 1 PURPOSE As a public issuer of common shares traded on the Nasdaq Stock Market, bonds traded on the EuroMTF Market operated by the Luxembourg Stock Exchange (the “Lux Bonds”) and bonds traded on a regulated market in Sweden (the “Swedish Bonds”), Millicom International Cellular S.A. (the “Company” or “Millicom”) is required to follow applicable securities laws and market abuse rules and regulations, as well as the disclosure requirements within the rules of the exchanges on which its securities are listed. Employees, directors and representatives of Millicom and its subsidiaries and jointly controlled entities (the “Operating Companies” and together, the “Millicom Group”), collectively and individually have an obligation to prevent insider trading violations. Due to the severity of the possible sanctions, both to you individually and to the Company, this policy (the “Policy”) is in place to assist us in complying with our obligations. Individuals that have access to material non-public information about Millicom are not permitted to disclose that information to anyone (unless their jobs require them to have that information) and may not trade in Millicom securities until that information becomes public or is no longer material and may not advise anyone else to do so. Any trading in Millicom securities by an Executive Team member must be pre-approved by Millicom’s Chief Legal & Compliance Officer, and any trading activity by any other employee, director or representative of Millicom must be reported in writing to the Trading Compliance Officer within 24 hours of the trade taking place. Detailed restrictions and requirements are described in this Policy. Any violation of these laws and regulations could be subject to personal liability and could face administrative and/or criminal penalties. In addition, any violation of this Policy could subject you to disciplinary action, up to and including termination. The objective of this Policy is to establish the main rules and regulations governing insider trading within Millicom, including related processes and reporting requirements. The key risks that this Policy seeks to address are: • Violation of various insider trading rules applicable to Millicom, and its officers, directors and employees; and • Failure to make the required regulatory disclosures and market communications, or failure to make such disclosures and market communications within the required timeframes. This Policy is not intended to replace your responsibility to understand and comply with the legal prohibition on insider trading. If you have specific questions regarding this Policy or the applicable laws and regulations, contact our Trading Compliance Officer (see Section 4). 2 SCOPE AND APPLICABILITY This Policy applies to all Millicom Insiders and the decisions Millicom Insiders make with respect to trading in Millicom Securities. 3 DEFINITIONS Term Definition Black-Out Period A defined period that begins at least 30 days preceding Millicom’s quarterly announcement of its results (usually on the last day of the calendar quarter) and ends


[Enter name of policy] Page 4 of 15 after the completion of one full trading day following Millicom’s quarterly announcement of its results during which, the trading in, or decisions related to trading in Millicom Securities, is prohibited. Closely Associated Persons 1. A spouse, or a partner considered to be equivalent to a spouse; 2. A dependent child; 3. A relative who has shared the same household for at least one year as of the date of the transaction concerned; or 4. A legal person, trust or partnership, the managerial responsibilities of which are discharged by an Insider or by a person referred to in point 1, 2 or 3, which is directly or indirectly controlled by such a person, (or) which is set up for the benefit of such a person, or the economic interests of which are substantially equivalent to those of such a person. HQ Employee Any employee of the Millicom Group with an @millicom.com email address in any location. Insiders 1. Members of our Board of Directors, our Executive Team, and HQ Employees regardless of their location, as well as senior management of the Operating Companies and any other employee or person who may have access to Inside Information. For the avoidance of doubt, while not necessarily considered as Millicom Insiders, the trading restrictions within this Policy during Black-Out Periods also extend to all HQ Employees; 2. Individuals within our operating companies and their local partners or joint venture partners who receive or have access to Inside Information; and 3. Members of the immediate family or household of the persons listed in 1 and 2. Inside Information Information of a precise nature, which has not been made public, relating, directly or indirectly, to a company or its financial instruments, and which, if it were made public, would be likely to have a significant impact on the prices of those financial instruments. Information would be “likely to have a significant effect on the price of the financial instruments” if there is a substantial likelihood that a reasonable investor would be likely to use the information as part of the basis of his or her investment decisions. Additional guidance on Inside Information is included in Appendix A to this Policy. Logbook [only in relation to the Lux Bonds and Swedish Bonds] A list of individuals with access or potential access to specifically identified Inside Information, and subject to the relevant trading restrictions applicable to Inside Information as set out in this Policy. Other Restricted Persons Other individuals, not defined otherwise herein, for whom trading restrictions apply. Person Discharging Managerial Responsibilities (PDMR) 1. A member of the Board of Directors of Millicom; and 2. A senior executive who is not a member of the Board of Directors, who has regular access to Inside Information relating directly or indirectly to Millicom and power to make managerial decisions affecting the future developments and business prospects of Millicom, i.e., CEO, CFO, CLCO, CEAO, and CTIO (the “Executive Team”).


