Millicom International Cellular Annual Report 2019

FY2019 Annual Report · Millicom International Cellular

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GROWING OUR
Connections
and Impact

2019 Millicom Annual Report

Our Purpose: To build the digital highways that connect
people, improve lives and develop our communities.

Growing Our Connections and Impact

Millicom drives its business success through connections that matter. Connections that open doors to knowledge,
enable people to thrive in the digital economy and help businesses realize financial opportunities that would
otherwise go untapped. We continually pursue new ways to extend the reach and impact of our digital highways
through innovations that fuel productive, sustainable growth in the markets where we operate.

As we create vital connectivity through our fixed and mobile networks, we also lead responsibly to foster an
environment where our employees, customers and communities can prosper and reach their full potential.
We strive to lead by example, particularly in ethical business practices and responsiveness to the needs of all
people in our communities.

We are headquartered in Luxembourg, with a U.S. corporate office in Miami. Through our Tigo and Tigo
BusinessTM brands, we provide a wide range of digital services, including high-speed data, cable TV, voice and
SMS, Mobile Financial Services, and business solutions. We serve customers in nine Latin American markets—
Bolivia, Colombia, Costa Rica, El Salvador, Guatemala, Honduras, Nicaragua, Panama and Paraguay—as well
as in Tanzania.

Millicom 2019 Annual Repor t

Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

SPOTLIGHTS IN
THIS REPORT

We seek to make a

positive difference in the

lives of individuals, the

success of businesses,

and the progress of

communities through our

actions as a company.

The impact of our work

throughout 2019 can be

seen in various feature

stories bearing a

Spotlight icon that

appears throughout the

pages that follow. They

demonstrate how our

22,000-plus employees

help put Millicom’s

strategy, purpose and

responsible leadership

into action.

About This Report

Our fourth integrated annual report combines our corporate responsibility (CR) and finan-
cial reports to provide all our stakeholders with a clear and comprehensive overview of
our business and activities in 2019. The report conveys our progress against our business
strategy and identifies and quantifies the ways in which our practices and programs
under our CR Framework deliver business value, transform communities, and protect our
environment as contemplated under the UN Sustainable Development Goals.

Our CR Framework and Five-Year CR plan, against which we are reporting this year,
were built on our 2018 Materiality Assessment and ongoing dialogue with internal and
external stakeholders. We will continue to seek feedback from investors, customers,
employees and community leaders to inform about our corporate responsibility efforts.
[Click here] to find out more about our CR reporting approach.

Note: Our Latin America (Latam) segment includes our Honduras and Guatemala joint
ventures as if they were fully consolidated, as this reflects the way our management
reviews and uses internally reported information to make decisions about operating
matters. We also report in this way to provide increased transparency to investors on
those operations. Unless otherwise noted, the data in this report includes the opera-
tions of Cable Onda and Telefónica Central America assets in Panama and Nicaragua
that Millicom acquired in 2018 and 2019, respectively.

What’s Inside This Report

Overview
02 Chairman’s Message
03 Chief Executive Officer’s message
05 Our Year in Numbers
06 Our Market Leadership

Managing Our Business
09 Our Market Outlook
10 Our Financial Performance
15 Supporting Our People
22

Our Business Strategy and
Performance

28 Enterprise Risk Management
33 Compliance and Business Ethics

Fulfilling Our Corporate Responsibility
36 Our CR Framework
38 CR Fundamentals
39 Environment
41 Human Rights
42 Ethics
43
Inclusion
43 Supply Chain

44 Our Responsible Leadership in Action

45 Protecting Children
47 Empowering Women
49 Connecting Communities

50 CR Performance Tables
64 Assurance Letter

Governance
67 Chairman’s report
68 Corporate governance framework
69

Shareholders and shareholders’
meeting
Board of Directors and
Board committees

74 Board profile–skills and experience
77 Board program
80 Board committees

80
83

I. Audit Committee
II. Compliance and Business
Conduct Committee
III. Compensation Committee:
Remuneration Report

92 Millicom CEO and Executive Team
99

Directors’ Financial and
Operating Report

100 Management responsibility

statement

Disclaimers
102 Forward looking statements
103 Non IFRS definitions
104 Non IFRS reconciliations

Auditors’ Reports and Financial Statement
116 Independent Auditor’s Report
120 Consolidated Financial Statements
127 Notes to the Consolidated Financial

Statements

Millicom 2019 Annual Report

Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Chairman’s Message
At the end of 2019, I completed my first year as Chair of Millicom’s Board. I am more
impressed than ever with how our digital highways help communities overcome obstacles to
access the digital world and enable technological breakthroughs. We are making connections
that matter and doing it in the right way.

In 2019, Millicom continued straight and true on a path of delivering on our value
proposition and business strategy. Steadfast execution against our strategic pil-
lars resulted in the company delivering key operational targets and achieving a
solid financial performance, despite periods of weaker economic activity and
political uncertainty in parts of Latin America.

Our unprecedented investments to extend the reach of Millicom’s cable and
4G network across nine countries further strengthened our position as the
leading telecommunications provider in these markets. Along with integrat-
ing the businesses in Central America from acquired operations from
Telefonica and Cable Onda in Panama, we also finalized the sale of Tigo
operations in Chad as part of our strategic focus on Latam.

As always, our Governance structure and Business Ethics and Compliance programs were key to navigating some
of the risks inherent to operating in emerging markets. Doing business in the right way is a fundamental driver
embodied in our new “Sangre Tigo” framework that sets the tone from the top and cascading down through the
whole organization. We believe our commitment to ethics and compliance builds strength and success for our com-
pany, and positions Tigo as a force for positive change in the countries and communities we serve.

The listing of Millicom’s common shares in the U.S. in NASDAQ Stock Market in January 2019 has opened greater
opportunities to reach potential investors and provided additional support for our growth strategy. We paid special
attention this year to enhancing controls and policies in our first year of compliance with the Sarbanes-Oxley Act.

This was also a transformational year of progress in our efforts to bring lasting social, environmental and eco-
nomic value to the people and communities we serve. I am proud of how we are building our market leadership on
a sound strategy that intertwines Millicom’s Corporate Responsibility framework with our business objectives. For
us, doing good business and doing what’s right are two sides of the same coin.

Ultimately, it’s our people who bring our ambitious vision to life. We recognize the importance of ensuring that
Millicom is a place where employees feel safe, protected and supported in ways that enable them to do well, and
enhance their lives and the lives of those around them. I am pleased that we took steps in 2019 to create a more
robust Diversity and Inclusion strategy.

2019 ended with another important milestone in our history as the company’s largest long term shareholder,
Kinnevik AB, exited as a shareholder through a distribution of its entire 37% stake in Millicom. On behalf of the
Board, I want to extend our gratitude for the valuable role Kinnevik has played in our company’s story. Now begins
an exciting new chapter for Millicom as a business 100% owned by public shareholders who can trade TIGO on
both the U.S. and Stockholm NASDAQ exchanges.

In my first year as Chairman, I deeply appreciated the ways that our newest Board members—Pernille Erenbjerg,
Mercedes Johnson and Jim Thompson—stepped into their responsibilities with poise and enthusiasm. We are for-
tunate to gain their deep business experience and regional knowledge. I also want to recognize the contributions
made by Tom Boardman, Anders Jensen and Roger Sole Rafols, who ended their Board service in 2019.

Lastly, I thank the Executive Team for executing our business strategy so capably. Their commitment made a tre-
mendous impact on our performance in 2019 and positioned us for even greater success in 2020 and beyond.

It is my pleasure to share our Annual Report with you. I hope you find this summary of our business and Corporate
Responsibility achievements to be as exciting and inspiring as I have.

José Antonio Ríos García
Chairman of the Board of Directors

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

“We have an obligation to
ensure the technology we
provide is being used
responsibly and has the best
possible outcome for the
communities we serve.”

“

Chief Executive
Officer’s Message
2019 was a pivotal year for our company, with several
game-changing milestones. Our collaborative approach
to executing our business and corporate responsibility
strategies provided results that truly benefited our share-
holders, our customers, our employees and the communities
of the countries we serve.

We reinforced our commitment to Central America with an unparal-
leled inorganic investment of more than $3 billion over the last 18
months, adding Cable Onda in Panama and Telefónica’s operations in
Nicaragua, Panama and Costa Rica1 to our existing operations. These
transactions enhanced our footprint and advanced our goal to rede-
ploy capital from under-performing to higher-performing regions.

As a result, we significantly enhanced Tigo’s mobile and fixed conver-
gence capabilities in 2019. Tigo is now the No. 1 or No. 2 provider of
mobile, broadband internet and pay TV services in eight out of our
nine Latam markets.

Our business strategy—in place since 2016—is working, and the
results can be seen in our revenue growth over the past year. Revenue
for 2019 increased 9.9% to $4,336 million, and net profit for the year
attributable to shareholders improved to $149 million, or $1.48 per
share. We are confident that by executing our strategy, we will con-
tinue to create long-term value for shareholders.

Our customers benefited from our investments last year as well. We
added a record number of customers to our 4G network, giving them
faster, more reliable mobile internet access. We capitalized on our
enhanced infrastructure capabilities to expand our business-to-busi-
ness services, gaining 4,000 new customers in the past year. In 2019,
we also advanced our goal to become a “content supermarket” for our
Latam customers, creating strategic partnerships with Google,
Amazon and others to deliver the richest selection of consumer expe-
riences and business solutions. These enhanced offerings and our
commitment to “give 1,000% to our customers” resulted in a tangible
uptick in the Net Promoter Score metrics we use to measure customer
satisfaction.

Ultimately, our success as a company ties back to our purpose and the
transformational benefits that individuals and communities gain from
being connected and participating in the digital lifestyle. Last year, we
catapulted our long-standing corporate responsibility efforts to a new
level as we put into action our updated and more cohesive Corporate
Responsibility Framework, including measurable targets. The refined
framework includes five Corporate Responsibility Fundamentals that
guide us in how we manage our business, as well as our Responsible
Leadership in Action initiatives to empower women, protect children,
and connect communities. (More details can be found on pages
34-63 of this year’s report.) This also highlights our ongoing commit-
ment to the United Nations Global Compact.

1 Reflects our pending acquisition of Telefonica Costa Rica.

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Highlights of our CR progress in 2019 clearly demonstrate how we cre-
ate shared value for our multiple stakeholders:
» Promoting safe and productive Internet use among youth.

Through our Conectate Segur@ program, we provided thousands of
children, parents, teachers and caregivers with practical lessons on
how to avoid potential dangers online so they can more fully enjoy
the benefits of technology.

» Narrowing the digital gender divide. Through our Conectadas
program, we moved closer to our goal of training 400,000 women
on digital tools and entrepreneurial skills by 2023, empowering
them to support their families and contribute to their communities’
economic vitality.

» Issuing our first Sustainability Bond. Valued at approximately

$211 million, our inaugural Sustainability Bond is helping us reduce
our climate footprint and promote greater digital and financial
inclusion in emerging markets. The enthusiastic response from
investors for this bond underscores how our company can be a pow-
erful vehicle for channeling funds from capital markets in Sweden,
the United States, and elsewhere to developing countries in Latin
America.

» Sharing the talent of our people. We created opportunities for

hundreds of Tigo employees to volunteer in our Conectate Segur@
and Conectadas digital inclusion programs, allowing our employees
to engage directly with communities to create positive changes in
their lives through technology, which in turn, create positive rewards
for our employees.

In our business operations and CR programs alike, our talented and
committed employees are the lifeblood that propels us forward with
great momentum. We call this powerful force our “Sangre Tigo.” In
2019, we dedicated ourselves to defining the essence of Sangre
Tigo—those attitudes, behaviors and beliefs that our people bring to
work—to ensure our company remains a great place to work as we
grow. Our more than 22,000 employees now have a clearer sense of
our purpose and are channeling their energy to have a positive impact
for all our stakeholders.

I want to thank our Board, our community partners and our employ-
ees for their invaluable role in fulfilling our purpose in 2019. As you’ll
see on the pages that follow, our attention to growing our connec-
tions and impact, and the results that accrued to all our strategic
stakeholders last year give us many reasons to feel optimistic about
2020. We know there are challenges ahead, and we look forward to
tackling them with enthusiasm, with Sangre Tigo.

Mauricio Ramos
Chief Executive Officer

CEO Mauricio Ramos during the
public announcement of
Millicom’s acquisition of
Telefonica in Panama

Millicom 2019 Annual ReportWho We Are

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Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Financial and Operational Highlights

FINANCIAL RESULTS

Revenue
($m)

2017

2018

2019

Gross Profit
($m)

2017

2018

2019

HOME

HFC Homes Passed
(m)

$3,936

$3,946

$4,336

+9.9%
Year-on-year
growth

2017

2018

2019

8.4

+8.5%
Year-on-year
growth

10.6

11.5

HFC Customer Relationships
(m)

$2,767

$2,829

$3,135

+10.8%
Year-on-year
growth

2017

2018

2019

2.3

+11.3%
Year-on-year
growth

3.1

3.5

MOBILE

4G customers
(m)

7.2

10.5

2017

2018

2019

+47%
Year-on-year
growth

15.4

Indicator reflects Latam segment.
• Points of presence
• 4G Customers
• HFC Homes Passed
• HFC Customer Relationships

22K+

Full-time employees and
approximately 30,000
contractors

11.6K

Points of presence

Corporate Responsibility Highlights

200

89%

1,400+

207K

Key Staff trained on
Human Rights

Strategic suppliers who
signed the Supplier
Code of Conduct

Connected
schools

Women who
participated in our
digital inclusion and
training programs

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Honduras
Mobile #1
BBI #1
Pay TV #2

Guatemala
Mobile #1
BBI #2
Pay TV #1

El Salvador1
Mobile #2
BBI #2
Pay TV #2

Nicaragua
Mobile #1
BBI #2
Pay TV #2

Panama
Mobile #1
BBI #1
Pay TV #1

Costa Rica1
Mobile #2
BBI #3
Pay TV #1

Colombia
Mobile #3
BBI #2
Pay TV #2

Consolidating our
leadership position in
Latam through diligent
execution of our
business strategy.

Strengthening our leadership position in Latam through diligent
execution of our business strategy

Our long-term focus on converging Tigo’s fixed and mobile services throughout
Latin America continues to drive solid business result. Millicom’s gains in recent
years from both organically increasing our market share and investing in key
acquisitions to further consolidate our regional footprint.

As a result of our acquisitions of Cable Onda, the leading cable operator in Panama,
and of Telefonica’s telecom operations in Panama, Costa Rica and Nicaragua, Tigo is
reshaping the industry landscape in Central America. These new assets allowed us to
add Panama to our portfolio of countries served and accelerated our fixed-mobile
convergence strategy in the region. Most importantly, we can provide customers in
these markets with the high quality fixed and mobile services they expect.

Our significant investments demonstrate Tigo’s commitment to expanding digital
highways and advancing economic prosperity in Latam for years to come.

Bolivia
Mobile #2
BBI #1
Pay TV #1

Paraguay
Mobile #1
BBI #1
Pay TV #1

1 Reflects our pending acquisition of Telefonica Costa Rica, and America Movil’s pending

acquisition in El Salvador.

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

A Single Integrated Company
By executing on our business strategy, Tigo
is now the only convergent operator in each of
its 9 Latin American markets.1

O U R B U S I N E S S S T R AT E G Y

Monetizing Mobile Data
A sound mobile data monetization strategy will continue to translate incremental
growth into additional revenue through:
» Expansion of our 4G/LTE network
» Transition to a postpaid subscription revenue model
» Products and services that stimulate data usage
Building Cable
Demand for high-speed data from both the business sector and individual customers
drives revenue growth. To meet this demand, we are:
» Accelerating the expansion of our hybrid fiber-coaxial (HFC) network
» Targeting acquisitions that complement our organic buildout
» Adding content and services to drive further growth in Average Revenue Per User (ARPU).
Accelerating Convergence
The deployment of IT solutions to efficiently market and support convergent solu-
tions will help us:
» Differentiate ourselves in the marketplace
» Generate new revenue streams
» Increase customer satisfaction and loyalty
» Reduce customer churn and costs
» Prepare for future network deployments such as 5G.
Driving B2B Growth
To accelerate growth among multinational corporations, large local companies and
small and medium size businesses (SMBs), we have made B2B fundamental to our
strategy by:
» Differentiating the Tigo Business brand through excellent service and frontline execution
» Selectively evolving our portfolio into Information and Communications

Technology (ICT)-managed services.

» Investing in state-of-the-art infrastructure, including tier 3 datacenters
» Developing and supporting sales and marketing capabilities to penetrate and serve new

customers.

Promoting a Digital Experience
Increased digitization of our processes and operations continue to benefit our com-
pany and customers as we:
» Provide superior digital journeys for our customers that will ensure we become or

Tigo Sports

Tigo Music

remain the operator of choice;

Tigo Money

» Create new tools and an enhanced operational model so our teams can do their

work more efficiently; and

» Offer next generation user-experience platforms that seamlessly integrate content

across linear and on-demand channels.

Tigo ONE tv

Mi Tigo

Tigo Shop

Tigo Sports

Tigo Music

Tigo Money

Tigo Business

Tigo Sports

Tigo Music

Tigo Money

Tigo ONE tv

Mi Tigo

Tigo Shop

1 Reflects our pending acquisition of Telefonica Costa Rica.

Tigo ONE tv

Mi Tigo

Tigo Shop

Tigo Business

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Managing
Our Business

Millicom’s performance reflects the interconnected work of teams across
many disciplines. We stay on track to excel by diligently studying and
monitoring our markets, continually supporting and developing our human
capital and honing and measuring our progress against our business
strategy. Our continued success also hinges on how we mitigate risks and
optimize opportunities in our organization, meet our rigorous ethical and
compliance standards, and govern our company. This section of our Annual
Report lays out how all those components contribute to our success.

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Our Market Outlook

We take a long-term view and follow a rigorous and disciplined
approach to capital allocation as we expand the company’s digital
infrastructure throughout Latin America. The assets that we have built
over the past several years, together with our recent cable and mobile
acquisitions in Central America, have enabled us to provide new
services and to add customers and increase usage of our network in
markets where a growing middle class is devoting a larger share of its
disposal income to communication and information services.

Our strategy to further consolidate Tigo operations in Latam holds
some degree of planned risk, but we see significant potential growth
ahead for this region. In its Latin America Economic Outlook forecast
from October 2019, Oxford Economics predicted several encouraging
trends in many of the countries we serve. Among them:
» Steady GDP growth for much of the region
» Reduced volatility in exchange rates for Latam as a whole, with a

few exceptions

» 6.6% annual growth in the number of households with an average
income of more than $20,000 over the next decade—from about
8 million in 2018 to roughly 15 million by 2028

We are positioning Tigo to both profit from and contribute to the
region’s upward momentum. As our customer base and portfolio
offerings grow, we bring more capital and a deeper well of expertise to
emerging markets. In turn, the people and businesses that use our
digital highways to improve their economic stature bring follow-on
benefits—such as added disposable income, new jobs and greater
civic involvement—to their communities.

In these and many other respects, our strong competitive position in
Latam not only benefits Millicom shareholders but also our customers,
employees and communities. Managing our business is truly
inseparable from advancing economic development and social
progress in the countries where we operate.

“

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Chief Financial Officer’s Message
We continued to focus on capturing the broadband opportunity in our Latin America
markets during 2019, as we saw positive results in both mobile and cable during the
year. Additionally, we completed our footprint in Central America, acquiring and
integrating mobile operations in Nicaragua and Panama. We continued to execute on
our capital allocation strategy, selling Chad and supporting Jumia and Helios Towers
with their successful stock exchange listings.

Group highlights1

Revenue for the year ended December 31, 2019 increased 9.9% to
$4,336 million, as revenue from acquisitions more than offset the
impact of weaker foreign currencies.

Operating income for the year declined 10.1% to $575 million, as we
recognized other operating losses primarily due to a non-cash loss on
disposal of equity investments and fair value adjustments. Operating
expenses decreased 0.8%, while depreciation and amortization
increased 37.2% resulting from newly acquired operations, and the
impact of IFRS 16 adoption. The share of net profit in our joint
ventures in Guatemala and Honduras increased 16.0%, due to positive
results in these operations during 2019.

Net interest expense increased 57.1% to $544 million, mainly due to an increase in our gross debt
during the year resulting from acquisitions, and the impact of IFRS 16.

In order to finance our acquisitions in Central America, we were active in the debt capital markets in
2019, issuing our first bond in Panama and our first Sustainability Bond in Stockholm.

Following the acquisitions of mobile assets in Central America, our leverage ended 2019 at 3.19x on a
proforma proportionate net debt-to-EBITDA basis. Our leverage ratio is currently above our long-term
target of 2.0x, primarily due to the acquisitions, but we expect that future EBITDA growth and cash
generation will allow us to return to our target leverage ratio in the medium term.2

Income from other non-operating items increased by $266 million to $227 million during the year, due
to an increase in value in our equity investment in Helios Towers, offset by a decrease in value in our
equity investment in Jumia as well as foreign exchange losses during the year.

Tax expense increased 7.2% to $120 million, due to the net movement between lower profitability in
Latin America resulting in a lower income tax charge, offset by the inclusion of acquisitions and a
higher net deferred tax expense during the year.

As a result of the above factors, net profit for the year atributable to shareholders was $149 million, or
$1.48 per share.

For more extensive details on Millicom’s financial performance, please refer to pages 120-213.

Tim Pennington
Chief Financial Officer

1 Group highlights are presented on an IFRS basis and therefore do not consolidate the results from our Guatemala and Honduras

joint ventures.

2 This paragraph includes Non-IFRS measures. Please refer to the non-IFRS disclosures in this annual report for a description and

for a reconciliation of non-IFRS measures.

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

This section provides a summary of the financial and operating performance of our Latin America and Africa
segments through selected performance indicators1 that are based on our management reporting, presenting
Guatemala and Honduras joint ventures as if fully consolidated in the Latin America segment.

Our 2019 Financial Performance in Latin America2
2019 was a challenging macroeconomic year for some of our markets. Paraguay, for example, experienced
negative GDP growth during the first half of the year due to volatility in neighboring economies and to fluctuations
in commodity prices which impacted the agricultural sector. Meanwhile, Bolivia and Nicaragua were impacted by
periods of widespread political protests and social unrest, which dampened economic activity. In Panama,
economic growth slowed during the first half of the year.

The slower macroeconomic growth environment, combined with increased competition in some markets, meant
that our Latin American organic service revenue growth was 2.2% in 2019 representing a slowdown compared to
4.3% growth in 2018. EBITDA growth was 2.1% (2018: 3.5%) on an organic basis during the year. However, OCF
(this is EBITDA minus Capex) growth was robust and rose 8.3% (2018: 3.2%), demonstrating our capability to
deliver strong cash flow growth even under challenging market conditions.

In our Mobile business, which accounts for 59% of Latam service revenue (2018: 63%), we increased our footprint
by adding operations in Nicaragua and Panama, which added 5.2 million mobile users to our network. Aided by
these acquisitions, our customer base increased to 39.8 million customers and our 4G customers increased to
15.4 million, and we continued to improve our penetration rates, with 4G reaching 39% of our mobile customers at
the end of 2019, an improvement from the 31% penetration rate at the end of 2018. Mobile service revenue
increased 1.4% year-over-year from 2019 (2018: -2.1%) as revenue from acquisitions more than offset the impact
of weaker currencies and a slight decline in our organic growth during the period.

In our Cable and other fixed business, which generates about 40% of our Latin American service revenue
(2018: 36%), we expanded our HFC network during 2019 to cover an additional 901,000 homes, bringing the total
to 11.5 million at year-end 2019 (2018: 10.6 million). We added 351,000 net HFC customer relationships, ending
the year with 3.5 million, a penetration rate of 30% (2018: 29%). Revenue in our Cable business increased 21.5%
year-on-year (2018: 3.1%) fueled by the acquisition of Cable Onda, as well as robust organic growth in most
markets, which more than offset the drag from weaker currencies.

By country, organic service revenue growth was positive in seven of our nine markets, while EBITDA grew in Bolivia,
Colombia, Panama, Guatemala and Honduras. Our Colombia business showed improvement in both the mobile
and home businesses; Guatemala and Honduras performed strongly, as our market-leading mobile businesses
continued to drive success in these countries. Results in Bolivia and Paraguay were afected by competition as well
as by the macroeconomic and political situations, respectively. Despite social unrest, our Bolivia home business was
one of our strongest performers during the year. A slowing economy also afected our Panama operations, but our
focus on synergies during the integration resulted in strong EBITDA, and cash flow growth during the year.