[Enter name of policy] Page 5 of 15 Reporting Persons Members of our Board of Directors and officers (as defined in Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act")). Rule 1441 The U.S. Securities and Exchange Commission (SEC) adopted Rule 144, which allows public resale of restricted and control securities if the conditions listed below are met. Restricted securities are securities acquired in unregistered, private sales from the issuing company or from an affiliate of the issuer (such as shares received as part of an employee stock benefit plan). Control securities are those held by an affiliate of the issuer, such as employees, directors, members of the executive team and large shareholders, in a relationship of control with the issuer. Control means the power to direct the management and policies of the company in question, whether through the ownership of voting securities, by contract, or otherwise. To sell restricted or control securities, five conditions must be met: 1- Holding Period. The securities must be held for at least 6 months. Note: The holding period only applies to restricted securities. Because securities acquired in the public market are not restricted, there is no holding period for an affiliate who purchases securities of the issuer in the marketplace. 2- Current Public Information. There must be adequate current information about the issuing company publicly available before the sale can be made. For reporting companies, this generally means that the companies have complied with the periodic reporting requirements of the Exchange Act. 3- Trading Volume Formula. If you are an affiliate, the number of equity securities you may sell during any three-month period cannot exceed the greater of 1% of the outstanding shares of the same class being sold, or if the class is listed on a stock exchange, the greater of 1% or the average reported weekly trading volume during the four weeks preceding the filing of a notice of sale on Form 144. Over-the-counter stocks, including those quoted on the OTC Bulletin Board and the Pink Sheets, can only be sold using the 1% measurement. 4- Ordinary Brokerage Transactions. If you are an affiliate, the sales must be handled in all respects as routine trading transactions, and brokers may not receive more than a normal commission. Neither the seller nor the broker can solicit orders to buy the securities. 5- Filing a Notice of Proposed Sale With the SEC. If you are an affiliate, you must file a notice with the SEC on Form 144 if the sale involves more than 5,000 shares or the aggregate dollar amount is greater than $50,000 in any three-month period. See Appendix 8.2 for the notification form. 1 For more information on Rule 144, please visit the SEC website: https://www.sec.gov/about/reports-publications/investorpubsrule144


[Enter name of policy] Page 6 of 15 Section 16 Section 16(a) of the Exchange Act sets forth reporting obligations to the Reporting Persons. Reporting Persons are required to report their beneficial ownership of, and transactions in, equity securities of the Company on Forms 3, 4 and 5, as applicable. Form 3 (Initial Statement of Beneficial Ownership) must be filed by each Reporting Person as of March 18, 2026, or, in the case of any director or officer who becomes subject to Section 16(a) thereafter, within 10 calendar days. Form 4 (Statement of Changes in Beneficial Ownership) must be filed before the end of the second business day following the execution date of a reportable transaction. Reportable transactions generally include open-market purchases or sales, the grant or exercise of stock options or similar equity awards, the settlement of restricted share units, and dispositions of securities, including any donation or gift of company equity securities by the insider and sales effected to satisfy tax withholding obligations. Form 5 (Annual Statement of Beneficial Ownership) may be filed within 45 days after the end of the Company’s fiscal year to report certain transactions that are exempt from Form 4 reporting or otherwise eligible for deferred reporting. Securities Securities include inter alia common stock, preferred stock, options to purchase common stock, warrants, bonds, convertible debentures and derivative securities. Trading Compliance Officer The Company Secretary, Maria Maiori, who may delegate all or part of this function. 4 ROLES AND RESPONSIBILITIES Role Responsibilities Trading Compliance Officer The Trading Compliance Officer has the following duties which may be executed following the instructions from the Chief Legal & Compliance Officer or the advice of external counsel in the relevant jurisdiction: • Determining who the Millicom Insiders (or Other Restricted Persons) are and notifying them; • Keeping Logbooks; • Performing periodic cross-checks of available materials as may be required, which may include Form 3, Form 4, Form 5 and Form 144 (which must be filed prior to selling Millicom securities OTC in the U.S.), Schedules 13D and G, officers’ and directors’ questionnaires, and reports received from our transfer agent to determine trading activity by officers, directors and others who have, or may have, access to Inside Information; • Circulating this Policy (and/or a summary) to all existing employees, officers and directors and providing this Policy and other appropriate materials to new officers, directors and others who have, or may have, access to Inside Information;