Capex in Latin America was $1 billion in 2019, as we continued to invest to support the ongoing expansion of both
our mobile and fixed networks in the region. By year-end, our 4G networks covered approximately 69% of the
population of our markets, which now include Nicaragua and Panama. Strong 4G mobile network coverage and
performance allowed us to allocate a majority of our capex toward our cable network expansion in 2019,
consistent with recent years. Customer premise equipment deployed to support the growth of our Cable customer
base accounted for more than 30% of our total capex in the region, indicating that a significant portion of our
capex is success-driven and variable in nature, which helps to reduce volatility in cash flow generation.

Latam
($m)

10%
Paraguay

13%
Other

26%
Colombia

Revenue by
country

10%
Honduras

11%
Bolivia

6%
El Salvador

24%
Guatemala

1%
Other
$60m

37%
Cable and
other ﬁxed
$2,197m

Revenue by
business

55%
Mobile
$3,258m

7%
Equipment
Sales Revenue
$449m

Service revenue
Organic growth +2.2%
$5,514

EBITDA
Organic growth +2.1%
$2,443

1 Non-IFRS measure. Please refer to the non-IFRS disclosures in this annual report for a description and for a reconciliation of non-IFRS measures.

2 Our Latin America (Latam) segment includes our Guatemala and Honduras joint ventures as if they were fully consolidated. Service revenue,

EBITDA, OCF, CAPEX and organic growth are non-IFRS measures. Please refer to page 103 for description of non-IFRS measures

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Colombia

Others
$42m

Mobile
$577m

Service
Revenue

Cable and
other ﬁxed
$813m

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
1,710
As of year end 2019
36
Net additions
+2.1%
YOY Growth

MOBILE (’000)
4G smartphone
data users
3,570
As of year end 2019
870
Net additions
+32.2%
YOY Growth

Bolivia

Cable and
other ﬁxed
$205.1m

Others
$2m

Service
Revenue

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
511
As of year end 2019
122
Net additions
+31.3%
YOY Growth

MOBILE (’000)
4G smartphone
data users
2,171
As of year end 2019
359
Net additions
+19.8%
YOY Growth

Mobile
$416.4m

Mobile
$363m

Paraguay

Others
$1.3m

Cable and
other ﬁxed
$210m

Service
Revenue

Guatemala

Cable and
other ﬁxed
$201.4m

Others
$3m

Service
Revenue

Mobile
$1,029.7m

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
437
As of year end 2019
30
Net additions
+7.5%
YOY Growth

MOBILE (’000)
4G smartphone
data users
1,520
As of year end 2019
436
Net additions
+40.2%
YOY Growth

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
519
As of year end 2019
34
Net additions
+7.1%
YOY Growth

MOBILE (’000)
4G smartphone
data users
3,894
As of year end 2019
906
Net additions
+30.3%
YOY Growth

Service revenue2 $m
Organic growth +2.8%

2019

2018

EBITDA $m
Organic growth +3.0%

2019

2018

EBITDA margin3 %

2019*

2018

$1,432

$1,553

$510

$494

33.3%

29.7%

Service revenue2 $m
Organic growth +4.5%

2019

2018

EBITDA $m
Organic growth +6.3%

2019

2018

EBITDA margin4 %

2019

2018

$624

$597

$257

$232

40.2%

37.8%

Service revenue2 $m
Organic growth –1.2%

2019

2018

EBITDA $m
Organic growth –5.6%

2019

2018

EBITDA margin5 %

2019

2018

$575

$632

$294

$332

48.2%

48.8%

Service revenue2 $m
Organic growth +5.3%

2019

2018

EBITDA $m
Organic growth +4.7%

2019

2018

EBITDA margin6 %

2019

2018

$1,234

$1,200

$748

$689

52.2%

50.2%

1 Includes HFC, DTH, Copper and other technologies.
2 Organic growth represents year-on year-growth excluding the impact of changes in FX rates, perimeter, and accounting.
3 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 29.8%.
4 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 38.5%.
5 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 47.2%.
6 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 49.1%.

Millicom 2019 Annual Report–23,378
Net additions
–5%
YOY Growth

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Honduras
Cable and
other ﬁxed
$92m

Others
$6m

Service
Revenue

Mobile
$452.4m

Panama

Others
$5m

Mobile
$70.4m

Service
Revenue

Cable and
other ﬁxed
$392.7m

El Salvador

Others
$2m

Cable and
other ﬁxed
$125.2m

Service
Revenue

Mobile
$221m

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
176
As of year end 2019
11
Net additions
+6.9%
YOY Growth

MOBILE (’000)
4G smartphone
data users
1,747
As of year end 2019
469
Net additions
+36.7%
YOY Growth

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
437
As of year end 2019
23
Net additions
-5.1%
YOY Growth

MOBILE (’000)
4G smartphone
data users
787
As of year end 2019
68
Net additions

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
274
As of year end 2019
1
Net additions
+0.4%
YOY Growth

MOBILE (’000)
4G smartphone
data users
924
As of year end 2019
299
Net additions
+47.8%
YOY Growth

Service revenue2 $m
Organic growth +1.7%

2019

2018

EBITDA $m
Organic growth +0.5%

2019

2018

EBITDA margin3 %

2019

2018

Service revenue2 $m
Organic growth +0.4%

2019

2018

$17

EBITDA $m
Organic growth +9.1%

2019

2018

$551

$555

$280

$268

47.1%

45.8%

$468

$223

EBITDA margin4 %

2019

46.9%

Service revenue2 $m
Organic growth –6.2%

2019

2018

EBITDA $m
Organic growth –4.4%

2019

2018

EBITDA margin5 %

2019

2018

$349

$371

$140

$133

36.2%

32.9%

Costa Rica

Cable and
other ﬁxed
$151m

CABLE AND OTHER
FIXED (’000)
Home customer
relationships1
256
As of year end 2019

Service
Revenue

1 Includes HFC, DTH, Copper and other technologies.
2 Organic growth represents year-on year-growth excluding the impact of changes in FX rates, perimeter, and accounting.
3 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 44.4%.
4 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 44.3%.
5 Excluding the benefit of IFRS 16, 2019 EBITDA margin would have been 33.0%.

N/A

YOY Growth*

*Net adds since acquisitions

2018

24%

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Nicaragua
Nicaragua

Cable and
Cable and
other ﬁxed
other ﬁxed
$20.7m
$20.7m

Others
Others
$0m
$0m

Service
Service
Revenue
Revenue

CABLE AND OTHER
CABLE AND OTHER
FIXED (’000)
FIXED (’000)
Home customer
Home customer
relationships1
relationships1
13
13
As of year end 2019
As of year end 2019

MOBILE (’000)
MOBILE (’000)
4G smartphone
4G smartphone
data users
data users
785
785
As of year end 2019
As of year end 2019

Mobile
Mobile
$130m
$130m

Service revenue $m
Service revenue $m
Organic growth 9%
Organic growth 9%

2019

2018

$14
$14

EBITDA $m
EBITDA $m
Organic growth –98%
Organic growth –98%

2019

2018

$4
$4

EBITDA margin %
EBITDA margin %
2019

2019

2018

28%
28%

$151
$151

$68
$68

43%
43%

Our 2019 Financial Performance in Africa2
During 2019 we continued to execute our strategy to improve our financial performance and the
returns we generate on the capital we have invested in the region. This includes selling lower
performing businesses in our Africa segment, where our return on capital has historically been less than
in our Latin America segment. In line with this strategy, we successfully divested our operation in Chad
in 2019. In addition, we supported Jumia and Helios Towers Africa, two companies in which Millicom
holds minority interests, as they completed IPOs and listed their shares on the New York Stock
Exchange and the London Stock Exchange, respectively.

Following the disposal of Chad, our Africa segment now comprises our operation in Tanzania,
representing 6.0% of underlying revenue and 4.8% of underlying EBITDA. During 2019, we made
significant progress toward preparing our Tanzanian business for an IPO of 25% of its shares on the
Dar es Salaam Stock Exchange, as mandated by the Tanzanian authorities. Following receipt of the
necessary government approvals, we successfully combined our three operating subsidiaries into a
single operating entity, and we secured long-term debt to support future growth. Finally, we have filed a
prospectus and await approval by the local authority to complete the IPO.

Africa organic service revenue declined 2.9% (2018: 5.8% growth) during 2019, partly attributable to
lower interconnection rates, which resulted in a reduction in our ARPU. Our EBITDA decreased 19.9%
(2018: growth 7.7%).mainly due to a regulatory fine.

–1%

Zantel

Revenue by

country

–3%

Tanzania

Africa
($m)

98%
Mobile
$372m

Service
Revenue

2%
B2B
$9m

Service revenue
Organic growth –2.9%
$382

EBITDA
Organic growth –19.9%
$122

The comparative 2018 financial information in this report has been adjusted for the classification of our
operations in Chad as discontinued operations. We disposed of our operations in Chad on June 26, 2019.

1 Includes HFC, DTH, Copper and other technologies.

2 Non-IFRS measure. Please refer to the non-IFRS disclosures in this annual report for a description and for

a reconciliation of non-IFRS measures.

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Supporting Our People

Our 22,000-plus full-time employees and 30,000 contractors embody
our “Sangre Tigo”; they are the lifeblood essential to our culture, busi-
ness and success. As one of the largest companies in Latin America,
we embrace our role in fueling region-wide economic development
and individual prosperity through the career opportunities we create.
Therefore, we strive to be the employer of choice across all our mar-
kets by building a culture inside of Tigo where passionate, committed
individuals are empowered to drive positive change and where they
are encouraged to succeed.

This work was particularly critical over the past year. Millicom’s 2018
acquisition of Cable Onda in Panama and 2019 acquisition of
Telefonica’s operating subsidiaries in Panama and Nicaragua spurred
our rapid market expansion and added almost 3,000 experienced and
valued employees to our team.

“I can’t imagine working in any other place.
I’ve had opportunities to work in seven
countries with people who believed in me and
challenge me to grow professionally.”

Carolina Bernal
Chief Financial Officer, Tigo Une Colombia

Carolina joined our company 26 years ago, mailing invoices to customers
in Paraguay while she was still in high school.

“

BLENDING ACQUIRED
OPERATIONS INTO
TIGO WITH OPENNESS
AND RESPECT

The integration of almost 3,000 new
employees from Cable Onda and
Telefonica in 2019 came with both
opportunities and inherent risks and
challenges. To ensure the mergers
succeeded, we formed an intentional
strategy that included the following
steps:
» Launched a new Business Integration
Office, comprising people of various
nationalities from the new entities and
Tigo, that worked with HR and other key
departments to create a values-driven
process based on transparency, balanced
representation, equity and fluid
communication

» Took the time to get to know the

countries and the new employees and to
learn from each other through interviews
and meetings

» Hired external advisors Spencer Stuart

and Boston Consulting Group to help us
evaluate the skills of managers and
executives from Telefonica alongside
those of current Tigo employees with
potential to take on leadership roles in
our merged operations

» Created a steering committee that

reported to our CEO and was charged
with ensuring we built leadership teams
with the right levels of cultural diversity,
local market knowledge and
understanding of our core business
objectives

Ultimately, we believe this thoughtful
process enabled us to create teams with an
optimal blend of strengths coming from
both sides and to retain a high percentage
of key executives from the former
Telefonica operations.

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Our HR Strategic Pillars
We are proud to have been recognized in recent years as one of the best companies to work for in Latin America.
To strengthen the foundations of our company and continue cultivating a great place to work, our HR organization
implemented a four-dimensional strategy in 2019:
» Grow our talent across Millicom and cultivate a diverse pipeline of future leaders within the company
» Evolve our culture to be even more inclusive and strengthen our lines of engagement with all our employees
» Optimize our organization as it grows, which includes smoothing the integration of people from acquired

companies and aligning all our resources with Millicom’s strategic priorities

» Build operational excellence by streamlining our HR processes and giving employees more convenient,

digitized access to services and benefits

These four priorities guide our responsive approach to creating exceptional experiences for our invaluable people
and advancing the company’s purpose.

Grow
Talent

Evolve
Culture

Optimize
Organization

Operational
Excellence

“We are one of the most recognized brands in Latam, and
one of the largest taxpayers in most of the countries we serve.
Being such an important force in these developing markets carries
an incredible responsibility that we take seriously. Our Employee
Value Proposition provides amazing opportunities for our people
to transform their lives and ultimately their communities.”

Susy Bobenrieth
Chief Human Resources Officer, EVP

“

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Pathways to Leadership
and Career Growth
We recognize that inspired employees produce excellent
results. As we build Millicom’s teams in our ever-evolving
markets, we must create meaningful incentives that attract,
retain and develop the best talent to maintain our competitive
edge. This includes finding new ways to motivate employees
and develop their talents—both personally and professionally.

Our focused approach to leadership and talent development
centers on promoting team-oriented, committed employees—
those who consistently produce exceptional results in the face
of “sink-or-swim” challenges. We are the first-ever employer for
many of our people, and some of our most senior leaders
started their careers on the front lines of Tigo operations. As
we identify people with high leadership potential, we invest in
creating more opportunities for them to expand their skills
through on-the-job experiences in different areas of our
company. (See related highlight story on this page)

Along with rewarding these employees for their commitment
and supporting their long-term career growth, our promote-
from-within approach also helps us reduce costly and
disruptive turnover. During 2019, we retained 88% of our
employees compared with 84% in 2016.

“Millicom has given me the
opportunity to live and work in
totally different environments
than I was used to. That allowed
me to grow, to strengthen my
resilience and to become a
better person.”

Pablo Guardia
General Manager, Tigo Bolivia,

Who started as a sales supervisor in 2002 and helped manage several of
our African operations early in his career.

“

SHAPING
TOMORROW’S
LEADERS

WHERE: All markets

WHAT: Identifying career paths for our
top talent to advance their careers at
Millicom and continue to produce
exceptional results for our company.

HOW: As part of our yearly Organizational
Talent Review process in 2019, we
launched the Plan 100 strategy to develop
the next generation of senior executives
and reduce organizational risk from
turnover in top leadership positions. We
believe many of our future C-suite leaders
and senior managers are already here at
Millicom and that our company is more
successful when we have a strong bench of
talent with the right skills to ascend our
leadership chain.

Through Plan 100, we analyze:
» The top-25 leadership roles, from the CEO

down

» The 25 people currently in those roles
» The top 25 people with high potential to

become future leaders

» The 25 “springboard” jobs that place

employees in an ideal position to develop
skill sets that will enable them to move
into a top-25 leadership role

We are creating new executive team
development tracks and succession plans
that bring timely opportunities for highly
successful general managers and regional
leaders to work in new environments with
greater responsibilities. Plan 100 also
supports our efforts to identify possible
talent gaps across the organization and to
develop a deeper pool of individuals within
Millicom to fill those roles.

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Bringing “Sangre Tigo” to Life
At Tigo, we are proud that our work has purpose. We transform lives and communities by increasing access to
digital highways for millions of individuals and hundreds of thousands of businesses.

Our employees are at the heart of this transformation. They are the passion and fuel that serve our purpose and
the essence of what we call Sangre Tigo.

Sangre Tigo is the DNA of our company culture. It is our identity today and our continued aspiration for the future.

A 2018 survey involving more than 11,000 employees within the Tigo leadership team and across all our markets
provided the foundation of our Sangre Tigo cultural framework. In 2019, we solidified this framework by clearly
articulating Tigo’s four pulses, which encompass the key values, practices, behaviors and beliefs that we all share.

To bring Sangre Tigo to life, in 2019 we initiated a series of dynamic and interactive workshops designed to provide
employees with clarity on our workplace culture and values. We expect to have rolled out these workshops to all our
operations by the end of 2020.

Sangre Tigo Cultural Framework

P U L S E S

We are
ONE TIGO

TIGO runs
in our veins

We make it
happen the
right way

We give 1,000%
for our
customers

B E H AV I O R S

We have one purpose
and we make an impact

We are inclusive
and united

Together we win

We value our
differences

We manage Tigo
assets as if they
were our own

We are proud of
our company and
our history

We are innovators

We are fast and we
go the extra mile

We are passionate

We care for our
communities

We lead by example
and we do what
we preach

Our customers are
at the center of
everything we do

We never compromise
our integrity

We are direct,
honest and open

We are transparent
and accountable

We always do it right,
from the first time

We find solutions
and deliver results

We make decisions
based on data insights

We see challenges
as opportunities

We think, act and
live digital

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What does Sangre Tigo mean
to our ambassadors?

“Sangre Tigo is something
magical and incomparable, it
represents the passion which
we work in day-to-day and
the satisfaction that comes
from working with different
people who converge on a
single feeling. It is a
challenge for me to have the
responsibility to strengthen
this passion in all Tigo
employees, I feel very
motivated to achieve it.”
Mayra Rodríguez
B2B Productivity Head, Honduras

“

“For me, Sangre Tigo is
ethics; it’s passion for the
things I do, and the joy of
knowing that we improve
lives on a daily basis.

To be an example and
solution for my customers
and colleagues, and be able
to replicate the Sangre Tigo
lifestyle”.

Leslie Rosales
Sales supervisor HFC, Costa Rica

“

11,000+

Employees trained in our
Sangre Tigo cultural framework
through December 2019

170

Sangre Tigo employee
ambassadors

The Value of Volunteerism

Caring for the communities we serve
is a value embedded in our Sangre
Tigo culture and our company’s very
purpose. We deepened our
commitment to this value in 2019 by
instituting a policy to provide up to 2
days of paid time annually for all our
full-time employees to volunteer on
behalf of local organizations.

Many of our people choose to give
back to communities through our
Responsible Leadership in Action
programs. For example, this year,
more than 4,400 employee volunteers
helped entrepreneurial women,
teachers, and children of all ages to
adopt digital technology in ways that
transform their lives and elevate their
communities. Working directly with
communities not only demonstrates
how we live our Sangre Tigo values, it
also brings deeper meaning and
purpose to our employees’ day to day
work and inspires them to do their
very best. Learn more in the Fulfilling
Our Corporate Responsibility
section on pages 34-49.

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Building a More Diverse and Inclusive Workplace
Our newly articulated Sangre Tigo culture framework
encompasses our foundational commitment to
respect all people at Millicom. The value of diversity
and inclusion to our business reaches far beyond a
simple belief in doing what’s right. We believe that an
inclusive workplace culture attracts talented
professionals and empowers them to innovate and
contribute their perspectives and experiences in a
supportive environment that values people’s
differences. In turn, our business, products and
services benefit from being truly reflective of diverse
customer and community interests.

This process confirmed that our company is rich in
ethnic diversity—with 38 nationalities represented
among the 200+ employees in our Miami regional
office alone. We also uncovered areas of opportunities
to improve our work environment related to gender
equity, sexual orientation and age. We emerged with a
strong conviction that we must do even more to
ensure all employees feel included and valued at
Millicom. Our next step on this journey is to form a D&I
Council with broad representation across our cultural
spectrum to help Millicom’s senior leaders set the
priorities of our new D&I strategy. We will focus on
leadership development and opportunities for all and
ensuring that all employees feel their voices are being
heard.

In 2019, we launched a two-year initiative to define
the essential components of diversity and inclusion
(D&I) in Sangre Tigo culture and establish a new D&I
strategy. Our HR leads, in conjunction with the Boston
Consulting Group (BCG), gathered insights from
Millicom employees company-wide to understand
their present experiences of D&I in the workplace.

We are one Tigo. We are inclusive
and united, we value our
differences, we have one purpose
and we make an impact.

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Transforming Our HR Processes
As we continue moving into new markets, we also need to support a larger and more
dispersed employee base. This challenge has led us to review Millicom’s HR systems
with the goal of enhancing our process transformation and ensuring that our practices
comply with specific areas of the Sarbanes-Oxley Act and other financial accounting
and reporting requirements of the NASDAQ Stock Market in the U.S..

We engaged Deloitte Consulting in 2019 to help identify opportunities for greater
efficiency, consistency and accuracy in our current systems and practices. When
finalized, this assessment will guide our development of a company-wide operating
model that can support one global HR information system. It will provide self-service
access to employees as well as simplify, automate and standardize HR processes across
all operations and countries. We plan to implement this new environment in 2020.

Promoting Health, Safety and Wellness
Many of our employees live and work in emerging markets where security issues—
including civil unrest, armed and organized criminal activity, and terrorism—may
compromise personal safety. We seek to minimize such threats and maintain a safe
workplace environment by enacting a wide range of controls and promoting actions
that help keep our people out of harms way.

Millicom has managed the health, safety, and well-being of employees based on
international (OHSAS) standards and industry best practices, with advice and support
from local authorities, and is currently transitioning to ISO 45001. Our central security
and safety team empowers and trains operational teams, and every market has a
professionally trained and certified physical security and health and safety officer. All
third-party vendors and partners must abide by our security and safety standards.

For the fourth straight year, we improved our supplier due-diligence and vetting
processes and conducted comprehensive compliance audits for those suppliers
considered to be at greatest risk of significant health, safety, and security issues.

The systems implemented also provided the operations the relevant frameworks to
identify improvements to further reduce the risk of injury, illness and fatal incidents.

In 2019, most operations in Latam and Africa transitioned to and received
certification for the new ISO Health and Safety 45001 standard. We expect to have
all operations certified by the end of Q2 2020.

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Our Business Strategy
and Performance

We continued generating robust financial returns and socioeconomic
benefits in our markets in 2019 by staying relentlessly focused on our
business strategy, which is designed to propel long-term, stable
growth in six interconnected areas.

Millicom CEO Mauricio Ramos chats with Panamanian football
star Jaime Penedo via a real-time holographic call, the first ever in
Latin America, using 5G technology powered by Ericsson.

Monetize Mobile Data
Our 2019 Telefónica acquisitions added new mobile markets in Panama and
Nicaragua. Through our expanded 4G/LTE network—which now covers 69% of
people in our Latam markets—we are connecting 15 million 4G mobile customers to
content and experiences from providers such as Amazon Prime (see highlight story
on page 26) as well as through our own TigoONEtv and Tigo Sports content services.

Our network and datacenter investments in 2019 have also set the foundation for us
to become the leading 5G operator in Latam as the standard evolves and market
demand grows in the coming years. We are piloting 5G capability in Panama,
Colombia and other countries with telecom partners such as Ericsson.

As we accelerate our transition from a prepaid to a postpaid subscription model,
these new products and services help stimulate customers’ data usage and bring in
additional revenue.

MONETIZE DATABUILD CABLEPREPARE FOR CONVERGENCEACCELERATE B2BGO DIGITALPROVIDEBESTCUSTOMEREXPERIENCEMillicom 2019 Annual ReportWho We Are

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Build Cable
Having completed the acquisition of Cable Onda at the end of 2018,
Tigo’s fixed network now passes more than 11.8 millions of homes in
Latam. Our expanded hybrid fiber coaxial (HFC) network meets
growing demand for high-speed data from business and consumer
subscribers.

With a cable footprint that now extends uninterrupted from
Guatemala to Colombia, we can drive even greater operational and
logistical efficiency in our network. Our larger scale and broadened
coverage enable us to deliver improved service and more content
options for customers while keeping our prices competitive. Our cable
and other fixed services business generates aproximately 40% of
Tigo’s Latam revenue.

Prepare for Convergence
With integrated fixed and mobile networks in all nine of our Latam
markets, we have tremendous room to grow our portfolio of converged
services that customers can seamlessly access as they move between
work, home and leisure. In 2019 we created new agreements with
partners such as Amazon Web Services that enable us to provide a
hybrid public/private cloud infrastructure with enhanced content and
data access as well as improved security for businesses and public-
sector organizations.

TRANSFORMING
PUBLIC HEALTHCARE
ACCESS IN PANAMA

WHERE: Panama

WHAT: Working with the Caja Del Seguro
Social (Social Security) agency in Panama
to create a fully digitized medical radiology
platform that simplifies and speeds
information sharing with medical
practitioners. Cable Onda launched the
project in 2014 and Tigo continues to
implement it.

HOW: Physicians and other practitioners
can access digitized x-rays and medical
records on mobile devices while attending
to patients who might otherwise have to
travel further from their homes to be seen
at a larger medical facility. Tigo manages
the platform and provides maintenance
services for all the biomedical and
technological components of the initiative.

RESULTS:
» 5.1 million patients observed since 2014
» Replacement of analog equipment with

185 digital radiology units

» More than 90 new remote digital stations
across the country help radiologists serve
patients more efficiently

» 700 doctors and technicians trained on

the new platform

» Reduced time patients had to wait for
laboratory results from 45-60 days to
seven days or less

» Images and diagnostic notes integrated
into the patient’s digital file, reducing
errors and costs associated with
transferring and storing medical records

Millicom 2019 Annual Repor t

23
23

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Accelerate B2B
Our high-speed fixed and mobile networks now pass approximately seven out of ten businesses in our Latam markets.
In 2019, we focused on growing B2B adoption of our secure and reliable network capabilities. In the process, we
increased our Net Promoter Score (NPS) among business customers by 9.6 pts from January to December 2019.