[Enter name of policy] Page 7 of 15 • Creating and publishing on Millicom’s website a list of the information received by Millicom with respect to trading in Lux Bonds and Swedish Bonds carried out by the PDMRs and/or their Closely Associated Persons to the extent duly notified to Millicom; • Compliance activities as may be necessary with respect to Rule 144 sales of Millicom Securities; and • Promoting compliance with U.S. securities laws and the Nasdaq Stock Market rules and regulations. 5 POLICY REQUIREMENTS 5.1 Prohibitions No Insider: • May place, cancel or amend an order to buy or sell Millicom Securities at any time when they are in possession of Inside Information relating to Millicom; • may place an order to buy or sell, or to cancel or amend a buy or sell order for securities of another company (including, without limitation, any of Millicom’s customers, vendors or suppliers) at any time when they have Inside Information about that company that was obtained in the course of their employment with, or services performed on behalf of, Millicom; • may unlawfully disclose our Inside Information to third parties; • may disclose (“tip”) Inside Information to any other person (including family members), or make recommendations or express opinions on the basis of Inside Information with regard to trading in securities; • who receives or has access to our Inside Information may comment on stock price movement or rumors of other corporate developments that are of possible significance to the investing public unless it is part of the Insider’s job, which is only the case of the CEO, the CFO, and the Head of Investor Relations. If the Insider nonetheless comments on stock price movement or rumors, or discloses Inside Information to a third party, the Insider should contact the Trading Compliance Officer immediately; or • may place an order to buy or sell, or to cancel or amend an order to buy or sell our securities during any of the four Black-Out Periods that occur each fiscal year (see Section 5.5). No Millicom employee or Director: • May trade any shares unless they have met the conditions set by Rule 144 (see “3. Definitions” for more details), including the holding period of 6 months, if applicable; • may engage in any hedging transactions (including transactions involving options, puts, calls, prepaid variable forward contracts, equity swaps, collars and exchange funds or other derivatives) that are designed to hedge or speculate on any change in the market value of the Company’s equity securities; • may engage in selling the Company’s stock short (short sales). This type of activity is inherently speculative in nature and is contrary to the best interests of the Company and its shareholders;


[Enter name of policy] Page 8 of 15 • may initiate or conduct a share buyback program, or engage with a third-party agent to execute a share buyback program without prior Board approval, and such program may only be carried out in accordance with this Policy and relevant stock exchange rules in which the buyback program is executed; or • from September 1, 2022, may pledge Millicom shares or otherwise encumber shares for the purpose of obtaining loans or other forms of credit for which their shares are provided as security, without the prior approval of the Chief Legal & Compliance Officer. Former Insiders or former Employees: • must continue to follow the trading restrictions set out in this Policy until the closure of any Logbooks in which the former Insider or former employee was included. No PDMR or person that reports directly to the CEO: • may buy or sell shares without the prior written approval of the Chief Legal & Compliance Officer of Millicom. 5.2 Exceptions The prohibition on trading in Millicom Securities set forth above does not apply to: • The exercise of stock options for cash under any stock option plans (but not the sale of any such shares); • The acquisition of Securities from Millicom through Millicom’s equity incentive plans (but not the sale of any such shares); • “Legitimate behavior,” as defined in the Market Abuse Regulation, in relation to the Lux Bonds and/or the Swedish Bonds; or • “Market soundings,” as defined in the Market Abuse Regulation, in relation to the Lux Bonds and/or the Swedish Bonds. 5.3 Suspension of Trading From time to time, the Trading Compliance Officer may recommend that directors, officers, selected employees and others suspend trading in our securities because of developments that have not yet been disclosed to the public. All such persons should not trade in our securities while the suspension is in effect and should not disclose to others that we have suspended trading for certain individuals. 5.4 Notification Requirements, Reporting Obligations and Regulated Lists All Insiders must: • Report in writing any purchases or sales of Millicom Securities at any time during the fiscal year to the Trading Compliance Officer within 24 hours of occurrence. To avoid any potential instances of non-compliance with this Policy, Insiders are recommended to contact the Trading Compliance Officer to determine if any trading restrictions exist prior to conducting any purchases or sales.