More companies are choosing the communications, datacenter, cloud and business continuity services that Tigo
Business provides. Our fiber ring, which connects the 13 countries from United States to Argentina and Chile,
enables us to deliver high availability, consistent support and greater resilience for multinational companies—
leading to greater satisfaction for their customers.

Our offerings to small and midsized businesses (SMBs) also grew in 2019. Building upon the success of our first-ever
SMB convergent offer that Tigo Business rolled out in Bolivia in 2018, we extended these capabilities to SMBs in
Honduras in 2019. For a fixed monthly price, customers can purchase a service package with internet, HFC, mobile
and cloud solutions tailored to their individual needs.

4G NETWORKING
IMPROVES
COLLABORATION AT
BANCOLOMBIA

WHERE: Throughout Latam

WHAT: An entire virtualized network that
integrates Bancolombia’s
telecommunications, business processes,
data and content across 10 countries.

HOW: Tigo has served Bancolombia, one
of the largest financial institutions in
Latam, since 2014 when we merged with
broadband and telephony provider UNE. In
2019, we implemented a set of networking
solutions that enables Bancolombia’s
46,500 employees from Colombia to
Jacksonville, Florida, to communicate and
share information more flexibly. Our
platform applies software-defined
wide-area-network (SD-WAN) technology
along with 4G mobile networking
capabilities to enhance and secure the
bank’s telecommunications.

The results include:
» Connectivity for 695 Bancolombia

branches and six administrative offices

» Integration of instant messaging, audio,
video, and web communications among
bank employees

» Faster and more efficient customer

service

» Added voice capabilities at bank ATMs

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HIGH-PERFORMANCE,
ENERGY-EFFICIENT
LATAM DATACENTERS

As part of our strategic plans for
delivering faster, more reliable and more
secure services, we have invested more
than $68 million in improving our
datacenter infrastructure to world-class
standards throughout Latam. These new
datacenters deliver improved uptime for
the Millicom cloud environment which, in
turn, provides better service to our
customers.

2019 Highlights:
» Completed five new datacenters as of

December 2019

» Closed two older facilities in Honduras

and one in Colombia, with plans to close
four more in Latam in 2020

» Incorporated three Tier III-certified

datacenters in Panama that were part of
the Cable Onda acquisition completed in
early 2019

» Earned a CEEDA Level Silver Energy

Efficiency certification from Datacenter
Dynamics for our new Paraguay
datacenter and began the certification
process for four others

Along with the benefits they create for our
business-to-business (B2B) customers,
these new and upgraded datacenters,
combined with the decomissioning of older
facilities, will reduce Millicom’s energy
consumption, GHG emissions and
operational costs—signifying our
commitment to adopt business practices
that minimize our environmental impact.

The new datacenters are 40% more
efficient than traditional sites due to the
use of higher-efficiency equipment and the
implementation of real-time energy
management software, which is running at
our datacenters in Paraguay and Bolivia,
and will soon be rolled out in Colombia,
Guatemala, Panama and Honduras.

20%

Additional reduction in energy
use through replacement of
legacy technology in our
datacenters and network

“We are proud to be a
leading operator investing in
technology infrastructure in
Latin America for the long
term. We believe this strategy
and investment will make us
a premier provider of B2B
solutions in all of the markets
where we operate.”

Xavier Rocoplan
Chief Technology Officer

“

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Go Digital
We are evolving our digital tools and operational model to be more efficient for our internal teams. We’re also
creating simpler and more satisfying digital avenues for our customers to interact with us.

Through our e-care support platform, Tigo customers can now resolve 80% of the most common service and
account issues—including plan upgrades, username/password resets and billing questions—on their own. In
2019, we also started to connect the Tigo ecosystem with digital platforms such as WhatsApp and Google Mobile
Android, which allow even more users of our prepaid mobile services to check their balance and recharge their
account without having to install the Tigo app.

In addition, subscribers in every country can now pay their bills online using Tigo Money, our mobile wallet app.
They can also renew Tigo services from home through their set-top box and set up automatic payments using a
variety of methods. By digitizing our activation process and requiring fewer manual steps, we can bring services
into customers’ homes more quickly and efficiently.

AMAZON PRIME
AND THE
“CONTENT
SUPERMARKET”

WHERE: All Latam markets

WHAT: Bring an unprecedented wealth of
digital content to our audiences through
partnerships with Amazon Prime and
Google Android

HOW: Tigo subscribers can now stream
videos, music and other offerings from
Amazon Prime through their set-top boxes
and on mobile devices. Through another
new partnership with Google Android, we
added Android TV to the TigoONEtv
service.

These groundbreaking partnerships give
Latam residents access to globally
sought-after content for the first time—
providing greater customer choice and
bringing additional returns to Tigo on our
investments in 4G and cable.

“We are bringing customers the seamless
and always-connected experience they
expect, with access to premium content from
around the world through Amazon Prime.
Together with our fast-growing TigoONEtv
and Tigo Sports offerings, we’re creating a
virtual ‘content supermarket’ that provides
more options and flexibility than ever.”

Luciano Marino
Vice President of B2C Initiatives

“

Millicom 2019 Annual ReportWho We Are

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Provide the Best Customer Experience
Beyond offering more digital self-service tools for customers, we are working to
create an even more customer-centric culture throughout Millicom. Our 2019 efforts
included gleaning more actionable details about customer satisfaction and needs
through our various touchpoints—online, by phone and in person.

We’re using these insights to create more effective support behind our products and
services—which contributed to a 9 points rise in Millicom’s overall NPS this year. As a
result of better understanding our customers, and to garner even more granular
knowledge about their needs and experiences, in 2019 we introduced nine new
customer service interaction evaluations to our experience model and improved the
way we interact with our customers in existing channels.

A CLEARER VIEW
OF HOW OUR
NETWORKS
PERFORM

WHERE: Bolivia, Colombia, Costa Rica, El
Salvador, Guatemala, Honduras, Paraguay

WHAT: Enhancing how we measure
network performance and use that
information to continuously improve our
customers’ experiences.

HOW: We use Tutela’s crowdsourced
mobile network quality data—collected
from more than 10 million mobile devices
in the region—to benchmark our signal
strength and quality, device usage and
download speed patterns. This helps us
better understand how users are experiencing
our fixed and mobile networks, troubleshoot
network performance issues and identify
key areas for investment to improve our
quality of service.

Millicom 2019 Annual ReportWho We Are

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Auditors’ Reports

Financial Statements

Risk Landscape

As an international mobile and cable services company operating in emerging markets, predominantly in Latin
America, managing risk plays a significant role in our decision-making.

The developing, and sometimes volatile nature of the markets and economies in which we operate, exposes us to
an inherently higher level, and potentially different set of risks than similar companies operating in larger, more
established and mature economies.

In addition to risks associated with our geographical footprint, rapid change in mobile telephony and cable
technology can have a significant impact on the demand for our services, and our ability to generate sufficient
returns on the investments we make.

Risk Appetite

As a consequence of these factors, we have a higher risk appetite than many of our peers in the
telecommunications and cable industry, and a wider risk profile than many international businesses. We accept the
risks inherent in our businesses and markets to the extent that opportunities for sufficient returns exist, and on our
ability to adopt appropriate systems and controls to manage those risks.

Risk Management

Our consideration of risk plays a critical part in reducing uncertainty. This supports decision making in the allocation
of capital and resources, which increases the likelihood of successfully formulating and executing on the right
strategy. We carefully align our approach to balancing risk with reward to protect our stakeholders and deliver
sustainable value.

We approach risk management consistently across the entire business, identifying and managing risks strategically
at the Board and Senior Management levels and through in-depth processes and at transaction level by key business
unit leaders and staff in our operating countries. We embed risk management processes in our operations both
geographically (by country) and functionally (by business area), developing and implementing action plans that
seek to balance risks with returns, within pre-determined risk appetite levels.

Key risks are determined based on likelihood or occurrence and impact to the business, based on a number of
financial and non-financial criteria. These criteria include the potential operational, financial, reputational and
human impact of the risk. Each risk is owned by an individual risk owner at the relevant decision-making level. For
example, key risks of the Group are owned by members of the executive management team, whereas key risks of
each country are owned by the leadership team of each country. Oversight of the Group’s key risks is provided by
the Board and its Committees, while oversight of key risks in the countries is provided by the executive
management team and the central functions.

M I L L I C O M ’ S R I S K S A R E C L A S S I F I E D I N TO S I X B ROA D C AT E G O R I E S :

Strategic

Financial

Operational

Political and
Regulatory

Governance,
Compliance and
Reputation
(conduct)

People and
Culture

Millicom 2019 Annual ReportWho We Are

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Auditors’ Reports

Financial Statements

Evolution of risk in 2019

Key events in 2019 have had a significant impact on the risk profile of the Group – in particular,
inorganic strategy, financial structure, and growth. However, many of these changes are due to
the successful execution of Millicom’s operational strategy and investor proposition plan.

The company started the year with the re-listing of its shares on the NASDAQ Stock Market in the U.S. Many
activities were undertaken in 2018 to ensure that governance structures are fully compliant with the relevant rules
and regulations. In 2019 significant focus was placed on improvements in the control environment (including
fulfillment of requirements under the Sarbanes Oxley Act).

In Q1 Millicom announced the agreement to acquire mobile businesses in Nicaragua, Costa Rica and Panama, and
the sale of its business in Chad. The portfolio of businesses has therefore continued its shift toward Latin America
and in particular increased its exposure to Central America. The ability to successfully merge and integrate the
acquired businesses is a key opportunity and challenge, which will continue in 2020.

Political and economic stability are key determining factors in the ability of our businesses to grow and continue to
be successful. While the underlying currencies in which we generate revenue remained relatively stable in 2019,
political and civil unrest in some of the Central American countries continued to impact some of our businesses. In
addition, toward the end of the year, civil unrest following elections in Bolivia caused instability in the country and
temporary disruption to our business.

International sanctions and restrictions placed on certain suppliers of devices and equipment were a key focus of
risk management activities during the year. A full assessment of the possible outcomes and implications for our
business was performed, with contingency plans formulated. This risk will continue to be monitored closely in 2020
as global discussions on national security and communications continue.

Information and network access security, including protection of customer data and cyber security in general,
continue to increase in importance for all consumer-based businesses. We continued to invest in this area (detailed
on pages 97 and 98 in the Governance section) in 2019.

Our senior leadership team remained largely unchanged during 2019, a key enabler in executing on our strategy and
driving both short-term and longer-term initiatives, including those on leadership, culture and succession planning.

While we manage and monitor many more risks within the Millicom risk universe, we have highlighted on the
following pages the areas of risk that were a key focus in 2019.

“

“Our Governance structure and Business Ethics and Compliance programs were key to navigating some of the risks inherent to operating in emerging markets. Doing business in the right way is a fundamental driver embodied in our new “Sangre Tigo” framework and sets the tone from the top.”José Antonio Ríos GarcíaChairman of the Board of DirectorsMillicom 2019 Annual ReportWho We Are

Managing Our Business

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Governance

Auditors’ Reports

Financial Statements

Risk

Mitigation and actions

Evolution in 2019
(likelihood and impact
of the risk materializing)

Board Perspective

1. Strategy and strategic direction:

Uncertainty in the formulation and
governance of an appropriate and
executable strategy and strategic
direction that supports the vision of the
company. Inadequate processes for
gathering and analyzing information in
formulation of the strategy.

2. Portfolio management and

capital allocation:

Acquisition or retention of businesses
poorly aligned to strategy, overpriced,
and /or generate lower than required
return on investment. Investment and
capital management that enable the
company to meet its strategic
objectives within its financial and
operational capabilities.

3. Macro-economic conditions:

Volatility or uncertainty in macro-
economic conditions (e.g. but not
limited to; currency, inflation, and
remittances) and underlying drivers
impacting our markets and the
disposable income of consumers, and
the currencies in which we generate and
remit cash flows.

4. Political, civil and regulatory

environments:

Instability, unrest, or lack of
predictability in regulation or rule of law
in the countries in which we conduct
business. Uncertainty in regulatory and
tax rulings, including indirect taxation
and regulatory pressure through tariffs,
taxes and service penalties.

Our strategy has been developed
based on our vision of building digital
highways that connect people in our
target markets. We have a relentless
focus on the six key pillars of our
strategy, and monitor execution of the
strategy with relevant financial and
operational KPIs as well as external
factors such as macro, political and key
demographics in our markets.

Our Board oversees and approves our
strategy and any refinements that may
be required.

Our strategy is set out on pages 22-27.

We carefully consider opportunities to
acquire, merge, or divest businesses
based on market dynamics, portfolio
balance, and opportunities for long-term
value creation.

We are focused on LATAM where we see
the best opportunities for future growth
and value creation. In 2018 and 2019
we reallocated capital from Africa, and
significantly increased our presence and
position in Central America through the
purchase of Cable Onda in Panama and
the Telefonica mobile businesses.

We actively manage macro-economic
risks in a number of ways.

We commission studies on economic
development and prospects in our
countries, we consider currency
volatility in our budgeting, forecasting,
tax and treasury management
processes, and we raise debt in local
currency where it is available..

See page 10 for a review of the
financial performance in 2019.

We closelty monitor politial
developments in the countries where
we operate and review potential
changes in regulations on an ongoing
basis.

A number of countries in our footprint
held planned government elections
during 2019. The election result and
ensuing civil unrest in Bolivia had a
short-term negative impact on our
ability to provide services to our
customers.

We implement efficiency programs in
all aspects of our business to offset the
impact of newly introduced or
expected changes in taxes and
regulations.

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Impact

Millicom’s growth profile in recent years is
a strong indicator that the strategy
deployed since 2016 is working. In 2019
the company continued to meet key
operational targets, including in building
cable, monetizing data, and positioning
itself with fixed and mobile presence in all
its LATAM markets.

Relisting on NASDAQ in the U.S. has
provided an easier path for investment in
Millicom’s growth story.

Building digital highways in growth
economies in Latin America is a key
strategic focus.

Divestiture of the Chad business and
acquisition of mobile businesses in Central
America in 2019 fit perfectly with these
longer-term goals of the Company.

While the countries in which Millicom
operates in Latam may, from time to time,
experience short-term macro-economic
volatility, average GDP growth is forecast
to be in the range of 2%-4% per annum
through to 2028.

Currency fluctuations are a key risk
inherent to Millicom’s business. The Board
oversees management’s processes and
controls governing financial and
macro-economic risk against pre-
determined levels of risk appetite.

Political and regulatory risks for Millicom’s
businesses remain relatively high in many
of our countries, particular those seeking
to increase income from the
telecommunications industry.

In 2019, the imposition of regulatory fines
and lack of transparency in certain
countries signaled a continued trend of
increasing risk in this area.

The Board oversees Millicom’s interaction
with key governmental and regulatory
agencies, and promotes transparency and
predictability in regulation. The Board
sponsors doining business in the right
way.

Millicom 2019 Annual ReportWho We Are

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Auditors’ Reports

Financial Statements

Risk

Mitigation and actions

Evolution in 2019
(likelihood and impact
of the risk materializing)

Board Perspective

5. Competition and customer

experience:

Market structure, market position,
actions taken by competitors, and
customer experience have a significant
impact on attracting and retaining
customers. Lack of attention to market
and customer needs or poor customer
experience negatively impact the
subscriber base, and operator
reputation.

Competition for mobile and home
subscribers continues to increase, while
prepaid customers remain a large and
important contributor to revenue.
Quality of service, innovation and
converged offerings as key
differentiating factors.

6. Licenses and spectrum:

The availability of licenses and
spectrum is limited, closely regulated,
and increasingly expensive.

Inability to obtain the required quantity
or band of spectrum from regulators or
third parties at a price we deem to be
commercially acceptable, could have
significant negative consequences for
the operation of our businesses.

7. Financial structure and capacity

Millicom may be at a disadvantage
compared to competitors in access and
cost of capital. Risk that financial
limitations such as debt covenants,
debt service requirements and credit
ratings could negatively impact ability
to execute the organic and inorganic
growth strategy.

8. Networks and infrastructure

resilience:

Disruptions to service, or compromised
ability to restore services to customers
in acceptable time frames, can cause
loss of revenue, increase expenses, and
have a negative impact on customer
experience.

With a focus on home penetration, and
4G subscriptions, Millicom also has
partnerships with key content and
service providers such as Netflix and
Amazon, as well as broadcast rights
including football in many of our
markets.

In recent years we have implemented
processes and tools to continuously
track customer satisfaction across all
our markets and services, and use this
data to refine and enhance our
customers’ experiences.

See page 27 for information on how
we have invested in processes to
improve customer experience and gain
insights.

We have a carefully formulated
spectrum and license strategy and
management plan for each of our
markets.

We actively monitor and engage with
government and regulatory bodies on
spectrum and license related matters.

We often negotiate renewals/retention
in the initial allocation contracts and
we carefully consider opportunities to
acquire new spectrum based on
spectrum quality, fit with network
needs, and customer demand.

During 2019, we successfully obtained
and renewed the spectrum we need to
continue to operate our businesses,
including acquiring new spectrum in
Colombia and El Salvador.

We carefully manage our sources and
uses of capital to enable us to meet
our operating, investing and financing
needs.

We manage our debt maturity and
monitor opportunities for lowering our
cost of debt and increasing our debt
efficiency on an ongoing basis.

In 2018 and 2019 we successfully
raised additional finance to acquire the
businesses in Central America, while
maintaining comfortable headroom
against covenants and maintaining
our credit rating.

Our network resilience controls and
mitigating activities include ongoing
vulnerability assessments, simulation
exercises and business continuity
management plans, tested on a
regular basis.

We develop our investment programs
with consideration of elements
including outage risks, external
dependences, and network
redundancy.

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Impact

In a world where demand for content,
access to information and communication
services is increasingly critical in
enhancing and improving lives, positive
customer experience is a vital attribute.

‘Best Customer Experience’ is one of the
key pillars of Millicom’s strategy, and a key
differentiator in customer choice of
operator.

Millicom’s comprehensive customer
satisfaction program in place facilitates a
continuous cycle of improvement across
all facets of customer experience in all
operating markets.

The landscape related to spectrum and
licenses to operate is constantly changing,
particularly in our markets as governments
seek higher financial and consumer
benefits from spectrum auctions,
competition for lower spectrum bands,
and industry consolidation.

Millicom actively engages with regulators
and governments, and promotes fair and
transparent allocation and pricing of
spectrum and licenses.

Millicom’s financial structure is both a key
facilitator and inhibitor of its ability to
grow its business and create value.

The Board closely monitors balance sheet
structure and the sources and uses of
funds in the business. Operating and
equity free cash flow, leverage, and
shareholder remuneration are key areas of
focus of the Board in approving annual
budgets and monitoring results.

Millicom’s vision of building digital
highways that connect people, improving
lives and developing our communities,
relies heavily on the quality and
availability of its networks and
infrastructure.

Capital allocation in expanding,
modernizing, maintaining and protecting
networks are vital in the successful
execution of Millicom’s strategy.

Millicom 2019 Annual ReportWho We Are

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Financial Statements

Risk

Mitigation and actions

Evolution in 2019
(likelihood and impact
of the risk materializing)

Board Perspective

9. Technical transformation and

convergence

Failure to identify / anticipate drivers of
technological change together with
adaptability and resource to implement
change.

Threat of cross-industry convergence
and further commoditization of
existing products and services. Strategic
risk of ‘betting on the wrong
technology’ or ‘missing the technology
of the future’.

With fixed and mobile businesses in
each of our strategic markets, we now
have the necessary building blocks for
fixed / mobile convergence.

We now deploy more than $1bn each
year in expanding, developing and
modernizing our networks and
infrastructure to enable customer
growth and enhance customer
experience.

To learn more about our business
strategy and goals to prepare for
convergence see pages 22-27

10. Cyber security and data

protection:

Intrusion into systems or networks and
inappropriate access to sensitive data
could have significant operational,
regulatory, legal and reputational
implications.

Failure to implement systems and
processes to prevent, detect and
respond to information security threats,
and properly manage data requests
(e.g. from governments and regulatory
authorities).

We have established a Global
Information Security Office and Global
Security Operations Center to centrally
manage and coordinate risk mitigation
related to cyber security and data
protection.

We have implemented processes to
regularly assess threats and
vulnerabilities to security breaches, and
training programs in place to raise
awareness and control consciousness
of employees.

Learn more on page 98 about the
initiatives we implemented in 2019 to
improve protection of critical systems,
and ensure compliance with relevant
data protection rules.

11. People, workplace and

well-being:

Our geographical footprint sometimes
exposes our employees and contractors
to situations which may subject them
to physical, psychological or emotional
harm.

We manage the health, safety, and
well-being of staff based on
international standards, industry best
practice, and advice and support from
local authorities.

To learn more about our approach to
employee health, safety, and security
see page 21.

12. Conduct:

Actions and behaviors of our
employees, business partners and other
stakeholders impact the Company’s
reputation, compliance with rules and
regulations and may impact our ability
to operate our businesses.

Through clear policies, training and
monitoring activities, we ensure that all
our staff remain aware of the risks to
them as individuals and to the
company and know how to act if faced
with risk in these areas.

See Governance Section of this report
for more information on our
anti-money laundering, anti-corruption
and other business ethics action items
in 2019.

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Impact

Advancements in technology, and
increasing demand for more and higher
quality services are trends that have
defined the telecommunications and
media industries. These trends are
expected to continue and accelerate.

Millicom’s strategy seeks to balance its
short-term operating and financial goals
with key technological and
transformational investments that will
ensure the business remains strong and
prepared for the medium and long term.

Cyber security attacks have emerged as a
significant threat to the successful
operation of any organization, particular
those that rely on information systems to
collect, process, and manage date.

Innovation, technological advancements
and an ever increasingly regulatory
environment heighten risks in this area.
Millicom has responded by dedicating
resources and allocating capital to
strengthen its cyber control environment.

It is our people that bring our vision to life.
Everyday thousands of Millicom
employees and contractors work towards
building the digital highways and
providing the services that benefit our
customers and their communities.

We recognize the importance of ensuring
that Millicom is a place where our people
can feel safe, protected and supported in
ways that enable them to do well, and
enhance their lives and the loves of those
around them.

Doing business in the right way is a
fundamental driver embodied in the tone
from the top through the organization.

The Board’s Compliance and Business
Ethics Committee maintains oversight of
Millicom’s Compliance program and
initiatives that strengthen controls and
enhance the culture of compliance in its
business and with its business partners.

Millicom 2019 Annual ReportWho We Are

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Financial Statements

Compliance and
Business Ethics

Corruption in government and the private sector can raise potent risks
for our business that we must counter decisively and transparently in
order to protect our reputation, maintain stakeholders trust and
sustain our long-term growth. Our ability to operate in the heavily
regulated telecommunications industry and maintain a competitive
advantage also hinges on diligently adhering to requirements that
often vary considerably between different markets. At Millicom, we
maintain a zero tolerance for any form of corruption.

Our Ethics and Compliance Group meets these challenges by setting
the highest standards of integrity, backed by clear guidance and
support for our employees in upholding our expectations. Along with
our Board and Executive Team, the group provides front-line
protection against legal, financial, regulatory and reputational
missteps that could interrupt our operations and jeopardize our
customer relationships.

As Millicom completed the acquisitions of Cable Onda in Panama and
Telefónica’s Central American operations in 2019, much of our
attention went into training nearly 3,000 new employees from those
companies on our Code of Ethics and our compliance policies. We
presented a series of face-to-face training sessions at the former Cable
Onda and Telefónica operations to ensure that senior leaders and
individuals whose roles carry a higher level of compliance or ethical risk
fully understood our ethics policies and procedures. Most other
employees completed online training as a mandatory part of their
overall onboarding experience.

One of our focal points for all Millicom employees who interact with
customers, suppliers and other stakeholders is how to recognize and
avoid potential conflicts of interest. We also want to ensure that our
people feel empowered and safe to raise any ethical concerns. As a
result, 97% of our employees have now been trained in our conflict of
interest policy.

In 2019, we rolled out country-specific extensions of our anonymous
whistleblower hotline and EthicsPoint reporting database for the
people in our newly acquired operations. In addition, we hired
compliance officers in Panama and Nicaragua. We have seen a steady
increase in the reporting of ethics cases in 2019. As we continue to
onboard, integrate and train employees from new operations in 2020,
we expect this trend will continue.

Our group also worked closely with Millicom HR and Corporate
Responsibility leaders to help shape the new Sangre Tigo cultural
framework (see related story on pages 18-19.) and to establish new
goals for our Ethics program. We will use this expression of our
corporate attitudes and behaviors—among them, “We make it
happen the right way” and “Integrity starts with you”—as one of the
touchpoints in our ethics and compliance training to help us achieve
our goals.