[Enter name of policy] Page 9 of 15 PDMRs and any person that reports directly to the CEO must: • Request prior approval of the Chief Legal & Compliance Officer prior to any transaction related to the financial instruments of the Company conducted on their own account or by their Closely Associated Persons (including receipt of Millicom shares as remuneration). • Notify their Closely Associated Persons of their obligations to report transactions and shall keep a copy of such notification. For any proposed sale by a Board member or member of the Executive Team of more than 5,000 shares or where the aggregate sale price is greater than $50,000 in any three-month period, the member must file a notice with the SEC on Form 144 before or at the time the order to sell is placed with the broker. Such sales are also subject to volume and manner of sale restrictions. Please consult with the Chief Legal & Compliance Officer of Millicom prior to any sales. See Appendix 8.2 for the notification form. The Trading Compliance Officer must: • Keep a list of all Insiders and their Closely Associated Persons and make available on Millicom’s website any information received and notified to Millicom with respect to any transactions carried out by Insiders and/or their Closely Associated Persons; and • Notify the Luxembourg competent authority (CSSF) of any trading in Lux Bonds or Swedish Bonds conducted by Insiders or their Closely Associated Persons, through the relevant reporting process and tool (eRIIS). All Reporting Persons must: • Comply with Section 16 ("Section 16") of the Exchange Act, and the related rules and regulations, and cause any filings on Form 3, Form 4, Form 5 or Form 144 (or as may otherwise be required), to be made. • A Reporting Person is strongly encouraged to confirm as promptly as possible following any transaction that the required information has been successfully communicated to the Company. Therefore, in order to facilitate timely compliance with the requirements of Section 16, Reporting Persons shall also report prior to the execution of the transaction to the Company in writing via e-mail to the Chief Legal & Compliance Officer and if receipt is not verified in writing by the Company, also verify receipt by telephone, the complete details of every transaction (i.e., date, type of transaction, number of shares and price) involving the Company’s equity securities, including gifts, transfers, pledges and all transactions under 10b5-1 and other trading plans. 5.5 Black-Out Periods Each of the quarterly Black-Out Periods begins at least 30 days before Millicom announces its quarterly results (typically on the last day of the last month of the quarter) and ends after the completion of one full trading day following Millicom’s quarterly announcement of its results. If the first day of the Black-Out Period falls on a weekend, the Black- Out Period will start at the close of the Nasdaq Stock Market on the last trading day prior to the weekend. The exact dates are communicated by the Trading Compliance Officer prior to the end of each quarter. Assuming the Nasdaq Stock Market is open each day, below is an example of when you can trade: Announcement on Monday First Day You Can Trade Before Nasdaq opens Tuesday


[Enter name of policy] Page 10 of 15 While Nasdaq is open Tuesday After Nasdaq closes Wednesday 5.6 Logbooks (only applicable to Insider Information that is relevant to the Lux Bonds and the Swedish Bonds) The Trading Compliance Officer must: ➢ Open and maintain Logbook(s) of all Millicom Insiders with access or potential access to Inside Information that may affect Millicom’s ability to fulfil its obligations under the terms and conditions of the Lux Bonds and the Swedish Bonds regardless of whether or not the information will be published as soon as possible, until such time as the Inside Information has been made publicly available, or the information no longer meets the criteria for classification as Inside Information. Third-party Insiders (e.g., external legal counsel) may choose to maintain their own logbooks and if so, must communicate this decision in writing to the Trading Compliance Officer; ➢ Inform each Millicom Insider of their inclusion in an open Logbook and request their acknowledgement and understanding of their obligations in connection with their entry into the Logbook; ➢ Request personal identification information related to each Millicom Insider in accordance with the relevant regulatory requirements related to logbooks; ➢ Notify each Millicom Insider when a Logbook in which they are included is closed; ➢ Notify the relevant authorities of the disclosure of delayed Inside Information and include in that notification the information required by MAR Article 17.4. ➢ Keep all Logbooks for at least five years from the date the final update was made (i.e. in most cases the closing of the Logbook); and ➢ If requested by the competent authority, provide a copy of the Logbook to the authority. Millicom Insiders must not disclose the information which caused the person to be recorded in the Logbook. 5.7 Deviations from this Policy Should any aspect of this Policy be in contravention with, or omit any requirements of local laws and regulations, please contact the Trading Compliance Officer. In certain circumstances, there may be a requirement for an Insider Trading Policy in the countries in which Millicom operates (e.g., if the local entity is a listed company and local regulations require an insider trading policy). Should such circumstances arise, the Insider Trading Policy should be developed in consultation with the Trading Compliance Officer. 6 EXCEPTIONS Other than those included in this Policy, there are no exceptions regarding compliance with this Policy.