328

Cases reported on
Millicom Ethics Line

97%

Employees trained in our
conflict of interest policy

Millicom 2019 Annual ReportWho We Are

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Managing Our Business

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Governance

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Fulfilling Our Corporate
Responsibility

Millicom’s purpose is at the core of our corporate responsibility (CR) actions,
and always has been. We channel the power of technology delivered
through our digital highways into programs that create life-changing
opportunities for people and transformative economic, social and
educational benefits for communities. We also work with teams across the
company to reflect CR values such as environmental stewardship, integrity,
inclusivity and respect for human rights in every facet of our business.

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The unrivaled power of mobile technology to connect and improve
lives and bring businesses in emerging markets into the global
economy cannot be understated. As our business grows through the
adoption of digital technologies, so does our ability to fuel even
greater opportunities and bring socio-economic progress to the
countries where we operate.

We do not divorce technology and innovation from human rights, ethics
or sustainable development. They reinforce each other. As our markets
prosper, our business prospers.

2019 was a pivotal year for our CR efforts on many levels. We put a
highly cohesive strategy and framework into action with more specific
goals, stronger regional impact and greater reach through
partnerships.

Embedded Responsibility

2019 is the first year that we managed and reported against our
refreshed CR Framework and 5-Year Plan. The framework builds on our
longstanding commitment to corporate responsibility and the
fulfillment of our purpose. But it is more than just a document—
everything we do as an organization related to corporate responsibility
now flows from this comprehensive and ambitious plan. Through
collaboration between CR, B2C, B2B, technical, procurement, facilities,
environmental, human resources and other teams globally and at the
country level, we brought the framework to life by co-creating specific
goals and metrics so that responsible practices are fully integrated
into our business and drive our community and industry leadership.

Regional Impact

As part of our integration efforts, we significantly scaled our activities
and impact by building on the insights gained from experience and
successful pilots to address key socio-economic challenges facing
women, children and communities. We leveraged the lessons learned
through a multi-year process to replicate and adapt country-level
programs to larger regions, advancing each facet of our CR
Framework. Our more cohesive and structured approach has already
created a greater positive impact in communities—helping people
move out of poverty and into the mainstream economy, enhancing
quality of life through improved access to education, financial services,
and employment. (See stories on pages 43 to 48).

Powerful Partnerships

We know we can achieve greater impact and transform more lives
when we partner with others, so in 2019 we ramped up our work with
regional and local partners like UNICEF and the Crecer Foundation to
channel our products, services, financial resources and employees’
talents where they are most effective in elevating communities.
Whether it’s women entrepreneurs earning more income, or children
learning how to code and responsibly use the internet, stories in
following pages provide examples of how, working together with
partners, we can move the needle on priority issues for the countries
we serve and bring positive benefits to our business as well.

“Millicom is leading by
example by integrating child
rights in its CR framework…
We are working together to
make digital spaces for
children and young people a
safe place to learn, to play,
and to connect with other
children and young people.”

Charlotte Petri Gornitzka
Deputy Executive Director, United Nations Children’s Fund

“

Millicom 2019 Annual ReportWho We Are

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Our CR Framework
Anchored by Millicom’s core purpose, our CR Framework spans five CR Fundamentals within our business
and three Responsible Leadership in Action pillars to benefit children, women and communities. Across
each of these areas, we have set a Five-Year Plan with specific goals for measuring our progress.

Our progress on the CR Fundamentals and Responsible Leadership in Action pillars is featured in this
section as well as under Supporting Our People, pages 15-21; Managing Our Business, page 25;
and Compliance and Business Ethics, page 33. We also present detailed statistics about Millicom’s
CR performance, including how our work aligns with the United Nations Sustainable Development
Goals (SDGs), in the tables on pages 50-56.

Responsible
Leadership in Action

CR
Fundamentals

Empowering
Women

Ethics

Environment

Purpose:
Build Digital Highways
that connect people,
improve lives
and develop
communities

Inclusion

Supply
Chain

Protecting
Children

Human
Rights

Connecting
Communities

“Millicom stands out for the way the company’s purpose,
corporate responsibility strategy and reporting are closely
bound together and focused on the long-term.”

Dunstan Allison-Hope
Managing Director, BSR

“

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SEEDING TRANSFORMATIVE CHANGE WITH OUR $211M
SUSTAINABILITY BOND

We believe that by investing to advance socio-economic
progress and environmental stewardship in the
emerging markets that we serve, our actions not only
move communities forward but also sustain our own
future success. With the launch of Millicom’s
Sustainability Bond Framework and the issuance of our
inaugural Sustainability Bond in May 2019, we stepped
up to further align our financing strategy with CR.

Our Sustainability Bond of SEK 2 billion (or about
$211 million) is the first Green and Social Bond issued
from Latin America. It supports initiatives geared
toward reducing our climate footprint and promoting
greater digital and financial inclusion for the
unconnected and underserved as well as the thriving
middle class and businesses in Latin America. To be
eligible for funding through a Sustainability Bond, all
projects must comply with either the Social Bond
Principles or Green Bond Principles published by the
International Capital Markets Association.

We allocated the first year of the bond to a range of
projects that encompass distinct social and
environmental objectives and benefits.

Our projects under the bond include:
» DataCenters: We developed an UPTIME Tier III

certified facility in Bolivia, designed to operate at PUE 1.6
and with an estimated power reduction of 40% when
compared to our previously existing traditional
Datacenter in Santa Cruz. (see related story on page 25).

We’ve also earmarked proceeds from the Sustainability
Bond for a range of projects focused on expanding
digital and financial inclusion, such as:
» Broadening Technology Access: Expand our fixed
and mobile networks that will extend coverage to
unconnected and underserved population.

» Empowering Women: Training more than 200,000
women in El Salvador, Paraguay and Bolivia to use
mobile and internet technology as a pathway to
employment, higher income and greater potential.
» Protecting Children: We have delivered training to
more than 60,000 students, parents and teachers in
El Salvador, Paraguay and Bolivia on digital literacy
and tools, computer and programming skills, robotics
and child online protection.

» Improving Supplier Performance: Training more
than 170 of our suppliers on corporate responsibility
issues including health and safety, compliance, fair
labor, ethics, eco-efficiency and child rights.

The Sustainability Bond Framework gives us a potent
means of attracting capital from investors who share
Millicom’s interest in seeding environmental and
social progress in Latin America through our business.

“At Millicom, corporate
responsibility lies at the heart of
everything we do. Our updated
Corporate Responsibility
Framework sets the scope for our
focus, and we are excited that we
are now able to apply it to our
financing strategy as well.”

Rachel Samrén
Executive VP and Chief External Affairs Officer

“

37
37

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CR Fundamentals
The first element of Millicom’s Corporate Responsibility
Framework involves what we believe are the prerequisites
for the health of Millicom’s business and the societies
where we operate. CR Fundamentals are core to Millicom’s
purpose, culture and relationships. They guide our
employees on how to conduct business in the right way.

Our CR team collaborates with business units across the
company to help ensure Millicom is conducting business
in ways that maximize our positive impact, manage
risk, reduce costs and build lasting trust with key
stakeholders. The consolidated approach we launched
in 2019 and accelerated over the past year is generating
strong results across all five areas of our CR
Fundamentals.

Responsible
Leadership in Action

CR
Fundamentals

Empowering
Women

Ethics

Environment

Purpose:
Build Digital Highways
that connect people,
improve lives
and develop
communities

Inclusion

Supply
Chain

Protecting
Children

Human
Rights

Connecting
Communities

Our CR framework and Sangre Tigo are mutually
reinforced: we put our people’s talent and passion to the
service of fulfilling our purpose and this, in turn, feeds into
our everyday tasks and contribution to creating positive
ripple effects in our communities.

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Environment
Reducing our environmental footprint and conserving natural
resources isn’t just responsible business. For us, it’s a strategic
imperative as we seek to expand our services and connect more
customers to the digital economy while also managing the associated
operational costs and keeping our technology affordable to
customers. Our 2023 Environmental goals are laid out as stepping
stones towards a comprehensive and robust environmental approach
that we are improving and building day by day, embedding efficiency,
resiliency and circular economy criteria in our key processes and
infrastructure.

From our investments in energy-efficient datacenters (see related
story on page 25) and networking equipment to our e-waste recovery
and reverse logistics initiatives (see sidebar on the right), we are laying
the foundation for sustainable long-term growth and competitive
advantage in our markets. As we improve network efficiency, we’re
also making our operations more resilient in the face of extreme
weather events and power outages that could disrupt vital
communications or information access.

We took big steps in 2019 to more accurately identify and measure
the sources of our electricity and fossil fuel consumption as well as our
carbon emissions. We’re using this knowledge to continue developing
action plans and set reduction targets by 2021.

A worker packing
recovered CPE, ready to
be reinjected in our
market, at our partner
facilities in Bogotá,
Colombia.

NEW LIFE FOR OLD
ELECTRONICS

WHERE: All our Latam operations

WHAT: Retrieving equipment that can be
repaired and reused in our network or
recycled, to reduce waste and save costs.

HOW: Through our reverse logistics and
E-waste recycling program, we recover
Customer Premises Equipment (CPE) as
customers upgrade or discontinue our
service. Our Five-Year Plan for CR
Fundamentals set a target of recovering at
least 78% of CPE by 2023 through 3 “R”s:

» Reduce the need for new pieces of CPE
and thereby avoid the cost and energy
consumption associated with
manufacturing new equipment.

» Reuse items recovered from customers
due to service termination or upgrade.

» Recycle as much of our CPE as possible

at the end of the useful life.

When these approaches are not feasible
for the whole piece due to obsolescence or
deterioration, we work with vetted waste
management providers to appropriately
dispose of any remaining materials.

REVERSE LOGISTICS
RESULTS IN 2019

69% of units retrieved
from disconnections

1,751 tons of CO2
emissions avoided

1,084.8 tons of plastic waste
diverted from landfill

1.1 million cubic meters
of water saved

$62 million capital
expenditure savings

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El Salvador Tigo campus seen
from the air: the solar panels
cover a vast area of our roof
surfaces, one of the many
environmentally-responsible
features that make this facility
eligible for one of the first
LEED-Platinum certifications
in the country.

“We always strive to do better than the day before, and we
always look to see the big picture. We cannot fulfill our
purpose of connecting people, improving lives and
developing communities unless we also do our part to
protect the environment.”

Mauricio Ramos
Chief Executive Officer

“

LEED PLATINUM-CERTIFIED TIGO CAMPUS

WHERE: El Salvador

WHAT: One of our newest offices is also among the
most environmentally sustainable and cost-efficient
commercial buildings in Latin America.

HOW: With an investment of over USD 500,000,
Tuscania Corporate & Business Park (TCBP), the
developer of the corporate campus where Tigo El
Salvador operates, inaugurated the solar energy
plant with which they expect to achieve a significant
reduction in the campus’ carbon footprint while also
reducing reliance on the grid and therefore making
the campus more resilient in case of power outages.

The 1,238 solar panels installed will generate 606,000
Kwh per year—equivalent to the energy consumption
of 200 households—avoiding 413 tons of CO2
emissions every year.

With the installation of the solar energy plant, the
facility met all the requirements to obtain the LEED
(Leadership in Energy and Environmental Design)
Platinum certification, becoming one of the first
projects in El Salvador to achieve this recognition.

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Human Rights
We work to respect people’s dignity and safeguard their rights, including freedom of expression (FoE) and privacy.
This extends from our role as a digital services and content provider that handles sensitive data for millions of
customers, to the workplace standards we uphold with our employees and supply chain partners.

To help us follow through on these commitments and identify areas to improve, we regularly seek input from and
share best practices with experts, investors, NGOs, other companies and the academic community.

200

Key Millicom and Tigo staff
trained on Human Rights in
2019

Our Privacy Policy

Our Millicom and country websites provide detailed information to
our customers regarding our policy and practices, including how we
use, process and protect customer data, their rights related to the
use of their data and channels and contact points where they can
raise concens about their privacy.

In December 2018, we updated our Global Privacy Policy to meet
GDPR requirements and best practices and continued its
implementation in 2019.

Our Privacy department in our Miami regional office rolled out a “train
the trainer” program to local privacy officers, almost 200 key staff in
Latam on safeguards related to processing customers’ personal data.

Privacy Protection Tools

We also continued to strengthen our privacy processes by
implementing a privacy management platform that helps our
global and regional legal departments ensure that personal data
processing activities comply with applicable laws and our privacy
policies and procedures.

The platform allows Millicom to determine the types of personal data that are being processed by headquarters
and various Tigo operations. We can perform data mapping to determine what personal data is collected, where it
is stored, whether it is processed by third parties or transferred to other countries and how long it is retained. The
platform creates greater visibility and transparency around how we use personal data across the organization.

Implementation of GNI Principles

As part of the Global Network Initiative (GNI), Millicom contributes to solving complex situations in which people’s
fundamental rights to freedom of expression (FoE) and privacy come into conflict with government measures.
Examples of this include addressing governmental demands to censor content, restrict access to communications
services or hand over user data.

In 2019, we completed our first-ever GNI assessment, which reviewed Millicom’s efforts to implement the GNI
Principles on FoE and Privacy. The assessment report found that Millicom is making good-faith efforts to
implement the GNI Principles and that we are improving over time. This is the first time that telecommunications
companies have been assessed as part of the GNI and we were among the first to complete the assessment.

Human Rights Impact Assessments

Working with Business for Social Responsibility, a global nonprofit consultancy, we began conducting human rights
impact assessments (HRIAs) of Millicom operations in Colombia, Bolivia and Paraguay as part of our Five-Year
Plan benchmarks and our alignment with the UN Guiding Principles for Business and Human Rights. All our CR
teams also received training in human rights issues and the HRIA toolkit process.

Each business unit whose activities may impact human rights also received the training. We will continue these
HRIAs and trainings in 2020.

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Ethics
Millicom’s success is grounded in a culture that reinforces and rewards ethical behavior. We strive to lead our
industry in demonstrating the values of integrity, transparency and accountability—not just with each other but
also in our interactions with government representatives, customers, partners and community leaders.

Acting with integrity, which includes zero tolerance for any form of corruption, helps uphold our reputation and
earn stakeholders’ trust. We also recognize that our people can work most effectively in an atmosphere that allows
them to raise ethical concerns without fear of retaliation and feel confident that Millicom will treat those concerns
seriously.

In 2019, members of our CR group assisted the Ethics and Compliance and HR teams with integrating employees
from newly acquired companies into Millicom’s values, culture and compliance practices. We also helped formulate
better ways to encourage, recognize and reward integrity among people at all levels of Millicom. For example, we
built compliance KPIs into remuneration packages for GMs and executive team members.

In addition to our work internally, we collaborate with other companies and government leaders on ethics issues.
Our strides in 2019 included joining the World Economic Forum’s Partnering Against Corruption Initiative, a
cross-industry effort to address corruption, transparency and emerging market risks.

More details about Millicom’s ethics and compliance activities can be found in Our Business Strategy and
Performance on page 33, Supply Chain on page 43, CR Performance Tables on pages 51,58 and 59 and
Governance on pages 67-100,

“We look forward to continuing
our leadership as ambassadors for
anti-corruption activities while we
champion the implementation
of high ethical standards among
partners and stakeholders.”

HL Rogers
EVP Chief Ethics and Compliance Officer

“

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Inclusion
We are One Tigo—yet also a vibrant tapestry of backgrounds,
beliefs, experiences and orientations. People of more than 50
nationalities work here. We value employees for who they are
and what they bring to our company, because we recognize that
diverse perspectives lead us toward smarter ways of working and
inspire us to create more innovative products and services. We
all prosper from building an inclusive work environment that not
only reflects, but also celebrates, the broad spectrum of our
workforce, the markets where we operate and the customers
whom we serve.

Our CR group works closely with Millicom’s human resources
leadership on strategies for fostering greater inclusion—from
adapting workspaces for people with disabilities to promoting
gender equality and leadership opportunities for women—as
part of the values, beliefs and practices that shape our Sangre
Tigo company culture.

Learn more about these company-wide efforts and
achievements in Supporting Our People on pages 15-21 and
the CR Performance Tables on page 54 and 61.

One of the engineers in our
technical teams Jenny Carrasco,
Manager Fixed Rollout
Honduras

346

Suppliers trained in the CR
Program since 2017

Supply Chain
How our supply chain partners conduct their business is a direct reflection on Millicom in the eyes of our customers,
shareholders and other stakeholders. As we invest in helping suppliers improve their CR and sustainability practices,
we also strengthen our reputation, long-term stability and overall efficiency.

Our Supplier Code of Conduct requires suppliers to conduct themselves with the highest standards of honesty,
fairness and ethics. The Code of Conduct also sets core expectations in the areas of health & safety, environment,
fair labor and compliance. As part of the updates to our Code, set for release in early 2020, we simplified much of
the language to more clearly state Millicom’s expectations of suppliers and help make our standards more
accessible to them.

2019 was our fifth year working with the platform and methodology of EcoVadis, a third-party ratings provider. We
evaluate suppliers in key CR areas such as environmental stewardship, labor and human rights, ethics and
sustainable procurement. The results enable us to monitor supplier performance in these areas and evolution over
time. They are also a key element in customizing action plans for the suppliers participating in our CR training
program, described below. Based on the 2023 CR goals communicated at the beginning of the year for supply
chain, we are adapting the reporting metrics accordingly.

In Q4 of 2019 we delivered the third edition of our Supplier CR Training Program to 117 key suppliers throughout
Latam on topics such as Health & Safety, Anti-Corruption; Fair Labor Practices; Child Rights; and Eco-Efficiency.
Suppliers each received over 16 hours of direct training aimed at identifying risks and developing action plans to
help improve their corporate responsibility performance over time. We also use feedback from suppliers who have
completed our training to help shape our overall supply chain program and Code.

This year, our local CR and Procurement teams were also trained on responsible supply chain management within
the same program but with focus on their end of the process, monitoring progress on action plans created by the
participating suppliers.

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Our Responsible Leadership in Action
There are more than four billion people unconnected in the world, roughly 60 percent of the
global population. Over 95 percent come from emerging markets. These are the people who
stand to benefit the most from online connectivity as a means to improve their quality of life
and economic opportunities.

Once connected, these individuals have the potential to become our new customers and, in many cases, new
employees who will fuel our next waves of business innovation and growth. They join a continuous cycle of
development, prosperity and giving back in our shared communities.

The second element of our Corporate Responsibility Framework focuses on the promotion of a safe and productive
adoption of the digital lifestyle by the company’s customers and the communities where we work. Responsible
Leadership in Action programs channel the power of our products and the talents and passion of our employees into
three initiatives that empower women, protect children and connect communities. These are the areas where we
often see the most profound opportunity gaps that prevent people from thriving in the digital realm.

They are also the areas where we and our stakeholders believe our company is best positioned to make a
distinctive impact.

Responsible
Leadership in Action

CR
Fundamentals

Empowering
Women

Ethics

Environment

Purpose:
Build Digital Highways
that connect people,
improve lives
and develop
communities

Inclusion

Supply
Chain

Protecting
Children

Human
Rights

Connecting
Communities

“To be a volunteer is to
passionately tackle the
work that enhances the
responsible, healthy and
creative use of the
internet. We impact
communities with our
knowledge so that they
can find in technology an
ally for the development
of their lives.”

Hannia Enith Muñoz Rodriguez
Digital Specialist, Colombia

“

In 2019, thousands of Millicom employees helped energize our Responsible Leadership in Action programs,
volunteering over 51,000 hours on projects across the countries where we operate. Along with opening more
avenues for our people to contribute their knowledge and skills in 2019, we also focused on expanding some of the
most successful projects and approaches into more communities.

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Protecting Children
Information and communications technologies provide invaluable and nearly boundless learning and
enjoyment opportunities for children. However, young users of technology are also especially
vulnerable to harm from inappropriate digital content, cyberbullying, online predators and other
threats lurking on the Internet.

Our Child Online Protection (COP) efforts help young people understand how to use technology safely
and productively. We teach children to maximize the productive use of technology, and recognize and
avoid potential dangers on the web so they can continue developing their skills in ways that multiply
their lifelong opportunities for education, employment and innovation.

OVER 480,000 CHILDREN LEARN DIGITAL SKILLS, ONLINE SAFETY

Since 2016, through our child online protection
(COP) efforts, we have trained more than
480,000 children in the opportunities and risks
of digital technology.

In 2019, we consolidated and enhanced our regional
COP initiative under the name Conectate Segur@.
Building upon the success of Tigo Colombia’s Contigo
Conectados program, Conectate Segur@ uses
interactive quizzes, games, stories and other
materials—tailored for children as young as eight and
up through high school age—to help young people
develop safe, productive online habits. The curriculum
includes lessons on cyberbullying, appropriate use of
social networking, avoiding illegal and inappropriate
content and recognizing signs of predatory behavior
on the internet.

All our Latam markets have rolled out Conectate
Segur@ initiatives in 2019. We aim to reach 70,000
teachers, 200,000 parents and caregivers and
700,000 children and adolescents by 2023.

For more details on our progress against these and
other COP targets, please see the CR Performance
Tables on page 55.

“ This activity (COP) is very important
for the institution because it
enables parents to understand their
responsibilities regarding their
children’s use of social media and
the internet. For children, it’s also
very important as it can help them
be aware of how they can make
better use of the internet for
academic and learning purposes.”

Luz Nuyereth Vazquez
Coordinator, Antonio Derka School,

Santo Domingo, Colombia

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45

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UNICEF SCHOOL OF INFLUENCERS

Young people look to each other for cues on
what to do and how to act in almost every
aspect of life. Recognizing that the world of
technology is no exception, we teamed up with
UNICEF last year on a project that trains
young people to guide their peers in staying
safe—online and offline.

Launched in Colombia, the School of Influencers
program is creating a nationwide network of
adolescent leaders who are actively involved in
promoting responsible uses of technology and
deterring harmful behaviors. Participants use an
online platform hosted by Tigo Colombia to build
their knowledge and engage with peers. By the end of
2019, 2,436 Influencers between 10 and 19 years old
had been trained in four cities.

“ We have to be cyber-aware,” says Carolina
Castañeda, a School of Influencers peer leader in
Soacha. “The internet allows us to travel through
different worlds where we can live many emotions,
but we must be cautious and responsible.”

Beyond the School of Influencers program, Millicom

and UNICEF have collaborated since 2012 to promote
and respect the rights of children and adolescents in
every Latin American market where TIGO operates.
Our other joint projects have included:
» The Mobile Industry Child Rights Impact Assessment
(MOCRIA) tool, which helps ICT companies better
understand how our business may affect children
and develop action plans to address key issues

» Helplines in Guatemala and El Salvador that provide
children with professional resources to overcome
abuse and other situations that endanger their
physical or psychological health

Millicom’s CEO, Mauricio Ramos, spoke about the
impact of our work with UNICEF at the organization’s
Executive Board Meeting, which took place during the
UN General Assembly in September 2019. Mr. Ramos
reinforced our company’s commitment to pooling our
resources and skills with UNICEF’s expertise on child
rights and its network of local stakeholders to help
improve conditions for young people.

700,000

Children and adolescents we aim to
reach through our online safety
programs by 2023

“The School of Influencers seeks to promote good use of the internet
through workshops for adolescents, by adolescents. Thus, we
strengthen our leadership abilities and generate safe digital spaces.”

María Fernanda Narváez
National Leader, School of Influerces, Pasto

“

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Empowering Women
In many of the communities where Millicom operates, we see a disparity in women’s access to digital tools, content
and technological skills. According to GSMA, in almost all low middle and low income countries, “the mobile gender
gap extends beyond ownership and access—even when women own a mobile phone, they use a smaller range of
mobile services.” 1 We are responding at a company-wide level with services and training specifically aimed at
integrating more girls and women into the digital ecosystem.

Our approach to closing the gender gap includes equipping women with mobile technology tools, digital literacy
and the entrepreneurial skills that will enable them to build lasting prosperity. We’re also broadening women’s
access to financial knowledge and resources, such as microloans, that can serve as the springboard for starting or
growing their own businesses. In all, we have committed to empowering 400,000 Latam women entrepreneurs
between 2019 and 2023 with digital skills to benefit themselves and their families in all of our markets.

Our Conectadas program provides women in our markets with training on how mobile internet can connect them
with the mainstream society and economy and improve their lives.

Initially deployed in Guatemala in partnership with the Sheva Foundation in 2017, we expanded Conectadas to
more of our operations in 2019 with the objective of creating a regional strategy and program.

In 2019, El Salvador, Bolivia and Paraguay rolled out the Conectadas programs under the same concept and methodology
used in Guatemala, and adapted the program to also include women micro-entrepreneurs and Tigo Money
agents.