[Enter name of policy] Page 11 of 15 7 ENFORCEMENT U.S. Liability The SEC, The Nasdaq Stock Market (“Nasdaq”) and plaintiffs’ lawyers in the U.S. focus on uncovering insider trading. A breach of the insider trading laws could expose the insider to criminal fines up to three times the profits earned and imprisonment up to ten years, in addition to civil penalties (up to three times of the profits earned), and injunctive actions. In addition, punitive damages may be imposed under applicable state laws. Securities laws may also subject controlling persons to civil penalties for illegal insider trading by employees, including employees located outside the United States. Controlling persons include directors, officers, and supervisors. These persons may be subject to fines up to the greater of $1,000,000 or three-times profit (or loss avoided) by the insider trader. Liability for tipping (only applicable to Inside Information that are relevant to the Lux Bonds and the Swedish Bonds) Insiders may also be liable for improper transactions by any person (commonly referred to as a "tippee") to whom they have disclosed Inside Information, or to whom they have made recommendations or expressed opinions on the basis of such information about trading securities. A natural person who engages in insider dealing or market abuse can incur criminal sanctions, including a maximum prison term of six years and/or a maximum administrative pecuniary sanction of the highest of (i) EUR 5,000,000 or in the Member States whose currency is not the euro, the corresponding value in the national currency on 2 July 2014, or (ii) up to ten times the amount of the profits gained or losses avoided because of the infringement, where those can be determined. For a legal person, the corresponding maximum administrative pecuniary sanction amounts to the highest of (i) EUR 15,000,000 or in the Member States whose currency is not the euro, the corresponding value in the national currency on 2 July 2014, (ii) 15 % of the total annual turnover of the legal person, or group, according to the last available accounts approved by the management body, or (iii) up to ten times the amount of the profits gained, or losses avoided because of the infringement, where those can be determined. Attempts are also punishable. Disciplinary Action by Millicom Persons who violate this Policy may be subject to disciplinary action, which may include ineligibility for future participation in our equity incentive plans or termination of employment. Contingent workers / Contractors who violate this Policy will be subject to sanctions up to termination of contract. Everyone should report any suspected violations of this Policy to the Chief Legal & Compliance Officer, the Trading Compliance Officer or through Millicom’s Ethics line.2


[Enter name of policy] Page 12 of 15 8 APPENDICES 8.1 Appendix A – Additional Guidance on Inside Information While it is not possible to define all categories of Inside Information, there are various categories of information that are particularly sensitive and, as a general rule, should always be considered carefully to determine if the information is Inside Information. Examples of such information include non-disclosed: - Financial results - Projections of future earnings or losses - News of a pending or proposed merger - Acquisitions/divestitures - Impending bankruptcy or financial liquidity problems - Notification of nonreliance on an audit report - Gain or loss of a substantial customer or supplier - Changes in dividend policy - New services announcements of a significant nature - Significant pricing changes - Stock splits - New equity or debt offerings - Changes in debt ratings - Significant changes in accounting treatment or policies - Significant litigation exposure due to actual or threatened litigation - Significant legal or regulatory developments that affect the Millicom Group - Significant cyber security risks and incidents - Major changes in senior management Either positive or negative information may be Inside Information.


ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001) 8.2 Appendix B – SEC Form 144 Notice of Proposed Sale of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 ATTENTION: This Form must be filed in electronic format by means of the Commission’s Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) in accordance with the EDGAR rules set forth in Regulation S -T (17 CFR part 232), except that where the issuer of the securities is not subject to the reporting requirements of section 13 or 15(d) of the Exchange Act, this Form must be filed in accordance with Securities Act Rule 144(h)(2). For assistance with EDGAR issues, please consult the EDGAR – Information for Filers webpage on SEC.gov. OMB APPROVAL OMB Number: 3235-0101 Expires: August 31, 2026 Estimated average burden hours per response ........... 1.00 SEC USE ONLY DOCUMENT SEQUENCE NO. CUSIP NUMBER 1 (a) NAME OF ISSUER (Please type or print) (b) S.E.C. FILE NO. WORK LOCATION 1 (c) ADDRESS OF ISSUER STREET CITY STATE ZIP CODE (d) TELEPHONE NO. AREA CODE NUMBER 2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD (b) RELATIONSHIP TO ISSUER INSTRUCTION: The filer should contact the issuer to obtain the S.E.C. File Number. 3 (a) (b) SEC USE ONLY (c) Number of Shares or Other Units To Be Sold (See instr. 3(c)) (d) Aggregate Market Value (See instr. 3(d)) (e) Number of Shares or Other Units Outstanding (See instr. 3(e)) (f) Approximate Date of Sale (See instr. 3(f)) (MO. DAY YR.) (g) Name of Each Securities Exchange (See instr. 3(g)) Title of the Class of Securities To Be Sold Name and Address of Each Broker Through Whom the Securities are to be Offered or Each Market Maker who is Acquiring the Securities Broker-Dealer File Number INSTRUCTIONS: 3. (a) Title of the class of securities to be sold 1. (a) Name of issuer (b) Name and address of each broker through whom the securities are intended to be sold (b) Issuer’s S.E.C. file number, if any (c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount) (c) Issuer’s address, including zip code (d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice (d) Issuer’s telephone number, including area code (e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer


ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001) (f) Approximate date on which the securities are to be sold 2. (a) Name of person for whose account the securities are to be sold (g) Name of each securities exchange, if any, on which the securities are intended to be sold (b) Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing) TABLE I –– SECURITIES TO BE SOLD Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor: Title of the Class Date you Acquired Nature of Acquisition Transaction Name of Person from Whom Acquired (If gift, also give date donor acquired) Amount of Securities Acquired Date of Payment Nature of Payment INSTRUCTIONS: If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. TABLE II –– SECURITIES SOLD DURING THE PAST 3 MONTHS Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold. REMARKS: INSTRUCTIONS: See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. ATTENTION: The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date. Name and Address of Seller Title of Securities Sold Date of Sale Amount of Securities Sold Gross Proceeds


ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001) DATE OF NOTICE (SIGNATURE) DATE OF PLAN ADOPTION OR GIVING OF INSTRUCTION, IF RELYING ON RULE 10B5-1 The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.


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CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Marcelo Benitez, certify that:

1.I have reviewed this annual report on Form 20-F of Millicom International Cellular S.A.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

4.The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting policies;

(c)Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

5.The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

By: /s/ Marcelo Benitez
Name:    Marcelo Benitez
Title:    Chief Executive Officer (Principal Executive Officer)

Date:     March 24, 2026

Document

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Bart Vanhaeren, certify that:

1.I have reviewed this annual report on Form 20-F of Millicom International Cellular S.A.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

4.The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting policies;

(c)Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

5.The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

By: /s/ Bart Vanhaeren
Name:    Bart Vanhaeren
Title:    Chief Financial Officer (Principal Financial Officer)
Date: March 24, 2026

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CERTIFICATION

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002

(subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Millicom International Cellular S.A., a company incorporated under the laws of the Grand Duchy of Luxembourg (the “Company”), hereby certifies, to such officer’s knowledge, that:

The Annual Report on Form 20-F for the year ended December 31, 2025 (the “Report”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Marcelo Benitez
Name:    Marcelo Benitez
Title: Chief Executive Officer

Date:     March 24, 2026

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CERTIFICATION

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002

(subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Millicom International Cellular S.A., a company incorporated under the laws of the Grand Duchy of Luxembourg (the “Company”), hereby certifies, to such officer’s knowledge, that:

The Annual Report on Form 20-F for the year ended December 31, 2025 (the “Report”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Bart Vanhaeren
Name:    Bart Vanhaeren
Title:    Chief Financial Officer

Date:     March 24, 2026

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Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the registration statement (No. 333-234307) on Form S-8 of our reports dated March 24, 2026, with respect to the consolidated financial statements of Millicom International Cellular S.A. and the effectiveness of internal control over financial reporting.

/s/ KPMG LLP

Miami, Florida

March 24, 2026

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Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-234307) pertaining to the Long-Term Incentive Performance Share and Deferred Short-Term Incentive Share Programs of Millicom International Cellular S.A., of our report dated March 12, 2024, with respect to the consolidated financial statements of Millicom International Cellular S.A. included in this Annual Report (Form 20-F) of Millicom International Cellular S.A. for the year ended December 31, 2025.

/s/ Ernst & Young

Société anonyme

Cabinet de révision agréé

Luxembourg

March 24, 2026