Through the Conectadas digital literacy programs that we support in partnership with nonprofit organizations such
as Fundemas, women throughout Latin America learn internet and mobile technology skills as well as how to obtain
microfinancing for their small-business ventures. Along with contributing technology and course materials to the
program, we helped train more than 324,000 women from 2017 to 2019.

We have also set a goal to train and empower 26 women micro-entrepreneurs per year in El Salvador to conduct
their business transactions through Tigo Money, a mobile tool that advances the digitalization of small and midsize
enterprises. As Tigo Money agents, these women will be able to help others complete financial transactions—
making them promoters of financial inclusion in their communities.

We see the benefits of this transformation rippling through families and entire communities. With greater digital
inclusion comes greater opportunities for women to rise above poverty, build confidence and become self-
sufficient. The adoption of mobile technology also drives financial inclusion where the unbanked move to safer and
more productive financial practices such as mobile money transfers, remittances and bill payments. Meanwhile, we
also grow the demand for Tigo products and services throughout the developing countries that we serve.

“My life changed after this
training. I learned to
organize, to set targets and
to use technology…so that
my business can do better.”

Sonia Zelada de Girón
Tigo Money agent, Librería Los Héroes, El Salvador

“

1 Source: The Mobile Gender Gap Report, GSMA, 2019, page 3.

https://www.gsma.com/mobilefordevelopment/wp-content/uploads/2019/02/GSMA-The-Mobile-Gender-Gap-Report-2019.pdf

Millicom 2019 Annual Repor t

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

COMMUNAL BANKING HELPS WOMEN ACCESS
MICROFINANCE RESOURCES

Over 159,000 women in Bolivia are gaining
greater financial control and stability through
a new partnership between Tigo and the
Crecer IFD Foundation. Tigo Bolivia’s program
is part of our regional strategy for helping
boost the productivity of women’s businesses
and entrepreneurship through training on
digital tools and technology.

Participants in Bolivia receive training in how to apply
for microfinance opportunities and manage their
money through mobile banking services. Through the
microfinance program, groups of women set up
communal banks through which they can apply for
microloans and distribute the funds to support each
other in launching or growing a small business. These

communal bank members are all accountable for the
repayment of their loans as a group, which helps
strengthen their teamwork and sense of community.

Conectadas and the communal banking program
helped Alejandra Mendoza Perez, 28, gain the skills to
create online advertisements for her small beauty
salon. With higher income from the ads and other
improvements to her business, she became able to pay
her microloan off more quickly.

“I search tutorials to learn new things about products
and on beauty salon management. This helps me a lot
to improve,” Mendoza Perez says of the training she
received through Conectadas. “These sessions also
help us to manage our social media accounts safely.”

324,000+

Adolescent girls and women trained
through our Conectadas digital
inclusion program from 2017 to 2019.

“Women of communal banks are their families’ main productive
engine. Their businesses need to be strengthened. In our times, this
strengthening is more successful if it goes hand in hand with
technology and internet use.”

Isabel Rueda
National Manager of Development Services, Crecer IFD

“

Millicom 2019 Annual ReportWho We Are

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Governance

Auditors’ Reports

Financial Statements

Connecting Communities
We believe that connected communities are resilient communities—
which, in turn, are the best possible environment for people to reach their
full potential. Therefore, this pillar of our strategy encompasses and
reinforces positive results within our other two Responsible Leadership in
Action focus areas.

We achieve progress by providing internet connectivity to organizations
that can be multiplying agents, such as schools, universities, public
institutions and community centers. To step up our work in communities,
however, we must better understand how our programs are impacting
the individuals that are part of them. With this in mind, during 2019 we
looked into ways of assessing the outcomes of our programs and have
developed a pilot program in Paraguay through which we intend to
create a methodology for measuring impact throughout all our
operations.

For this project we partnered with Global Infancia, and will focus on the
impacts that our Telecentros have had on the communities they have
been deployed in. The results, which are expected during Q1 2020, will
give us a clearer view of how our actions can create change in the
communities where we operate, and also provide us with a scalable
methodology to continue to measure the impact of our programs in the
rest of our operations.

Sharing Our Energy as Volunteers

One of the most powerful ways that we connect communities is through
channeling the talents and passion of our employees as volunteers. We
more than doubled our 2018 volunteering hours, with 51,425 hours this
year. This was achieved through a more strategic and focused approach.
For example, Tigo Paraguay organized a company-wide “Dia V”
volunteering event with the goal of bringing together collaborators and
beneficiaries of the country’s Telecentros, or technology access centers.
More than 700 volunteers at 10 Telecentros locations, which are
attended by over 4,000 children, spent the day helping with:
» Games that teach children how to recycle
» Fun activities designed to start meaningful conversations about risks

and opportunities on the Internet

» Repairs, cleaning and beautification projects to improve children’s

everyday surroundings

» Friendly sports competitions to reinforce the value of teamwork and

fair play

Also, in celebration of International Volunteering Day on December 5,
we held simultaneous volunteering activities in all our Latam countries
and our Miami regional office, with the participation of over 500
volunteers and benefiting more than 1,400 people.

TECH SKILL-BUILDING
FOR YOUNG PEOPLE

WHERE: Bolivia

WHAT: Tigo and our employee volunteers
help students learn computer
programming and create projects to
showcase their new-found talents.

HOW: Our Pixel a Pixel teaches
school-age children “computational
thinking” skills such as coding, logical
analysis and problem solving. Since 2017,
more than 64,000 children and hundreds
of teachers from 135 schools have
benefited from Pixel a Pixel. This learning
platform is also accessible online at
www.pixelapixel.org.bo.

In May 2019, we gave children a chance to
test their skills and knowledge at our first
Technological Fair of Coding Education.
Nearly 70 children from 10 communities
presented computer programming projects
that addressed societal problems and needs
in Bolivia. Featured technology creations
included anti-bullying resources, digital
organizational tools for students and
accessibility aids for the visually impaired.

Over 2x

Year-on-year increase in total
employee volunteering hours

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Corporate Responsibility
Performance Tables

We report our progress against the Millicom CR Framework and Five-Year CR plan, which are
built on our 2018 Materiality Assessment as well as our ongoing engagements with internal
and external stakeholders.

Our Support for the UNs Sustainable Development Goals

Millicom supports the United Nations Sustainable Development Goals (SDGs) as part of our commitment to a business strategy
that is aligned with the objective of shared and sustainable growth. Our CR framework prioritizes and focuses us on the SDGs that
intersect most directly with Millicom’s resources, expertise and ability to add the greatest value in addressing societal needs. The
performance tables on the following pages indicate how our efforts connect with, and help advance, specific UN SDGs.

This corporate responsibility report includes the Honduras and Guatemala joint ventures as if fully consolidated in accordance
with our management reporting. Reported indicators exclude Emtelco, Nicaragua, and our recently acquired Telefonica operation
in Panama. Additional exclusions, where applicable, are detailed in footnotes. The majority of our performance data on pages 57
to 63 is reported on the October 1, 2018 to September 30, 2019 basis, except where noted.

Millicom 2019 Annual Repor t

50
50

Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

CR Fundamentals Overview

Our Goals

5-Y

What we did in 2019

Our performance

SDG
relevance

100% GMs and executive
teams with compliance KPIs
built into remuneration
package by 2020.

100% of the above group
plus their direct reports with
compliance KPIs built into
remuneration package by
2021.

95% Compliance & Ethics
training for active
employees yearly.

Respond within 3 business
days to each Ethics Line
allegation submitted
through hotline.

Provide corrective action
recommendations for each
Ethics Line case
substantiated through the
investigation process.

100% operations with
online platform deployed
and functional for a
high-quality program that
integrates preventive
measures, key controls,
reporting mechanisms and
due diligence processes
capable of detecting and
correcting misconduct and
wrongdoing.

Train 100% of Procurement
staff in responsible supply
chain management issues
related to our core risks by
2023.

Vet all global strategic
suppliers through our
sustainable procurement
platform.

100% of GMs have
compliance KPIs built into
remuneration package.1

Since 2018, we have tied the GM
Compliance objectives with their
bonuses. We want to create the
right incentives where integrity is
recognized, rewarded and
encouraged. Heatmap and KPI
scorecards have been presented
to the Board of Directors, as a
way to assess progress towards
Compliance objectives.

All operations and HQ deployed
training on Code of Conduct and
Anti-Corruption during 2019.

94% of active employees
have received Compliance
& Ethics training.2

The current mechanism allows
for visibility of the date an
allegation is submitted to the
hotline and the date on which a
response is logged.

We are currently responding
to each Ethics Line
allegation within 3 business
days of being submitted
through the hotline.

Where a concern or allegation is
substantiated, investigation
findings and recommendations
for corrective action are provided
to the appropriate review
committee.

This year we completed the
automation of the Conflict of
Interest and Gifts and
Hospitalities forms.

Case-specific
recommendations are
provided as needed and
closely tracked.

All of our operations have
these forms standardized
and accessible.3

We expanded the Supplier
Training Program to Procurement
staff to standardize content
across operations and align
messages and practices with
those delivered to suppliers.

88% of Procurement staff
in Miami headquarters
and Latam operations
reached by the
Responsible Supply Chain
module.

We have assessed the baselines
against our current global
strategic suppliers and identified
among this key group who is
already vetted through the
platform.

Out of this group, 56%
already has taken the
assessment and we are in
the process of revising the
lists and planning for
2020.

Build a strong Corporate
Culture that seeks
Compliance Excellency; an
ethics business culture, where
employees at all levels are
committed to doing what is
right, upholding the
Company’s values and
standards.

s
c
i
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t
E

Have a Compliance & Ethics
Program that is central to
business strategy, effectively
embedded in the business
processes and procedures,
focusing on the actual impact
the company’s Program has
in the countries it operates in,
on our employees, customers,
stakeholders and
communities.

Extend related training to
Procurement team.

Enhance due diligence
processes by including
sustainable procurement
criteria for global strategic
suppliers.

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Ensure that 100% Global
strategic suppliers obtain
sustainability assessment
scores of 45 or greater
by 2023.

As part of the above revision, we
assessed how many of our global
strategic suppliers already have a
score of 45 or greater.

46% of our global
strategic suppliers already
have scores of 45 or
greater.

1 Excludes Guatemala JV, as well as newly-acquired operations of Telefonica and Cable Onda.
2 Excludes recently acquired Telefonica operations.
3 Excludes Guatemala JV, as well as newly-acquired Telefonica operations.

Millicom 2019 Annual Report
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Auditors’ Reports

Financial Statements

CR Fundamentals Overview–continued

SDG
relevance

Our performance

117 suppliers trained
across Latin America.

100% of operations with
environmental impact
assessments conducted.

We are on track to meet-
ing these commitments.

13
13

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Our Goals
Train all suppliers with Group
spend >$1.0m by 2023, and
measure their progress on
corrective action plans
through sustainable
procurement platform and
audits.

5-Y

Train all suppliers with
Group spend >$1.0m by
2023, and measure their
progress on corrective
action plans through
sustainable procurement
platform and audits.

Environmental impact
assessments executed,
reviewed, revised,
standardized and with
action plans consolidated
for regional execution by
January 2021.

Environmental impact
assessments of all operations
executed by 2021, including
issue prioritization and
remediation plans.

Design one pilot project for
emissions reduction and one
for offsetting / carbon
pricing by 2020.

Develop and implement a
comprehensive strategy for
climate change mitigation
and resilience for Tigo
operations and customers.

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Comprehensive strategy for
climate change mitigation
and resilience for Tigo
operations and customers
approved and announced
by Q2, 2022.

What we did in 2019
In 2019 we focused our training
on local suppliers we consider
critical and with greater potential
of improvement- not necessarily
meeting the condition of spend
of over $1M. Further review will be
done to determine the most
strategic prioritization criteria for
supplier selection.

We achieved ISO 14001 standard
certification in all our corporate
offices and in Colombia, Costa
Rica, Paraguay, Guatemala,
Honduras, Bolivia, Panamá, Tigo
Tanzania and Zantel, with Bolivia
and Nicaragua in advanced
stages. Environmental impact
assessments have been
conducted in the framework of
this process.

In addition to different existing
initiatives in our operations, we
are evaluating several
alternatives for feasibility and are
on track to meeting this goal as
scheduled.

We are taking the necessary steps
towards fulfilling this
commitment, internally by
broadening and accelerating
collaboration across the business
functions that manage related
impacts and risks. Externally, in
late 2019 we joined the GSMA
taskforce #BetterFuture in order
to align, leverage and coordinate
target-setting efforts with our
industry peers to maximize our
potential for positive impact.

Baselines have been identified for
energy consumption and scope 1
and scope 2 emissions, against
which we are initiating the
target-setting process.

Enhance data quality and
standardization of calculation
and reporting of baselines and
targets to reduce carbon
footprint and achieve costs
savings and reduce carbon
footprint.

2018 energy consumption,
Scope 1 and Scope 2
baselines identified and
published by 2019.

Our baseline year is 2018
and levels are shared on
page 61 of this report.

Fossil fuel consumption and
energy consumption
reduction targets set
by 2021.

Baselines have been identified for
energy consumption and scope 1
and scope 2 emissions, against
which we are initiating the
target-setting process.

Our baseline year is 2018
and levels are shared on
page 61 of this report.

Millicom 2019 Annual Report
Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

CR Fundamentals Overview–continued

SDG
relevance

Our Goals

5-Y

What we did in 2019

Our performance

Reach 78% of Consumer
Premise Equipment (CPE)
end to end (E2E) recovery1
by 2023.

We achieved 69% CPE
E2E recovery across
the region, with some
individual countries like
Costa Rica, Bolivia and
Colombia already above
the 77% recovery line.

Ramped up our reverse logistics
process across the Latam region
through standardization of
practices, improved materials
classification and coordinated
tracking of performance from
the supply chain team,
broadening the reach we
already had through a
specialized partner in Colombia,
Costa Rica, El Salvador and
Honduras, including assessment
of in-house practices and other
partners in operations that work
with them.

t
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Manage and measure waste
streams, and reuse and
recycling of consumer devices.

Conduct an inventory of all
waste generated at
operations and publish
related targets by 2020.

Conducted a deep dive process
to standardize e-waste
management and
measurement practices.

An updated scorecard
has been launched in
Q4, which will be a key
input for the 2020
Annual Report.

Corporate and operations
Gap Assessment conducted
by Q3 2019.

Corporate and operations Gap
Assessment conducted by Q3
2019.

Conducted Gap Analysis
of operations policies and
processes against UNGPs.

Develop remediation plan
to cover gaps by Q4 2020
for implementation under
5-year plan.

Develop remediation plan to
cover gaps by Q4 2020 for
implementation under
5-year plan.

Consolidate and enhance
human rights policies and
practices covering privacy,
freedom of expression, supply
chain and vulnerable groups
to meet United Nations
Guiding Principles on Business
and Human Rights standards.

We rolled out trainings on human
rights and Privacy and the use of
Millicom’s privacy management
tool to designated Privacy
champions in HQ and Latam
operations.

Trained CR Managers and HQ
Legal, Compliance, Procurement
and Business teams in Colombia,
Paraguay and Bolivia.

200 people trained in
Miami HQ, Bolivia, Para-
guay, Colombia, Costa
Rica, Panama, El Salvador
and Honduras.

56 people trained in
HRIA.

Conduct HRIAs in all
operations by Q4 2020.

Conducted HRIAs in Colombia,
Paraguay and Bolivia.

37% of our Latam
operations with HRIA
conducted.

Roll out training on human
rights in all Latam markets
by 2020.

Human rights training to CR
Team by Q4 2019 and
extended to designated
business teams by Q4 2020.

s
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H

Develop and deploy Human
Rights Impact Assessment
(HRIA) toolkit in all Latam
markets.

Protect customer rights to
privacy and freedom of
expression in accordance with
Global Network Initiative’s
(GNI) Principles and obtain
positive assessments of our
policies and practices.

Training on HRIA toolkit
conducted in all operations
by Q4 2019.

Develop remediation plan
to cover findings of HRIAs
by Q2 2021.

Develop Grievance
Mechanisms for customer
privacy or freedom of
expression issues by
Q4 2019.

Develop web-based one
stop Privacy Center for
customers on company
policies, terms and
conditions and practices
relative to privacy and
freedom of expression by
Q4 2019.

Conducted gap assessment of
GMs at HQ and operations.

Developed Framework for
GMs for HQ and
Operations levels.

Published Global Policy, User
Terms and Conditions, Cookie
Policy, and Privacy Notices on
MIC and operations’ websites.
Launched a management tool to
assist in the administration of our
Program. Designated Privacy
Officers and Privacy Champions
in HQ and operations.

Obtained favorable
external GNI assessment
report on alignment of
our policies and practices
regarding freedom of
expression and privacy
against GNI principles.

1 End-to-end recovery excludes obsolete equipment that cannot be reinserted

Millicom 2019 Annual Report
Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

CR Fundamentals Overview–continued

SDG
relevance

Our Goals

5-Y

What we did in 2019

Our performance

Build an inclusive work
environment that is
representative of our
workforce, the markets where
we operate and the customers
who we serve.

Promote a culture of inclusion
through policies, procedures,
and regular training, and
activities that foster employee
collaboration.

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Enhance employee wellness
and growth through policies,
programs and practices
designed to support their
aspirations professional and
personal development.

» Track progress on inclusive
work environment by our
employee engagement
survey and Tigo culture
diagnostic.

» Increase employee

participation in positive
work environment
trainings and programs.

In 2019, we launched a
multi-year initiative to define and
execute a Diversity and Inclusion
(D&I) global strategy and
framework. Our strategy was
developed pursuant to an
internal audit of our policies and
practices on diversity and
inclusion and included focus
groups of employees throughout
our company.

We analyzed internal data,
considered feedback provided by
more than 6000 employees, and
also reviewed what companies
that have been successful
leading these efforts have done.

This information provided
us significant insights
and gave us the base to
define our aspirations and
strategic priorities. Now
we have a global D&I
framework aligned with
our Sangre Tigo culture.
In the next couple of
years our goal is to “live”
our aspirations, imple-
menting initiatives that
allow us to continue build-
ing an organization that
welcomes diversity that is
inclusive and united.

Starting in 2020 we will
amplify the set of D&I
metrics we disclose based
on the implemented
strategy.

Millicom 2019 Annual Report
Who We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Responsible Leadership Overview

Our Goals

Our targets

What we did in 2019

Our performance

Continue our Child Online
Protection education
program to reach more
children, adolescents,
parents, teachers and
caregivers.

By 2023 reach through our
COP programs:

70,000 teachers.

We rolled out the new, regional
program Conectate Segur@, in
a key step towards broader
impact and collaboration.

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200,000 parents and
caregivers.

700,000 children and
adolescents.

Expand Child Online
Protection training program
for our employee volunteer
program by creating online
training platform in all our
operations.

Online training platform live
in all our operations by 2020.

By 2023 reach 120,000
volunteering hours from
COP-related programs.

All countries complete
research on use of
technology by children and
adolescents by Q4 2020.

All countries implement
action plans based on
results of the research by
2020.

All operations implement
CSAM blocking mechanism
by 2020.

Conduct research programs
in each market on the use of
technology by children and
adolescents to tailor content
and adapt Child Online
Protection training based on
results and insights.

Continue our efforts in
preventing access to online
Child Sexual Abuse
Material through our
networks by continuous
implementation of
blocking mechanisms,
region-wide, and
advancing industry
initiatives.

All Latam operations received
training on Colombia’s Contigo
Conectados program which, in
turn, was implemented locally
through volunteer trainers under
the Conectate Segur@ strategy.

This goal has been revised upon
further analysis and has been
refocused towards in-person
training as it was found to be
the most effective methodology
both for attendees and
volunteers.

Based on Colombia’s 2018
research on use of internet by
children and adolescents, all
operations have developed plans
to adapt the study for local roll
out in 2020 using the same
methodology to have
comparable results.

All operations have advanced
the implementation a of new
management system that
includes enhanced blocking
measures. This system will
provide region-wide coverage
using an international validated
list of CSAM sites.

4,540 teachersteachers

74,959 parents and
caregivers

120,099 children and
adolescents reached
through COP programs

18,542 volunteering hours
devoted to COP-related
programs,

All Latam countries are
ready to implement the
methodology
standardized during
2019.

The system is already in
place in 75% of our
Latam operations. We
expect to have full
coverage in the first half
of 2020.

SDG
relevance

4, 16

Millicom 2019 Annual Report

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Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Responsible Leadership Overview–continued

Our Goals

Our targets

What we did in 2019

Our performance

SDG
relevance

Conduct assessments in
Latam markets on
socio-economic conditions
and technological
capabilities of women and
girls who are the
beneficiaries of our programs
to measure benefits
achieved through trainings.

Continue our programs to
reduce the gender gap in the
use of mobile technology.

Implement regional strategy
to advance digital literacy
with educational programs
on basic and advanced
digital knowledge and
entrepreneurial skills.

Measure impacts of
connectivity in
communities targeted by
our programs to assess
improvements in socio-
economic conditions of
beneficiaries, and optimize
program content and
resource allocation.

Continue bringing internet
connections to schools and
public institutions in
vulnerable communities
throughout Latin America
through collaborative
partnerships with local
government and NGOs.

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All operations conduct
assessments focused on
socio-economic conditions
and technological
capabilities of women and
girls by 2023.

Through the expansion of the
Conectadas program, we are
identifying benchmarks for the
development of assessments in
the coming years that will allow
by each operation to research
the socio-economic conditions
and technological capabilities of
the participants.

During 2019, we used the
results obtained in
Guatemala to create a
regional framework to use
as foundation for the
program’s next steps.

Close the digital gap in our
Latam operations by 2020 in
line with the acquired
commitments through
GSMA’s Connected Women
initiative.

GSMA extended the Connected
Women initiative until 2023,
Millicom as the only operator in
Latam to have signed to
commitment agreed to the
extension in November 2019.

We maintain the same
objectives, with each
operation’s local goals
depending on their
specific baselines.

400,000 women trained
through our digital inclusion
program by 2023.

We rolled out the CONECTADAS
program in all operations based
on Guatemala´s strategy with
the Sheva Foundation.

Design and planning for
regional Conectadas app
is underway for delivery
during 2020.

Design and roll out to
operations a regional
impact measurement
methodology by 2020.

All countries implement an
impact measurement
methodology related to
connectivity and digital
inclusion by 2022.

Provide internet to 1300
schools and public
institutions by 2023
reaching our set
commitment with the OAS
ICT Alliance.

Provide with digital
platforms and
empowerment programs
through the use of
technology to 1,000
public institutions and
community development
institutions by 2023.

We deployed a pilot program
in Paraguay to create a standard
impact measurement tool. The
results from this assessment will
serve as benchmark for
adaptation and replication in
other operations.

Pending results from Paraguay
assessments, all ops will
implement accordingly.

Operations have ongoing
programs that include provision
of internet access to public
institutions and schools, keeping
us on track with OAS 2030 goal.

We continued the
implementation of programs
with focus on robotics and
empowerment through
technology.

Initial pilot program in
Paraguay in final stages.
The resulting
methodology will be
expanded to all other
Latam countries in 2020.

1,416 schools and public
institutions to date
provided with internet
connection. We have
already exceeded our
2023 goal and are well on
track to meeting the
2030 commitments.

Further review of target is
needed to adjust to new
programs and
development of strategy.
Further opportunities in
combining with
Protecting Children
actions to increase scope
and effectiveness.

Millicom 2019 Annual Report

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Governance

Auditors’ Reports

Financial Statements

Our Performance

1. Human Rights

KPI

Total number of law enforcement requests1

Number of major events

Law enforcement requests—LatAm

Interception

Customer metadata

MFS

Content Takedown

2017

41,323

2018

45,666

2019

40,1322

971

2,116

32,340

33,868

181

523

2,121

37,497

514

1 We classify law enforcement requests into three categories: interception, customer metadata, and customer financial data (related to the mobile money services or MFS
services we provide). These three categories encompass the vast majority of requests we receive. We report all other requests outside of the definitions as major events.

2 2019 values only for Latam; see LED report for additional details.

Overview of Major Events by Type1

KPI

2017

2018

2019

Shutdown or restriction of services

Proposals for significant changes in local laws

Proposals for significant changes in technical or operational procedures

Disproportionate interception or customer data requests

Politically motivated messages

Other

1 Data reported for calendar year

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Our Performance–continued

2. Ethics1

% of employees who acknowledged the Code of Conduct

% of employees who have completed the Code of Conduct training

KPI

% of procurement staff trained on Anti-Corruption3

% of senior managers trained on Anti-Corruption

% of employees who filled and signed the conflict of interest declaration form

Number of cases of unethical behavior reported and investigated

Investigations resulting in written warning

Investigations resulting in termination of employee contract

% revenue from MFS represented by operations audited for AML controls

% of operations (where) we conducted a compliance risk assessment or audit

Turnover of procurement staff (%)

2017

962

164

2018

2019

336

4964

1 Ethics metrics are reported on calendar year basis, with the exception of “Turnover of procurement staff” .
1 The percentages of employees who acknowledged the Code of Conduct and who have completed the Code of Conduct training are the same as both were done

simultaneously for 2017.

3 Formerly ABAC.
4 Incidents reported through Millicom Ethics Line and Linea Etica TigoUne. Incidents reported from Guatemala were channeled through Millicom Ethics Line as

of 2018.

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Our Performance–continued

2. Ethics1

KPI

2017

2018

2019

Overview of cases reported to Millicom Ethics Line5

Bribery and corruption

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

Discrimination and harassment

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

Human rights and labor

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

Conflict of interest

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

Fraud

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

Other

Number of cases reported and investigated

Cases ending in written warning

Cases resulting in termination

5 The metric “Cases resulting in written warning or termination” reports number of cases with that outcome; not number of written warning and/or terminations.

One case can include warnings and/or terminations to multiple employees.

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Our Performance–continued

3. Environment

e-waste recycled through responsible waste management program
(tonnes)

KPI

Bolivia

Colombia

Costa Rica

El Salvador

Guatemala

Honduras

Paraguay

Panama

Tanzania

Energy use

Total Energy Consumption / Sources of energy by asset type

Base station and fixed network sites

Fuel (000 l)

Energy from fuel (MWh)

Electricity (MWh)

Our fleet

Fuel (000 l)

Energy from fuel (MWh)

Electricity (MWh)

Datacenters and offices4

Fuel (000 l)

Energy from fuel (MWh)

Electricity (MWh)

Shops

Fuel (000 l)

Energy from fuel (MWh)

Electricity (MWh)

2017

474

44.50

162

1,037

3.52

236

2018

7.74

587

310

147

400

105.18

2019

5,586

431

118.14

123

1,303

9.81

0.20

Not included

138.10

462

400

8,800

14,732

147,073

354,949

10,4631

104,4562

4,247

42,685

450,1313

441,336

6,335

60,756

N/A

988

24,082

55,885

332

3,312

4,064

38,609

N/A

450

4,490

3,257

31,230

N/A

293

2,926

89,6885

74,598

23.44

234

71.8

717

15,509

16,8116

11,618

1 Data from 2018 was restated from originally published value of 10,435.35K litres to reflect adjustments made after publication of past Annual Report.
2 Data from 2018 was restated from originally published value of 104,178.29 MWh to reflect adjustments made after publication of past Annual Report.
3 Data from 2018 was restated from originally published value of 444,885.99 MWh to reflect adjustments made after publication of past Annual Report.
4 Many of our datacenters are co-located with our offices. Therefore, they often do not have separate meters to enable us to report on datacenter consumption

separately.

5 Data from 2018 was restated from originally published value of 89,582.09 MWh to reflect adjustments made after publication of past Annual Report.
6 Data from 2018 was restated from originally published value of 16,916.97 MWh to reflect adjustments made after publication of past Annual Report.

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3. Environment

Electricity (MWh)

Fuel (000 l)

KPI

Energy from fuel (MWh)

Total Energy Consumption (MWh)

Emissions and e-waste overview

2017

416,343

22,387

235,223

711,566

2018

553,330

14,922

147,789

701,119

2019

527,553

7,869

77,557

605,111

Total weight of e-waste recycled through our responsible e-waste
management program

2,496.02

1,956.92

16,509

Scope 1 emissions1 (Tonnes of CO2e)

Scope 2 emissions3 (Tonnes of CO2e)

Scope 3 emissions (Tonnes of CO2e)

% of operations set up on global responsible e-waste

recycling program

58,787

39,0452

20,553

114,883

140,6054

137,754

N/A

3,9945

100

Tonnes of CO2e emissions per USD1,000 revenue

0.029

0.03

0.026

1 Emissions from fuel are calculated using World Resources Institute (2015) GHG Protocol tool for stationary combustion, version 4.1.
2 Data from 2018 was restated from originally published value of 39,181 tCO2e to reflect adjustments made after publication of past Annual Report.
3 Emissions from electricity are calculated using Electricity Emission Factors from IEA, version 2016, except in the case of Paraguay and, in 2017 and 2018, Chad,

where other official sources were used.

4 Data from 2018 was restated from originally published value of 141,439 tCO2e to reflect adjustments made after publication of past Annual Report.
5 We only consider air travel for Scope 3 emissions in 2019. As we standardize and build up our scope 3 calculation and reporting capabilities, we will expand this

scope accordingly.

4. Diversity & Inclusion

KPI

% of women in senior management positions1

% of women across our employee base

1 This metric is reported on a calendar year basis.

2017

2018

2019

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Our Performance–continued

5. Supply Chain

KPI

2017

2018

2019

% of strategic suppliers1 who signed the supplier code

% of all suppliers who have signed the supplier code

% of spend represented by suppliers who completed assessments on EcoVadis
to date

% of procurement teams trained on responsible supply chain management

Number of suppliers trained on Millicom’s CR strategy and requirements

121

108

117

1 A supplier is considered strategic if they follow one or more of the following: significant spend, multi-year relationship in place or expected, products and services in

a strategic spend category, direct impact on delivery capability, potential impact on brand and reputation and difficulty of switching to alternative suppliers.

6. Protecting Children

% of operations with child risk impact assessments conducted to date

KPI

Volunteering hours from COP-related programs

Number of children reached by COP training (’000)2

% of operations in LatAm blocking child sexual abuse content

2017

2018

100

New KPI for
2019

188.60

360.10

2019

871

18,542

480.20

1 The percentage decreased as the 2019 Latam base includes Panama, which has this assessment pending.
2 Cumulative from 2016. From October 1, 2018 to September 30, 2019, the number of children reached by COP training was 120,099 in Latam.

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Our Performance–continued

7. Connecting Women

KPI

Women enrolled in digital inclusion programs

Women enrolled in financial inclusion programs

2017

New KPI for 2018

2018

117,340

97,978

2019

207,0191

See above

1 As of 2019, we will report one unified metric, as our digital inclusion programs often, but not always, include financial inclusion programs but when we run financial

inclusion programs they are always framed from a digital inclusion perspective. The 2018 values partially overlap and therefore should not be combined.

8. Connecting Communities

KPI

Monetary value of employee volunteering

Total cash contributions (’000)

In-kind giving (at cost; ’000)

Schools and public institutions connected to the Internet

Number of volunteering hours

2017

170,000

3,203

6,399

1,259

14,841

2018

235,000

3,776

6,737

1,361

2019

405,503

2,686

6,139

1,416

24,732

51,4251

1 Total volunteering hours. For 2019, this includes the 18,442 hours from COP-related programs as reported on page 62.

9. Health and Safety

KPI1

2017

2018

% of operations certified against ISO 45001

New KPI for 2019

Number of employee fatalities

Number of contractor fatalities

Number of H&S incidents reported

Lost-time injury rate per 1000 workers

Absentee rate4

387

2.60

0.80

369

0.54

1.29

2019

100

460

1.773

1.34

1 Employee and contractor fatalities aligned with reporting period from October 1st 2018 to September 30th, 2019. Previous year fatalities reported under the same

reporting period.

2 Unfortunately an employee fatality occurred in Q4 2019. It is reported in our Q4 earnings release and will be included in our 2020 Annual Report.
3 The increase in this rate is due to the addition of Panama to the scope. In this country, the legal incident classification considers a broader definition of the

incidents that require time off.

4 The absentee rate is the number of unplanned absences versus the average number of workdays in in the reporting period, expressed as a percentage.

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Independent Assurance Statement to Millicom
International Cellular S.A

ERM Certification and Verification Services (ERM CVS) was engaged by Millicom International Cellular S.A (further ‘Millicom’)
to provide limited assurance in relation to specified information in the section ‘Corporate Responsibility Performance Tables’
pages 57-63 within Millicom’s 2019 Integrated Annual Report and on Millicom’s website as set out below.

Whether the following 2019 disclosures are fairly presented in all material respects, with the reporting criteria:

Engagement summary

Materiality and stakeholder engagement disclosures found at
https://millicom.com/2019annualreport/ourcrreporting.html

Human Rights

• Number of law enforcement requests (Group)
• Number of major events

Ethics

• % of employees who acknowledged the Code of Conduct
• % of employees who have completed the Code learning
• % of procurement staff trained on Anti-Bribery and Anti-Corruption [ABAC]
• % of employees who have filled and signed the conflict of interest declaration form
• Number of cases of unethical behavior reported and investigated
• Turnover of procurement staff [%]

Scope of our
assurance
engagement

Inclusion

• % of women in senior management positions

Environment

• Total electricity consumption [MWh]
• Total fuel consumption [liters]
• Total energy consumption [MWh]
• Scope 1 emissions [metric tonnes CO2e]
• Scope 2 emissions [metric tonnes CO2e]

Supply Chain

• % of strategic suppliers who have signed the Supplier Code
• % of all suppliers who have signed the Supplier Code
• % of procurement teams trained on responsible supply chain management

Taking Care of Our People

• Number of H&S incidents reported
• Number of employee fatalities
• Number of contractor fatalities
• Lost-time injury rate per 1,000 workers
• Absentee rate

Reporting
criteria

Assurance
standard

Millicom’s Reporting Guidelines, as specified in footnotes on Performance Tables.

ERM CVS’ assurance methodology, based on the International Standard on Assurance Engagements ISAE
3000 (Revised).

Assurance level

Limited assurance.

Respective
responsibilities

Millicom is responsible for preparing the data and for its correct presentation in reporting to third parties,
including disclosure of the reporting criteria and boundary.

ERM CVS’s responsibility is to provide conclusions on the agreed scope based on the assurance activities
performed and exercising our professional judgement.

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Our conclusions

Based on our activities, nothing has come to our attention to indicate that Millicom’s 2019 disclosures, as listed above, are not fairly
presented, in all material respects, with the reporting criteria.

Our assurance activities

Our objective was to assess whether the selected data are reported in accordance with the principles of completeness, comparability
(across the organisation) and accuracy (including calculations, use of appropriate conversion factors and consolidation). We
planned and performed our work to obtain all the information and explanations that we believe were necessary to provide a basis
for our assurance conclusions.

A multi-disciplinary team of EHS and assurance specialists performed the following activities:

• Interviews with relevant staff to understand and evaluate the data management systems and processes (including IT systems

and internal review processes) used for collecting and reporting the selected data;

• A review of the internal indicator definitions and conversion factors;

• A review of the inputs of the 2018 Materiality Assessment and stakeholder engagement activities in relation to disclosures on the

ongoing Five-Year CR plan;

• Visits to two markets (Colombia and Guatemala) to review local reporting processes and consistency of reported annual data

with selected underlying source data for each indicator. We interviewed relevant staff, reviewed site data capture and reporting
methods, checked calculations and assessed the local internal quality and assurance processes;

• An analytical review of the data from all sites and a check on the completeness and accuracy of the corporate data

consolidation;

• Year-end assurance activities at corporate level including the results of internal review procedures and the accuracy of the

consolidation of the data for the selected indicators from the site data;

• A review of samples of documentary evidence, including internal and external documents, to support key assertions related to

assured indicators; and,

• Reviewing the presentation of information relevant to the scope of our work in the Report to ensure consistency with our findings.

The limitations of our engagement

The reliability of the assured data is subject to inherent uncertainties, given the available methods for determining, calculating
or estimating the underlying information. It is important to understand our assurance conclusions in this context. We have not
reviewed any of the data for years prior to 2019.

Jennifer Iansen-Rogers
Head of Corporate Assurance
28 Feb 2020

ERM Certification and Verification Services, London
www.ermcvs.com; email: post@ermcvs.com

ERM CVS is a member of the ERM Group. The work that ERM CVS conducts for clients is solely related to independent assurance
activities and auditor training. Our processes are designed and implemented to ensure that the work we undertake with
clients is free from bias and conflict of interest. ERM CVS and the ERM staff that have undertaken this engagement work have
provided no consultancy related services to Millicom in any respect

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GOVERNANCE:

Governance
and Business
Ethics

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Growing our connections and impact.

Chairman’s Report

Millicom’s Board of Directors (“the Board”) and its committees dealt with many
significant strategic, operational and compliance matters in 2019. These included:

• Enhancing and adapting our governance structures, and strengthening our

controls and processes in connection with the listing of Millicom’s shares on the
Nasdaq Stock Market in the U.S.

• Acquiring and integrating mobile businesses in Central America

• Overseeing capital allocation and our strategic focus on mobile and cable

businesses in Latin America

Role of the Board
The Board is responsible for approving Millicom’s strategy,

financial objectives, and operating plans, as well as for

overseeing risk and governance. The Board also plans for CEO

succession and reviews plans for other senior management

positions.

Board Changes

In January we welcomed Ms. Pernille Erenbjerg and Mr. James

Thompson to the Board. Both are also members of the Audit

Committee. Ms. Erenbjerg, who is Deputy Chairman of the Board,

• Mr. Anders Jensen, who served the Board and its

Compensation Committee from May 2017 to January 2019

• Mr. Roger Solé Rafols, who served the Board from May 2017

to May 2019.

Strength through Diversity, Teamwork and Sharing

The diverse people in our operating countries, offices, and

headquarters comprise a key strength for Millicom. We value

different perspectives, encourage the sharing of alternate

viewpoints, and promote equal opportunity. These remain

core elements that contribute of Millicom’s corporate culture.

brings years of experience from operating a converged provider

We are proud of our success in fostering strong workplace

of communication and entertainment services, as well as from

environments and the accolades received in this respect.

driving transformational processes in complex organizations,

both organically and through M&A. Mr. Thompson brings

extensive investment management experience to the Board and

will contribute significantly to discussions on Millicom’s long-term

strategy and capital allocation.

In May 2019 we welcomed Ms. Mercedes Johnson to the

Board. Ms. Johnson brings significant experience gained at

technology-oriented multinational U.S. listed companies in

various capacities including Board and Committee roles and

as a Chief Financial Officer.

I would like to thank the Board members who stepped down

during 2019:

• Mr. Tom Boardman, who served as Chairman from May

2016 until January 2019, for his significant contributions to
the Board and its Committees over this time

Compliance and Business Ethics

During 2019, we continued building and refining our

compliance program and culture with support from our

Executive Team and Ethics and Compliance team.

On behalf of the Board, I would like to reaffirm our

commitment to a culture of doing the right things in the right

way, encompassed by “Sangre Tigo”, which builds our strength

and success. We are proud to be a leader on ethics and

compliance in our markets. We look forward to engaging with

you and thank you for being part of the Millicom journey.

José Antonio Ríos García
Chairman of the Board of Directors

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Corporate Governance Framework

Background
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), 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.

Millicom’s shares are listed on Nasdaq
Stockholm, in the form of Swedish
Depository Receipts and on the Nasdaq
Stock Market in the U.S. since January 9,
2019, where Millicom is registered as a
foreign private issuer.

Millicom’s Corporate Governance Framework is primarily based on the following legislation, principles and regulations:

Publication
Swedish Code of Corporate Governance
Luxembourg Law
EU Directives and Regulations
Nasdaq Stockholm Issuer Rule Book
Nasdaq Stock Market Rules
U.S. Securities Laws
Good Stock Market Practice

Authority
Guiding Principles
Legislation
Legislation
Regulation
Regulation
Regulation
Guiding Principles

Philosophy
Comply or Explain
Comply
Comply
Comply
Comply
Comply
Corporate Citizenship

Millicom governance deviated in 2019 in relation to the Swedish Code in the following areas:

Code requirement
1.5–A shareholder, or a proxy representative
of a shareholder, who is neither a member
of the board nor an employee of the
company is to be appointed to verify and
sign the minutes of the shareholders’
meeting.
9.7–Vesting of share-related incentive
programs to be no less than three years.

Millicom practice
Minutes are signed by the chairman of
the shareholders’ meeting (who is not a
member of the Board or an employee
of the Company), the meeting
Secretary and an appointed Scrutineer.

Explanation
While this represents a deviation from
the Swedish Code, Millicom follows
Luxembourg Law in connection with
procedures and rules for its
shareholders’ meetings.

Deferred share incentive plans contain
vesting of 16.5–30% of granted
shares after one year, 16.5–30% after
two years, and 40–67% after three
years.

The Company believes that this vesting
schedule ensures alignment between
the interests of the Company’s
shareholders and its employees.

Within these frameworks, the Board
develops and continuously evaluates
internal guidelines and procedures, as
further described below, to ensure the
quality and transparency of Millicom’s
corporate governance practices.

Swedish Corporate Governance Code
The Swedish Corporate Governance
Code (the “Swedish Code”) promotes
positive development of corporate

governance. The Code complements
laws and regulations and sets its good
practice level above regulatory
requirements. The Swedish Corporate
Governance Board states that self-
regulation is often preferable to
mandatory legislation and therefore
allows companies to deviate from its
rules, following a “comply or explain”
philosophy.

Compliance with Applicable Stock
Exchange Rules
Neither the Nasdaq Stockholm’s
disciplinary committee nor the Swedish
Securities Council reported any
infringement of applicable stock
exchange rules or breach of good
practice on the securities market by
Millicom in 2019.

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Corporate Governance Structure
Millicom’s Corporate Governance structure comprises the following three levels:

Shareholders and representatives
of shareholders.

Board of Directors and Committees
appointed by the Board from among
its members.

Shareholders’ meeting

Nomination Committee

Board of Directors

Compliance and Business
Conduct Committee

Compensation Committee

Audit Committee

CEO and Executive management,
and its main functions managing
governance, risk, compliance and
ethics (including security), corporate
responsibility, controls.

Chief Executive Officer

Internal Audit

Executive Management Team

Compliance and
Business Ethics

Business Control

Legal and
Governance

Risk Management

Corporate
Responsibility

1. Shareholders and shareholders’

meeting

The shareholders’ meeting is Millicom’s
highest decision-making body and a
forum for shareholders to exercise
influence. Each shareholder has the
right to participate in the shareholders’
meeting and to vote according to the
number of shares owned. Shareholders
unable to attend in person may exercise
their rights by proxy/vote in writing.

Millicom’s articles of association
(consolidated as at amended on
January 7, 2019) (the “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.

Millicom’s Articles of Association are
available in the governance section of
our website at www.millicom.com/
our-company/governance/governance-
reports/. Unless otherwise required

under Luxembourg law, an
extraordinary general meeting (“EGM”)
must be convened to amend the
Articles of Association.

At the 2019 AGM, held on May 2, 2019,
shareholders decided the following key
items:

• Approval of the 2018 Consolidated
Financial Statements and the
distribution of a dividend of $2.64
per share

• Election and re-election of the

Directors until the date of the 2020
AGM

• Reappointment of Ernst & Young
(“EY”) as the external auditor

• Approval of remuneration to the

Board and auditor and procedures
for the Nomination Committee

• Approval of guidelines for the

remuneration of senior
management

• Approval of a Share Repurchase Plan

At the EGM, held on January 7, 2019,
shareholders decided the following key
items:

• Resignation and election of two

directors

• Amendment of the Articles of

Association regarding the procedure
for nomination of directors

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Nomination Committee

Member
Mr. John Hernander
Mr. Dan Sievers
Mr. Peter Guve
Ms. Juanjuan Niska

On behalf of:
Nordea Investment Funds
Fiduciary Management Ltd
AMF Pensionsförsäkring AB
Wellington Management

Position
Chairman
Member
Member
Member

The Nomination Committee is
appointed by the major shareholders of
Millicom and is not a Board committee.
Its role is to propose decisions to the
shareholders’ meeting in a manner that
promotes all shareholders’ common
interests. Nomination Committee
members’ term of office typically begins
at the time of the announcement of the
interim report covering the period
January to September of each year and
ends when a new Nomination
Committee is formed.

At the January 7, 2019 EGM,
shareholders resolved that the Articles
of Association be amended to stipulate
that the Nomination Committee rules
and procedures of the Swedish Code of

Corporate Governance shall be applied
for the election of Directors to the
Board of Directors of the Company, as
long as such compliance does not
conflict with applicable mandatory law,
or regulation or the mandatory rules of
any stock exchange on which the
Company’s shares are listed.

Nomination Committee proposals to
the AGM include:

• Election and remuneration of
Directors of the Board, and
Chairman of the Board

• Appointment and remuneration of

the external auditor

• Proposal of the Chairman of the

AGM

Under the terms of the Nomination
Committee charter, the committee
consists of at least three members, with
a majority representing the larger
shareholders of the Company. The
current Nomination Committee was
formed in October 2019, in consultation
with larger shareholders of the Company
at May 31, 2019 and in accordance with
the resolution of the 2019 AGM.

The table below sets out beneficial
ownership of Millicom common shares,
par value $1.50 each, by each person
who beneficially owns more than 5%
of Millicom common stock at
December 31, 2019.

Shareholder
Dodge & Cox
Swedbank Robur Fonder AB

Number of
shares
9,380,493
5,276,526

%
Shareholding
9.2
5.2

Footnote: 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 Millicom common stock. 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.

Promoting Board Diversity
Millicom’s Nomination Committee
recognizes the importance of diversity
for promoting strong corporate
governance, competitive advantage,
and effective decision-making. The
Nomination Committee is responsible
for periodically determining the
appropriate skills, perspectives,
experiences, and characteristics
required of Board candidate based on
the Company’s needs and the current

Board composition. This determination
will include knowledge, experience, and
skills in areas that are critical to
understanding the Company and its
business; richness of views brought by
different personal attributes such as
gender, race, age, and nationality; and
other personal characteristics, such as
integrity and judgment; and
candidates’ commitment to the boards
of other publicly held companies.

In its work, the Nomination Committee
applies rule 4.1 of the Swedish
Corporate Governance Code as its
diversity policy.

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2. Board of Directors and Board

committees

The Chairman convenes the Board and
leads its work. The Chairman 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 Chairman
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
2019 AGM set the number of Directors
at eight, comprising a Chairman, a
Deputy Chairman and six members
(none of whom are Executive Directors).

The Board selects the CEO, who is
charged with the 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. In
accordance with the Swedish Code, the
division of work between the Board and
the CEO is set out in “The Rules of
Procedure, Instructions to the CEO, and
Reporting Instructions”.

Further details on the roles and
activities of the various committees, as
well as their responsibilities and
activities, appear later in this section.

Independence of the Board

Board of Directors

Chairman, Deputy Chairman and
six members

Non-Executive Directors

Independent from the Company and its
Executive Management

100%
José Antonio Ríos García
Pernille Erenbjerg
Odilon Almeida
Janet Davidson
Tomas Eliasson
Mercedes Johnson
Lars-Åke Norling*
James Thompson

* From September 2019 Mr. Norling is no longer an employee of Kinnevik AB, and in November 2019
Kinnevik AB distributed its 37.2% shareholding in Millicom to its own shareholders.

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 can be elected for a maximum
period of six years before either being
re-elected or ending their service.
Directors are typically elected annually.
There are no restrictions on the
maximum continuous period that a
Director can serve. Directors hold office
until a successor is elected.

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 shall 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 and, in the case of a Director,
he or she shall 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.

If any Director or officer of the
Company should have any personal
interest in any transaction of the
Company, the Director shall make
known to the Board such personal
interest and shall not consider or vote
on any such transaction. The
transaction and the Director’s or
officer’s interest therein shall be
reported at the next general meeting of
shareholders.

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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.

Roles
Chairman of the Board

The Chairman is elected by the AGM. If
the Chairman relinquishes the position
during the mandate period, the Board
elects a new Chairman from among its
members to serve until the end of the
next AGM.

Deputy Chairman of the Board

If elected by the Board, the Deputy
Chairman acts as a sounding board and
provides support for the Chairman. The
Deputy Chairman convenes Board
meetings in accordance with the
Company’s Articles of Association, and
leads its work in the event the Chairman
is unavailable or is excused from a
Board meeting. The Deputy Chairman
may act as an intermediary in any
conflicts among Board members or
between the Chairman and the CEO.
The Board can designate additional
roles and responsibilities of the Deputy
Chairman.

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
exercise of Board duties.

The Corporate Secretary is also a
confidante and resource to the Board
and senior management, providing
advice and counsel on Board
responsibilities and logistics.

Chief Executive Officer

Together with the management team,
the CEO leads the development and
execution of the Company’s strategy
with a view to creating shareholder
value. 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 Committee and the
Board periodically review the size and
balance 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 Committee or may elect
different Directors.

The Board has adopted the qualification
guidelines of an “independent director”
as defined by the Swedish Code, 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 all factors that
may give cause to question the individual
Director’s independence of the Company
or its Executive Management.

Such factors include whether the
individual:

•

is the CEO, or has been the CEO, of
the Company or a closely related
company within the past five years

•

is employed, or has been employed,
by the Company or a closely related
company, within the last three years

• receives a not insignificant

remuneration for advice or other
services beyond the remit of the
Board position from the Company, a
closely related company or a person
in the executive management of
the Company

• has, or has within the last year, had a
significant business relationship or
other significant financial dealings
with the Company or a closely
related company as a client, supplier
or partner, either individually or as a
member of the executive
management team, a member of
the Board or a major shareholder in
a company with such a business
relationship with the Company

•

is or has within the last three years
been a partner at, or has, as an
employee, participated in an audit
of the Company conducted by, the
Company’s or a closely related
company’s current or then auditor

is a member of the executive
management of another company
if a member of the board of that
company is a member of the
executive management of
the Company

• has a close family relationship with a

person in the executive
management or with another
person named in the points above, if
that person’s direct or indirect
business with the Company is of
such magnitude or significance as to
justify the opinion that the Board
member is not to be regarded as
independent.

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In accordance with the Swedish Code:

• The majority of Millicom’s Board must be independent

from the Company and its executive management team
(all Millicom Directors meet this criterion)

• At least two of those independent Directors must also be
independent from the Company’s major shareholders (all
of Millicom’s Directors meet this criterion)

• Not more than one member of the Board may be part of
the executive management team of the Company or any
of its subsidiaries (no Millicom Board members are part of
the executive management team).

• 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.

• The Chairman 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.

In addition, in accordance with Nasdaq Stock Market rules:

• The Audit Committee must have at least three members,
all of whom meet the Nasdaq Stock Market and the U.S.
Securities and Exchange Commission definitions of
independence.

Female
38%

Gender of the
Board

Male
62%

1st year
3

6th year
1

5th year
1

Tenure of
Directors

2nd year
1

4th year
1

3rd year
1

American
4

Brazilian
1

Danish
1

Nationalities

Swedish
2

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Board Profile: Skills and Experience

Mr. José Antonio Ríos García
(Venezuelan and American)
Chairman, Non-Executive Director

Ms. Pernille Erenbjerg
(Danish)
Deputy Chairman, Non-Executive Director

Mr. Odilon Almeida
(Brazilian)
Non-Executive Director

(FIRST APPOINTED: MAY 2017)

(FIRST APPOINTED: JANUARY 2019)

(FIRST APPOINTED: MAY 2015)

Mr. José Antonio Ríos García was
re-elected as Chairman of the Board in
May 2019.

Mr. Ríos (1945), a U.S. citizen, is
Chairman and CEO of Celistics
Holdings, a leading provider of
distribution and intelligent logistics
solutions for the consumer technology
industry in Latin America. Prior to
joining Celistics in 2012, he was the
International President of Global
Crossing, the telecommunications
company later acquired by Level 3
Communications.

Between 1999 and 2001, Mr. Ríos
served on the Global Management
Committee of Telefónica and as
President and CEO of Telefónica Media.
Prior to joining Telefónica he served as
Vice President of Hughes Electronics
Corporation, was the founding
President and CEO of Galaxy Latin
America (DirecTV Latin America), and
served as Chief Operating Officer and
Corporate Vice President at the Cisneros
Group of Companies for 14 years.

Mr. Ríos brings to the Millicom Board his
significant experience in leading a
variety of consumer technology
businesses in Latin America, including
those in the telecommunications and
electronics industries.

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 5,814 shares.

Ms. Pernille Erenbjerg was re-elected as
Deputy Chairman of the Board in May
2019. She is Chairman of the
Compensation Committee, and a
member of the Audit Committee.

Ms. Erenbjerg (1967), a Danish citizen,
until December 2018 served as
President and Group Chief Executive
Officer of TDC, the leading provider of
integrated communications and
entertainment solutions in Denmark
and Norway. Previously, she served as
TDC’s Chief Financial Officer and as
Executive Vice President of Corporate
Finance. Ms. Erenbjerg also serves on
the Boards of Nordea, the largest
financial services group in the Nordic
region, and Genmab, a Danish
international biotechnology company.
She holds an MSc in Business Economics
and Auditing from Copenhagen
Business School.

Ms. Erenbjerg brings years of experience
from operating a converged provider of
communication and entertainment
services as well as from driving
transformational processes in complex
organizations, both organically and
through M&A.

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 3,320 shares.

Mr. Odilon Almeida was re-elected to
the Board in May 2019. He is a member
of the Compliance and Business
Conduct Committee.

Mr. Almeida (1961), a citizen of Brazil, was
recently appointed as President and Chief
Executive Officer, of ACI Worldwide Inc,
effective March 9, 2020 and will also be
appointed the Board of ACI. Mr. Almeida
joins ACI having most recently served as an
Operating Partner at Advent International,
supporting business development at the
fund’s portfolio companies. Previously
Mr. Almeida served as President of Western
Union Global Money Transfer, where he led
Western Union’s global consumer omni-
channel business across more than 200
countries and territories. His global business
leadership and board experience at
Western Union, Millicom, BankBoston (now
Bank of America), The Coca-Cola Company
and Colgate-Palmolive give him deep
knowledge of corporate governance,
general management, technology
platforms, regulatory and compliance
issues and consumer insights in developed
and emerging nations.

Mr. Almeida holds a Bachelor of Civil
Engineering from the Maua Engineering
School in São Paulo, Brazil, a Bachelor of
Business Administration from the University
of São Paulo, and an MBA with specialization
in Marketing from the Getulio Vargas
Foundation in São Paulo. He further advanced
his education at IMD Lausanne, The Wharton
School, and Harvard Business School.

Mr. Almeida strengthens the Millicom
Board with decades of experience in the
financial services and fintech sectors, and a
leadership style anchored in growth
acceleration and business turnarounds
involving retail and digital transformation,
organic growth and successful M&A.

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 5,086 shares.

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Board Profile: Skills and Experience–continued

Ms. Janet Davidson
(American)
Non-Executive Director

Mr. Tomas Eliasson
(Swedish)
Non-Executive Director

Mr. Lars-Åke Norling
(Swedish)
Non-Executive Director

(FIRST APPOINTED: MAY 2016)

(FIRST APPOINTED: MAY 2014)

(FIRST APPOINTED: MAY 2018)

Mr. Tomas Eliasson was re-elected to
the Board in May 2019. He is the
Chairman of the Audit Committee.

Mr. Eliasson (1962), a Swedish
citizen, is Executive Vice President
and Chief Financial Officer at
Sandvik.

Previously Mr. Eliasson served as
Chief Financial Officer and Senior
Vice- President at Electrolux, a
Swedish appliances manufacturer.
Mr. Eliasson has also held various
management positions in Sweden
and abroad, including at ABB Group,
Seco Tools AB and Assa Abloy AB.

He holds a Bachelor of Science in
Business Administration and
Economics from the University of
Uppsala.

Mr. Eliasson brings to the Millicom
Board his significant experience as a
CFO for multinational and global
Swedish companies in roles that
span governance and oversight over
financial reporting, internal control,
and risk management processes and
procedures within global finance
functions.

INDEPENDENT from the Company,
its Executive Management, and its
major shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 5,703 shares.

Mr. Lars-Åke Norling was re-elected to
the Board in May 2019 . He is a member
of the Compensation Committee and a
member of the Compliance and
Business Conduct Committee.

Mr. Norling (1968), a Swedish citizen,
became CEO of Nordnet in September
2019 and previously served as an
Investment Director and Sector Head of
TMT at Kinnevik. Prior to that,
Mr. Norling was CEO of Total Access
Communications (dtac) in Thailand
where he executed a digital
transformation and led a turnaround of
the company’s financial performance.
He also served as EVP of Developed
Asia at Telenor, CEO of
DigiTelecommunications Malaysia and
CEO of Telenor Sweden.

Mr. Norling holds an MBA from
Gothenburg School of Economics, an
MSc in Engineering Physics from
Uppsala University, and an MSc in
Systems Engineering from Case
Western Reserve University.

He brings to Millicom’s Board his
extensive experience in leading
telecommunications and media
businesses and digital transformation in
emerging markets.

INDEPENDENT from the Company
and its Executive Management, and its
major shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 2,836 shares.

Ms. Janet Davidson was re-elected to
the Board in May 2019. She is the
Chairman of the Compliance and
Business Conduct Committee.

Ms. Davidson (1956), a U.S. citizen, is a
Supervisory Board member of
STMicroelectronics and a Director at
AES Corporation. She held various
managerial positions in Alcatel Lucent
from 1979 to 2011, including Chief
Strategy Officer, Chief Compliance
Officer, and Executive Vice President of
Quality & Customer Care.

Ms. Davidson was appointed to the Board
of AES Corporation in February 2019 and
serves on its Financial Audit Committee,
Compensation Committee, and
Innovation and Technology Committee.
She has served on the Supervisory Board
of STMicroelectronics since June 2013
and is a member of its Audit Committee
and Strategy Committee. Working
Woman Foundation presented Ms.
Davidson with one of its first Women
Enabling Science and Technology awards
in 2001. In 1999, she was inducted into
the Academy of Women Achievers of the
YWCA of the City of New York.

She brings to Millicom’s Board her long
experience in the telecommunications
and IT sectors.

Ms. Davidson received a Bachelor of
Science in physics from Lehigh
University, a Master of Science in
Electrical Engineering from Georgia
Tech, and a Master of Science in
Computer Science through Bell
Laboratories.

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 4,431 shares.

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Board Profile: Skills and Experience–continued

Ms. Mercedes Johnson
(American)
Non-Executive Director

Mr. James Thompson
(American)
Non-Executive Director

(FIRST APPOINTED: MAY 2019)

(FIRST APPOINTED: JANUARY 2019)

Ms. Mercedes Johnson joined the Board
in May 2019 and is a member of the
Audit Committee.

Ms. Johnson (1954) is a U.S. citizen and
currently serves on the Boards of three
other NASDAQ or NYSE listed
technology companies: Synopsys, a
provider of solutions for designing and
verifying advanced silicon chips;
Teradyne, a developer and supplier of
automated semiconductor test
equipment; and Maxim Integrated
Products, an integrated circuits designer
and producer.

Previously she served as Chief Financial
Officer of Avago Technologies (now
Broadcom) and Chief Financial Officer
at LAM Research Corporation. Ms.
Johnson holds a degree in Accounting
from the University of Buenos Aires.

She brings to the Millicom Board years
of experience at technology-oriented
multinational U.S. listed companies in
various capacities

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 1,748 shares.

Mr. James Thompson was re-elected to
the Board in May 2019. He is a member
of the Audit Committee and the
Compensation Committee.

Mr. Thompson (1961), a U.S. citizen, is a
Managing Principal at Kingfisher Family
Office, where he manages a portfolio
focused on value-oriented investment
strategies. He is also a Non-Executive
Director at C&C Group plc and serves
on its Audit Committee. Previously, he
was a Managing Principal at
Southeastern Asset Management,
where he was responsible for the
operations of the firm and was a senior
member of the team responsible for
firm-wide investment decisions.
Between 2001 and 2006,
Mr. Thompson opened and managed
Southeastern Asset Management’s
London research office. He holds an
MBA from Darden School at the
University of Virginia and a Bachelor’s
degree in Business Administration from
the University of North Carolina.

Mr. Thompson brings extensive
investment management experience to
the Millicom Board and contributes
significantly to the Board’s discussions
of Millicom’s long-term strategy and
capital allocation.

INDEPENDENT from the Company, its
Executive Management, and its major
shareholders.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 9,155 shares.

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Board Program

The Board’s annual program includes:

1
Company strategy and
strategic direction;

2
Operating and financial
performance review;

3
Governance and
compliance matters;

4
External affairs;

5
Corporate culture;

7
Risk management;

8
Dividend policy;

6
External financial
reporting;

9
Acquisitions and
divestments;

10
Evaluation of CEO and
self-evaluation; and

11
Human Resource matters,
including compensation,
health, safety, and
well-being.

Summary of Board Activities in 2019
The Board of Directors has 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 which are
added to the program of the Board; some of these are handled by specific
Board committees.

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Summary of Areas of Focus in 2019

Activity/issues covered

Board actions

Reports of committees

• Regularly reviewed reports from its Audit, Compliance and Business Conduct, and

Compensation Committees on recent activities

• Discussed Nomination Committee Director appointment proposals

Operational review

• Discussed priorities and challenges for each of the Latin American and African

Strategic review

Organizational structure and
culture

businesses, including development of cable and mobile data businesses, efficiency
measures, and capital expenditure allocation

• Discussed and approved the 2020 budget
• Reviewed and approved spectrum acquisition, including in Colombia in December 2019

• Discussed, reviewed and approved the strategy
• Discussed with the Executive Team industry and geographic trends and the operational and

financial strategy for each region, including the portfolio strategy

• Participated in performance reviews of the Executive Team, and of the management

organizational and reporting structures

• Reviewed cultural initiatives including ‘Sangre Tigo’

Review and approval of capital
structure and dividend

• Approved issuance of the $750 million bond to partly finance acquisition of the

Telefonica businesses in Central America

• Approval of additional financing and refinancing for both the Group and operating

companies in several markets

• Approval of additional financing and refinancing for in several markets
• Recommended the dividend of $2.64 per share to the 2019 AGM
• Approved issuance of SEK 2 billion Sustainability Bond

Review and approval of corporate
governance

• Revisions to the Corporate Policy Manual (including Board and Committee charters)
• Updated the authority matrix
• Elected the Deputy Chairman and Committee members

Mergers, acquisitions, disposals,
and joint ventures

• Discussed acquisition and disposal developments across the Group, including approval

of transactions such as acquisition of the Telefonica business in Central America and the
disposition of the business in Chad

Review and approval of financial
reports

• 2018 Annual Report including the 2018 Consolidated Financial Statements of the

Group, and interim consolidated financial statements

• Standalone financial statements of Millicom International Cellular S.A. (the parent

Risk management

External affairs

company)

• Reviewed the key risks facing the Group and its approach to managing risks
• Set the risk appetite of the Group

• Reviewed the external affairs strategic framework, and implementation activities
• Periodically reviewed the political situation by market with a specific focus on election

periods and advice on related risk management requirements

• Reviewed regulatory and engagement challenges with advice from the Board on

best-practice engagement strategy

• Reviewed the state of government relations in our markets and internationally

Non-financial performance

• Reviewed the main non-financial performance and trends, including corporate

responsibility

• Recommendations for continued focus in line with existing non-financial focus areas

Shareholder structure

• Support Kinnevik AB in the divestiture of its shareholding in Millicom

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Induction and Training
Millicom provides incoming 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 Executive
Management Team, and through
ongoing dissemination of information.

Millicom provides training on topics
such as anti-bribery and corruption,
ethics, independence, and insider
trading. The Board regularly receives

detailed reports on specific areas that
support their understanding of
Millicom’s business and operating
environment.

Directors also participate in at least one
annual visit to Millicom’s operations
(Colombia and Panama in 2019) to
learn about the characteristics of the
local market, see aspects of the
business in operation, participate in
social and corporate responsibility
projects, 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
those of its various committees.

In 2019, the Board used a questionnaire
to assess its performance against the
Board’s key duties, it’s composition, and
processes, and the performance of
individual Board members. The results
of the evaluation were presented to the
Nomination Committee.

Board Meetings/Attendance at regularly scheduled meetings of the Board in the 2019 financial year

Director
Mr. José Antonio Rios Garcia
Mr. Odilon Almeida
Ms. Janet Davidson
Mr. Tomas Eliasson
Ms. Pernille Erenbjerg
Ms. Mercedes Johnson
Mr. Lars-Åke Norling
Mr. James Thompson
Attendance
Former Directors (until May 2019)
Mr. Roger Solé Rafols
Overall attendance

Meeting
Attendance
7/7
7/7
6/7
7/7
6/7
4/4
7/7
7/7
50/52

3/3
53/55

%
100
100
86
100
86
100
100
100
96

100
96

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Board Committees
Written charters set out the objectives,
limits of authority, organization, and
roles and responsibilities of the Board
and each of its Committees. The charters
are available at www.millicom.com/
our-company/governance/board-
committees/. Details of Board roles and
responsibilities, activities in 2019, and
Directors’ emoluments are set out on the
following pages.

I. Audit Committee

2019 was a very active year for the
Audit Committee, with specific
attention paid to enhancing and
expanding Millicom’s internal control

environment in the context of the first
year of its compliance with the
Sarbanes-Oxley Act. We provided
oversight over implementation projects
of new accounting standards, regular
reporting, internal control, risk
management, and internal audit
activities. The Committee convened
eight scheduled meetings during the
year and covered internal audit and
internal control activities during all
meetings. We held another six meetings
to review the requirements of the
Sarbanes-Oxley Act and the progress of
the Group on this program.

The committee also reviewed and
discussed actions and activities related

to the important regulatory updates
and upcoming changes in financial
reporting, treasury, tax, risk
management, revenue assurance and
compliance. We continue to standardize
and implement best practices both in
controls and assurance across the
Group’s footprint.

I would like to thank my fellow
Committee members for their
dedication and commitment to the
activities of the Audit Committee. I look
forward to continuing our mandate
through to the 2020 AGM.

Mr. Tomas Eliasson
Chairman of the Audit Committee

Audit Committee membership and attendance at regularly scheduled meetings in 2019

Audit Committee
Mr. Tomas Eliasson
Ms. Pernille Erenbjerg
Ms. Mercedes Johnson
Mr. James Thompson
Overall attendance

Position
Chairman*
Member
Member
Member

First appointment
May 2014
January 2019
May 2019
January 2019

Meeting
Attendance
8/8
6/8
5/5
8/8
29/31

%
100
75
100
100
94

*Designated as having specific accounting competence as per the EU Directive.

In addition, the Chairman of the Board,
Mr. José Antonio Rios Garcia attended all
of the regularly scheduled meetings of
the Audit Committee.

Appointment and role of the Audit
Committee
The Audit Committee is composed solely
of non-executive Directors, all of whom
were independent Directors in 2019.
Members are appointed to ensure there
is a mixture of relevant experience in
both finance and broader commercial
matters. The Board is confident that the
collective experience of the members
enables them to act as an effective
Audit Committee. The Committee is also
satisfied that it has the expertise and
resources available for it to fulfill its
responsibilities.

The Board has delegated responsibility
to the Audit Committee for overseeing
the robustness, integrity, and
effectiveness of financial reporting, risk
management, internal controls, internal
audit and external audit processes, and
pre-approval of certain audit and
non-audit services provided by the

external auditor. The Audit Committee
also oversees the establishment of
accounting-related policies and
procedures, procedure for dealing with
certain other types of complaints or
concerns, and compliance with related
laws and regulations.

The Audit Committee focuses on
compliance with financial requirements,
accounting standards and judgments;
appointment, oversight and
independence of the external auditors
and appointment and oversight of
certain other accounting firms that may
be retained from time to time;
transactions with related parties
(including major shareholders); the
effectiveness of the Internal Audit
function; the Group’s approach to risk
management; and ensuring an efficient
and effective system of internal controls.

Ultimate responsibility for reviewing and
approving Millicom’s Annual Report and
Accounts remains with the Board.

The Chief Executive Officer, Chief
Financial Officer, Group Financial

Controller, Head of Internal Audit, Head
of Business Controls, Head of Risk
Management, and representatives from
EY, the Company’s external auditor, are
invited to attend Committee meetings.

The Audit Committee Chairman
prepares the meeting agenda in
conjunction with the Chief Financial
Officer. Each meeting includes a private
session, attended only by Audit
Committee members and the external
auditor, to provide an opportunity for
open dialogue without management
present.

At each regularly scheduled meeting, the
Audit Committee receives reports from
the Chief Financial Officer, the External
Auditor, the Head of Internal Audit, the
Head of Business Controls, and the Head
of Risk Management. Additional reports
from other officers of the Company as
required. The Audit Committee received
the required information from the
external auditor in accordance with
Luxembourg regulations.

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Summary of Areas of Focus and Actions in 2019

Governance

• Reviewed and amended the Audit Committee Charter

Financial reporting

• Reviewed key accounting and reporting issues at each meeting
• Reviewed and approved each quarter’s earnings release, the 2018 annual earnings release and
summary financial statements, and the 2019 half-year earnings release and interim financial
statements

• Reviewed status of the finance onboarding of the acquisitions made in 2018 and 2019
• Reviewed and discussed transition impact of IFRS 16 (“Leases”) and other changes in the

financial reporting landscape and accounting policy changes/ updates

External auditor

• Received reports from the external auditor at each meeting covering important financial

reporting, accounting and audit issues

• Received reports from the external auditor in compliance with EU regulations
• Reviewed and approved all non-audit services rendered by the external auditors
• Approved the 2019 external audit strategy and fees
• Considered the results of control testing performed by the external auditor and feedback on

preparedness for the first Sarbanes-Oxley attestation

• Considered the performance of the external auditor and independence, including monitoring of

the nature and value of non-audit services, as well as approved the related fees

• Received reports and updates on SEC rules and developments

Internal audit activities

• Approved the 2020 Internal Audit plan
• Oversaw the appointment of a new Head of Internal Audit
• Reviewed Internal Audit findings arising from the delivery of the 2019 audit plan

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 the policy on financial risk

Risk management

Internal controls

management

• Provided guidance and oversight over risk management processes
• Reviewed alignment of top risks with strategy
• Reviewed regular risk reports and remediation plans

• Reviewed the remit and activities of the Business Controls team
• Reviewed the Group’s Sarbanes-Oxley implementation plan related to the U.S. listing and
received regular progress reports from the implementation team and external advisors

• Received, reviewed findings and monitored progress in the design and operating effectiveness

of internal controls over financial reporting

Fraud management

• Reviewed fraud policies and quarterly fraud reports, as well as proposed actions to remediate

identified cases

Revenue assurance

• Received quarterly updates on revenue assurance activities
• Reviewed trends and actions taken to minimize loss and revenue leakage

Related party transactions

• Reviewed related party transactions that were performed at each meeting

2019 Meetings
The Audit Committee held eight regular
meetings that mainly coinciding with key
dates in Millicom’s external reporting:

Financial reporting

The Audit Committee reviewed earnings
releases for each quarter and financial
statements, having received reports from
management and the external auditor. In
2019, the committee mainly focused on:

• Significant accounting issues where

judgment has been applied

• The review of the effectiveness of
internal financial control and the
Group’s Sarbanes-Oxley
implementation plan and progress

• The acquisitions and integration
plans of Cable Onda and the
Telefonica assets in Central America

• The transition impacts of the new

lease standard, IFRS 16

• The appropriateness of and

application of the Group’s accounting
policies and practices

• Compliance with financial reporting

standards and other financial
reporting requirements

• The completeness and compliance of
all structural disclosures made in the
financial statements

• Financial reporting and other
implications of the U.S. listing

A summary of all related party
transactions was reviewed and approved
at each quarterly meeting.

Significant issues considered by the Audit
Committee in relation to the financial
statements for the year ended
December 31, 2019 included:

1 Acquisition of the Telefonica assets in
Central America and finalization of
the purchase accounting of Cable
Onda—refer to note A.1.2. of the
consolidated financial statements

The Group completed the acquisitions
of Telefonia Celular de Nicaragua
(“Nicaragua”) and Telefonica Moviles
Panama, S.A. (“Panama”) on May 16
and August 29, 2019, respectively, for a
total cash consideration of
$1.02 billion. The provisional goodwill
for both acquisitions amount to
$646 million. The purchase accounting
of Cable Onda has been finalized
during 2019 and the final goodwill
amounts to $504 million. The
acquisition of Telefonica de Costa Rica

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TC, S.A. (“Costa Rica”) remains subject
to regulatory approvals as of
December 31, 2019.

2 Application of IFRS 16 ‘Leases’—refer
to Introduction note and notes C.4.
and E.3. of the consolidated
financial statements

The Group had to change its

accounting policies as a result of
adopting IFRS 16 Leases. On
adoption, on January 1, 2019, an
additional lease liability of
$545 million was recognized. The
application of the new standard
decreased operating expenses by
$149 million, respectively, as
compared to what our results would
have been if we had continued to
follow IAS 17 for the three and twelve
months ended December 31, 2019.

3. Africa divestment—refer to

note A.1.3. of the consolidated
financial statements

On June 26, 2019, the Group
completed the disposal of its
operations in Chad for a cash
consideration of $110 million. On the
same date, Chad was
deconsolidated and a net gain of
$69,547 million has been recognized
in the Group’s statement of income.

4. Effect of listing of the shares held

by the Group in Jumia Technologies
AG and Helios Towers Plc—refer to
note C.7.3. of the consolidated
financial statements

Jumia Technologies AG and Helios
Towers Plc became listed in April and
October 2019, respectively. On
listing dates, the Group recognized
these investments at fair value with
a corresponding total gain of
$242 million. As at December 31,
2019, the fair value of these
investments amounts to
$371 million.

5. Impairment testing—refer to
note E.1.6. of the consolidated
financial statements

In 2019, the Group did not recognize
any goodwill impairment losses, but
disclosed potential impairment for
our operations in Nicaragua that
would have to be recorded in case of
certain reasonable changes in key
assumptions.

6. Tax provisions and contingencies—

refer to note G.3.2. of the
consolidated financial statements

The Group operates in many countries
where the tax and legal system is less
mature and may be less predictable.

There are a number of matters
therefore relating to tax contingencies
which require judgment as to the likely
probability of cash outflow or the
potential amount of any outflow. The
Audit Committee therefore received
regular reports from the Group Tax
Director as to the status of each of
these matters, the likely outcome, the
provision required, if any, and
proposed disclosure in the financial
statements. Analysis of judgmental
tax matters was also presented by the
external auditor.

7. Revenue recognition—refer to
note B.1. of the consolidated
financial statements

Judgment is required in assessing
the application of revenue
recognition principles. This includes
the application of revenue between
multiple deliverables, such as the
sale of a handsets with service in a
bundled package, or managed
services contracts that have complex
contractual agreements. The Audit
Committee received regular updates
on revenue recognition matters.

8. Capitalization and assets useful lives—
refer to notes E.1.1. and E.2.1. of the
consolidated financial statements

The assessment and timing of
whether assets meet the
capitalization criteria set out in the
relevant accounting standards, the
estimation of appropriate useful
economic lives and the assessment of
whether any impairment indicators
are present, such as redundant assets,
as well as the identification of leases,
all require judgment. In addition,
Management regularly review and
benchmark its assets useful lives with
peers. Once a year, Management
presents its conclusions to the Audit
Committee.

Management Disclosure Committee

To assist with all matters related to
earnings releases and financial
statement disclosures, Millicom has a
Disclosure Committee comprising senior
management from Finance, Legal,
Communications, Investor Relations and
other functions as and when required.
The Disclosure Committee identifies and
considers disclosure matters in market
releases, including releases that may
contain material financial and other
information.

Risk management

The Audit Committee received
regular reports on the Group’s risk

management framework and process,
including the formation and operation
of a Management Risk Committee, as
well as reports on changes to
significant risks at both operational and
Group level and how these risks are
managed. Further information is set
out in the risk management section of
this Annual Report.

In addition, the Audit Committee
reviewed financial risk, tax risk and
strategy, treasury policy and risks, and
Group insurance coverage.

Internal control

As a consequence of the U.S. listing, the
Company commenced a program in
2018 to comply with the internal control
over financial reporting requirements of
the U.S. Sarbanes-Oxley Act. The Group
Head of Business Controls, together
with the Group’s external advisors,
delivered progress reports on the
Sarbanes-Oxley program.

The Audit Committee reviewed the
Company’s internal control framework
and the enhancements required as part
of the internal control requirements of
Sarbanes-Oxley. The planned scope of
the program was discussed and agreed.
Regular reports on the results of
management testing of key internal
controls and the progress made to
address any control gaps identified were
received.

At the meeting of February 2020, the
Committee received the final results of
management’s testing of key controls
together with the results of testing by
the external auditors. Management
concluded that the Group had
maintained effective internal controls
over financial reporting.

Those involved provided regular
updates on the Group’s program of
Internal Control Self-Assessment and
the status of ongoing control
improvement projects.

Internal Audit

Execution of the 2019 Internal Audit
Plan provided the Executive
Management Team and the Audit
Committee an independent view on the
effectiveness of Millicom’s internal
control environment and governance
processes. The plan was developed to
ensure alignment with the strategic
risks of the Millicom Group, as well as
consideration of the overall Group
strategy, input from senior
management across multiple

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geographies and functions, external
audit findings and Internal Audit’s
knowledge of the business.

In December 2019, the Audit
Committee approved the Internal Audit
Plan for 2020, which included reviews
focusing on Mobile and B2B revenue
streams, information security, IT and
network resilience, key financial
processes, compliance and ethics
activities—including the anti-money
laundering (“AML”) program—and
management and governance
supporting outsourced service contracts.

We also built follow-up audits into
the Internal Audit Plan to provide
independent assurance that
management actions from previous
audits had been addressed effectively.
The plan was primarily executed by the
in-house Internal Audit team based in
London, Luxembourg and Miami, with
support from specialists at one of the
“Big 4” accounting firms. At each
meeting, the Audit Committee received
an update on Internal Audit activities,
progress against the plan and results of
the audits completed in the period,
including associated recommendations
and management action plans where
findings had been identified.

In December 2019 a new Head of
Internal Audit joined the Company. The
Audit Committee oversaw the
recruitment and transition process.

Fraud risk and whistleblowing

The Audit Committee received and
reviewed quarterly fraud reports in
accordance with the Group’s Fraud policy.
The Group provides an ethics helpline
that is administered by an independent
third party and is available to all
employees, contractors and third parties.

External Audit effectiveness

The quality and effectiveness of the
external audit matters greatly to the
Audit Committee. A detailed audit plan
outlining the key risks and proposed
geographical coverage is prepared and
discussed with the Audit Committee at
the start of each annual audit cycle.

We assess audit quality by referring to
the standard of the reports received by
the Audit Committee, the caliber of
senior members of the audit team and
the level of challenge provided to
Executive Management. Also,
management provides feedback to the
Audit Committee. In addition,
management regularly reviews the
performance of the external auditors
both centrally and in each of Millicom’s
operating countries. This feedback
allows the Committee to monitor and
assess the performance of the external
auditor as part of making a
recommendation to the Board
regarding the auditor’s appointment.

Auditor independence

The Audit Committee has established
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 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, these can be
approved by management when
requested (following an established
authority matrix) and then presented to
the Audit Committee on a quarterly
basis for formal approval. If services to
be rendered are not pre-approved, they
should be pre-approved by the
Chairman of the Audit Committee when
requested and then submitted to the
next full audit committee for formal
approval. A schedule of all non-audit
engagements with the external auditor
is reviewed at each meeting.

For the year ended December 31, 2019,
the Audit Committee approved fees for
audit and audit related services of
$8.1 million, together with fees for
non-audit work of $0.7 million.

In compliance with independence rules,
the previous audit partner rotated off
the audit in 2019 and the current audit

partner will rotate off for the audit of
the consolidated financial statements
as of December 31, 2025, at the latest.

Audit tendering

Millicom first appointed EY as external
auditor of the Company for the
year ended December 31, 2012,
following a competitive tender. Based
on the most restrictive EU audit
regulations, and applicable
Luxembourg law, EY would have to
rotate off the audit by 2032 (20 years
after initial appointment) at the latest,
with a mandatory tender for the audit
to occur in 2022 (ten years after initial
appointment).

II. Compliance and Business
Conduct Committee
The Compliance and Business Conduct
Committee oversees the Group’s Ethics
& Compliance Program, and reports on
the Program’s status and development
to the full Board of Directors.

During 2019, we continued building and
refining our Ethics & Compliance
Program, supported by the Executive
Team’s relentless commitment to
maintain our culture, Sangre Tigo, which
is centered around doing business the
right way, with the application of ethics
and compliance in our everyday
interactions. Our Sangre Tigo signifies
high integrity and zero tolerance for any
form of corruption, and a commitment
to doing business the right way.

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.

We are proud to be a compliance leader
in our markets and look forward to
engaging with our customers as well as
our stakeholders by making it happen
the right way.

Ms. Janet Davidson
Chairman of the Compliance and
Business Conduct Committee

Compliance and Business Conduct Committee Membership and Attendance 2019

Committee
Ms. Janet Davidson
Mr. Lars-Åke Norling
Mr. Odilon Almeida
Overall attendance

Position
Chairman
Member
Member

First
appointment
May 2016
May 2018
November 2015

Meeting
Attendance
3/4
4/4
3/4
10/12

%
75
100
75
83

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In addition, the Chairman of the Board,
Mr. José Antonio Rios Garcia, attended
three of the four regularly scheduled
meetings of the Compliance and
Business Conduct Committee.

Appointment and Role of the
Compliance and Business Conduct
Committee
Millicom’s Compliance and Business
Conduct Committee oversees and makes
recommendations to the Board
regarding the Group’s compliance
programs and standards of business
conduct. More specifically, the
Compliance and Business Conduct
Committee:

• Monitors the Group’s Compliance
program, including the activities
performed by the Compliance Team
and its interaction with the rest of
the organization

• Monitors the investigations resulting
from cases brought through the
Group’s ethics line or otherwise

• Oversees allocation of resources and
personnel to the Compliance area

• Assesses the Group’s performance in

the Compliance area

• Ensures that the Group maintains
proper standards of business
conduct

Management representatives invited to
attend the Compliance and Business
Conduct Committee include the Group
CEO, Chief Compliance and Ethics Officer,
General Counsel, Group CFO, Chief
External Affairs Officer, Head of Internal
Audit and Head of Risk Management.

Summary of Committee Activities
in 2019
The Committee Chairman prepares the
agenda in conjunction with the Chief
Ethics and Compliance Officer. During
meetings, the Committee reviews the
status of the Ethics & Compliance
Program, compliance-related issues,
Strategic Responses (such as
investigations) to any alleged violations
of law or policy, (AML) initiatives,
information security topics, and any
Internal Audit Reports and remediation
plans that concern the Ethics &
Compliance Program.

The CEO and Executive Team are
committed to our Sangre Tigo and are
actively involved in fostering a culture
of ethics and compliance from the top
across all our lines of business.

Summary of Areas of Focus and Action Items in 2019

Program elements reviewed

• Refined third party management through a centralized due diligence program
• Anti-corruption program policies and automated procedures including those covering

new and emerging areas of risk and strengthening of the overall program

• Revision of compliance policies and procedures, and communication to the whole

organization

• Training completion rates on company compliance policies as part of select

managers’ KPIs

• Results of continuing review of the compliance framework by Internal Audit as well as

remediation actions and status

• Improved communication campaigns on various compliance subjects
• Compliance Risk Assessment—established proactive compliance risk management
process. Regularly monitor, collect and analyze data to identify and remediate gaps

• Resources: hired three new compliance officers.
• A number of GMs were given a set of compliance KPIs to meet during the year for

year-end bonus award

• Integration of compliance program in newly acquired entities in Central America
• Incentives program—Compliance factors were incorporated into executives’

incentives program for the second consecutive year. Bonus awards are now tied to
achievement of all compliance KPIs

Reporting & Investigations

• “SpeakUp” Campaign—continued to encourage employees to use the system to

Global Anti-money laundering (AML)
program

report issues of perceived non-compliance with our policies and values

• Strengthened investigations team, and further developed investigations resources

centrally and in the operations

• Continued to align investigation procedures across the countries
• Continued effective case management, including by taking reasonable steps after

detection of misconduct

• Continued enhanced country review methodology with the implementation of a new

Country Review Sheet

• Completed implementation of new monitoring systems in Honduras and El Salvador,

with Bolivia and Paraguay in progress. Enhanced monitoring tool in Tanzania in progress.

• Deployed updated AML training and AML campaign
• Created and hired a new AML Risk Management position
• Conducted external assessments of central and operations, and continued to

implement recommendations based on the results of the assessment

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III. Compensation Committee
In 2019, the Compensation Committee
continued to focus on reviewing
Millicom’s reward strategy to ensure
that senior management compensation
closely reflects company performance.

The design of our employee and
executive compensation programs
supports three main goals:

1. Attract and retain great talent

2. Support our culture of

entrepreneurship and performance,
with an increased focus on pay
based on geographical / line-of-
business accountability

3. Align employee and shareholder

interests

We pay employees competitively
compared with other opportunities they
might have in their respective local
markets. We also offer competitive
benefits to promote the health and
happiness of our employees and create
a fun and invigorating work culture. Our
compensation program plays a key role
in promoting our company’s operating

and financial success and provides
incentives for our management team to
execute our financial and operational
goals creating a supportive environment
around pay for performance.

We achieved much this year, re-listing
on NASDAQ in the U.S., acquiring new
assets in Latin America, and selling
one of our African operations, and we
consider these and other
developments in our shareholder base
and the external marketplace in the
setting of remuneration philosophy
and practices.

The Compensation Committee regularly
reviews best practices in executive
compensation and governance and
revises our policies and practices when
appropriate. For example, in 2019 we
revised our change in control
agreements for eligible executives to
include “double-trigger” provisions,
which require an involuntary termination
(in addition to change in control) for
accelerated vesting of awards.

An important portion of compensation
is tied to performance for all senior

Compensation Committee Membership and Attendance in 2019

management, including at each of our
operations. The proportion of overall
pay tied to performance is higher for
employees at more senior levels in the
organization, reflecting their
opportunity for broader impact on
company performance. We use equity
awards to align employee and
shareholder interests. We have share
ownership requirements for our top 50
roles and track the status of each role
annually. This encourages our top
leaders to take a longer-term view on
positive business performance in
alignment with company and
shareholder interests.

I would like to thank my fellow
members for their dedication and
commitment to the activities of the
Compensation Committee and look
forward to continuing our mandate
through to the 2020 AGM.

Ms. Pernille Erenbjerg

Chairman of the Compensation
Committee

Committee
Ms. Pernille Erenbjerg
Mr. Lars-Ake Norling
Mr. James Thompson
Overall attendance

Position
Chairman
Member
Member

First
appointment
January 2019
May 2019
January 2019

Meeting
Attendance
5/5
4/5
5/5
14/15

%
100
80
100
93

In addition, the Chairman of the Board, Mr. José Antonio Rios Garcia, attended all of the regularly scheduled meetings of the
Compensation Committee.

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Appointment and Role of the
Compensation Committee
The Compensation Committee reviews
and makes recommendations to the
Board of Directors regarding the
compensation of the CEO and other
senior managers as well as management
succession planning.

The Board, based on guidelines by the
Compensation Committee, proposes the
remuneration of senior management.
The guidelines ensure that Millicom can
attract, motivate and retain executives,
within the context of Millicom’s
international talent pool, which primarily
consists of telecom, media, and FMCG
companies. Remuneration of the CEO

requires Board approval. Guidelines for
remuneration of senior management
and for employees’ share-based
incentive plans are approved by the
shareholders at the AGM.

The Compensation Committee monitor
and evaluate programs for variable
remuneration to the senior
management, both ongoing programs
and those that have ended during the
year and monitor and evaluate the
application of the guidelines for
remuneration to the board and senior
management that the shareholders’
meeting has established, as well as the
current remuneration structures and
levels in the Company.

The evaluation of the CEO is conducted
by the Compensation Committee. The
evaluation criteria and the results of
the evaluation are then discussed by
the Chairman with the entire Board.
The Board considered that the CEO
provided strong leadership for the
Company during 2019. The Chairman
of the Board conveyed the results of
the review and evaluation to the CEO.

Main Activities of the Committee
during 2019
The Compensation Committee met five
times in 2019.

Summary of Areas of Focus and Action Items in 2019

Bonus and performance reports

• Received and reviewed senior executive 2018 performance reports and Executive

Committee individual payouts STI/LTI (cash /equity)

• Reviewed and approved the 2019 variable compensation target and performance

results

Compensation review

• Approved all payments for Executive Committee members, including base

Share-based incentive plans

Global reward strategy and
executive remuneration review

Variable pay design

Other

Compensation Committee
governance

pay increases

• Reviewed executive remuneration and governance trends and developments
• Conducted a review of gender equity across all operations
• Reviewed and approved the peer group for executive benchmarking
• Approved changes to CEO and Executive Committee compensation elements based

on market competitiveness

• Reviewed and approved the 2019 Share Plan Rules
• Approved the 2016 LTI (PSP) vesting
• Reviewed and approved all equity grants
• Reviewed the treasury shares’ balance reserved for share-based incentive plans and

the period they cover

• Reviewed shared ownership guidelines and the compliance of each covered executive
• Reviewed performance and projections of outstanding LTI plans

• Reviewed Remuneration/C&B Philosophy & Strategy

• Reviewed and approved incorporation of M&A financials into the ongoing STI and LTI
• Implemented 2020 STI metrics—IFRS 16
• Discussed and approved STI/LTI design for 2019
• Reviewed and approved STI and LTI performance measures for 2020

• Following U.S. best practices implemented a double-trigger change in control
• Reviewed and approved exceptional items, new hire equity grants, etc
• Approved LTI retirement eligibility approach
• Reviewed GSMT severance plan payout
• Reviewed budget for the upcoming year
• Discussed diversity and Inclusion Strategy

• Reviewed and updated Compensation Committee Remit and Obligations
• Review and approved the Compensation Committee annual meeting cycle and calendar
• Reviewed the Compensation Committee charter
• Updated Executive Compensation dashboard
• Reviewed of composition of the Compensation Committee
• Reviewed and approved an external compensation consultant

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Remuneration Guidelines
The Board proposes to the AGM
guidelines for remuneration and other
employment terms for senior
management. The annual base salary
and other benefits of the CEO is
proposed by the Compensation
Committee and approved by the Board.

Remuneration Policy
Remuneration packages for members
of the Executive Team at Millicom
comprise 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. to the consolidated financial
statements) are based on actual
performance. Share-based
compensation is granted once a year by
the Compensation Committee.

Base salary: The Executives’ base
salaries are competitive and based on
each individual Executive’s
responsibilities and performance.

Variable STI (Short-Term Incentive)
cash remuneration: The Executives
may receive variable remuneration in
addition to base salary. The maximum
target variable remuneration in any

Executive’s contract is 100% of the
base salary and, in case of exceptional
business and personal performance, up
to two times that target. The variable
amounts or percentages are considered
to be competitive within market
standards at total compensation levels.
The variable remuneration is based on
performance of the Executives in
relation to established goals and
targets along with Millicom’s financial
performance (see table below).

Use and relative weighting of financial
performance target measures under
the variable compensation rules are
equal to all employees regardless of
seniority.

Variable STI share-based
remuneration: A portion of the STI is
paid in the form of deferred shares with
a three-year pro-rated vesting,
strengthening our pay for performance
and retention incentives.

Long-term share-based incentive plans
(“ LTIPs ”): The aim of the LTIPs is to
support Millicom’s long-term business
view and strategy. The plans and the
amounts need to be competitive in order
to attract and retain key executives.
These incentives are targeted toward a
selected group of employees only,

approximately the top 50 roles and have
a three-year cliff vesting.

Other benefits: These can include a car
allowance, medical coverage, and in
cases of expatriate assignments, a
housing allowance, school fees, home
leave, and other travel expenses.

Pension: The Executives are eligible to
participate in a global pension plan, in
accordance with market standards. The
global pension plan is secured through
premiums paid to reputable insurance
companies.

Deviations from the guidelines: In
special circumstances, the Board may
deviate from the above guidelines, such
as additional variable remuneration in
the case of exceptional performance. In
these instances, the Board of Directors
will explain the reason for the deviation
at the following AGM.

Payment for loss of office: In the event
of a company-initiated termination,
other than for cause, of someone on
our Executive Team (e.g., the CEO and
his/her direct reports), a notice period
of up to 12 months potentially applies.

Bonus measurements
Personal performance

Service Revenue

EBITDA

Operating Free Cash Flow

Net Promoter Score

Total

Rationale
The individual goals and objectives of Millicom management and employees are
critical in achieving its financial objectives and in long-term value creation.
Recurring revenue is a key growth measure used by the Group as it seeks to monetize
opportunities in all countries and all business units.
EBITDA is used as a measurement of ongoing earning power/value creation in the
Group and of how well management controls the operational cost of growing revenue.
Operating Free Cash Flow is OCF (EBITDA less Capex) less changes in working capital
and other non-cash items and taxes paid. It is used to measure how efficiently
management are generating cash flow.
The Net Promoter Score is an index that measures the willingness of customers to
recommend a company’s products or services to others.

Weighting
30%

20%

10%

100%

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Executive Team Remuneration

Compensation of the Executive Team 2019
Cash Compensation ($ ‘000)*
Base salary
Bonus (for 2019 performance)
Pension
Other benefits*
Termination benefits
Total salary and benefits

Equity Compensation (number of shares)
Performance share plan(i)
Deferred share plan(ii) (for 2019 performance)
Total shares (number)
Value of shares(iii) ($ ’000)

CEO

CFO

Executives
(8 members)

1,167
1,428
279
50
0
2,924

654
626
98
260
0
1,639

40,565
31,126
71,691
3,383

20,030
13,657
33,687
1,592

3,498
2,098
798
1,521
863
8,779

55,756
41,285
97,041
4,582

(i) Vesting amounts relating to the 2017 performance share plan based on the estimated performance over the three year period. The value of shares is based on
the closing market value of Millicom shares at December 31, 2019 of $48.23. These shares will vest on March 2020. Final performance metrics will be approved
by the Remuneration Committee in March 2020.

(ii) Amounts to be granted relating to the 2020 deferred share plan (awarded in 2020 based on 2019 results). The value of shares is based on the average Q4 2019

closing market value of Millicom shares of $45.86. These shares will vest over three years from the award date with a vesting schedule 30%/30%/40%,
dependent on continued service of the employee.

(iii) The value is calculated on the basis described above which differs from the value calculated for the IFRS financial statements.

* ‘Other Benefits’ for ‘Other Executives’ include medical and dental insurance for former CHRO.

Compensation of the Executive Team 2018
Cash Compensation ($ ‘000)*
Base salary
Bonus (for 2018 performance)
Pension
Other benefits
Termination benefits
Total salary and benefits

Equity Compensation (number of shares)*
Performance share plan(i)
Deferred share plan(ii) (for 2017 performance)
Total shares (number)
Value of shares(iii) ($ ’000)

CEO

CFO

Other
Executives
(9 members)

1,112
1,492
247
66
0
2,918

673
557
101
63
0
1,393

34,154
25,011
59,165
3,628

17,716
9,339
27,055
1,665

3,930
2,445
962
805
301
8,444

41,710
40,988
82,698
5,053

(i) Amounts relating to the 2016 performance share plan based on the estimated performance over the three year period. The value of shares is based on the

closing market value of Millicom shares in $ at 28 December 2018 of $62.53. These shares will vest on 1 March 2019. Final performance metrics will be approved
by the Remuneration Committee on March 5, 2019.

(ii) Amounts relating to the 2019 deferred share plan (awarded in 2019 based on 2018 results). The value of shares is based on the average Q4 closing market value
of Millicom shares of $59.65. These shares will vest over three years from the award date with a vesting schedule 30%/30%/40%, dependent on continued
service of the employee.

(iii) The value is calculated on the basis described above which differs from the value calculated for the IFRS financial statements.

* ‘Other Executives’ includes compensation related to former EVP strategy and former EVP CHRO.
** ‘Other Benefits’ include relocation support when applicable with an average amount of $25K.

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Share-based Incentive Plans
The share-based incentive plans currently
consist of a Deferred Share Plan (DSP) and a
Performance Share Plan (“PSP”).

The 2020 DSP represents the portion of the
STI (based on 2019 performance) that will
be granted in deferred shares in Q1 2020.
The 2019 PSP (LTIP) represents the grant of
performance shares in Q1 2019, linked to
performance for the period from 2019-2021
and vesting in Q1 2022.

Shares granted under the 2020 DSP are based
on personal and corporate performance in
2019 and vest over three years (30% after one

year, 30% after two years and 40% after
three years). Shares granted under the 2019
PSP vest at the end of a three-year period,
whereby vesting is subject to certain company
performance conditions.

The CEO and CFO participate in the Group’s
2019 PSP, with target opportunities as per
the table below. For the 2019 year, we
offered equity-based incentive plans to the
CEO, the CFO, members of the executive
management, other senior management,
and high-potential employees and
employees in key roles (by nomination

exception) under the plans set out in the
following table.

In addition, the rules of the plans set out
certain criteria and conditions in which new
employees can receive sign-on awards. In
countries where Millicom has a local partner,
in certain cases, the same eligibility and
rules apply for the incentive plans, except
that instead of being granted awards
denominated in Millicom shares, the
executives receive deferred cash awards.

LTIP
2020 Deferred Share Plan
(DSP)

2019 Performance Share
Plan (PSP)

Eligibility
CEO, CFO, other
executives and other
global senior
management
CEO, CFO, other
executives and other
global senior
management

Participants
245

Maximum shares
awarded
for 2019
377,578

Basis for
calculating award
20–100% of base
salary

Comment

257,601

400%
175%
50%–160%
of base salary, as
per 01.01.19

CEO
CFO
Global senior
management
team

*A limited number of high-potential employees and employees in key roles can be nominated by exception.

Specific rules of each plan are set out below. Vesting under all plans is conditional upon the participant remaining employed by
the Group at each vesting date. Additional vesting criteria are noted under each plan.

LTIP
2020 Deferred Share Plan (DSP)
2019 Performance Share Plan (PSP)

Additional vesting criteria
(terms and conditions)
0
Achievement of Service Revenue CAGR, Operating Free
Cash Flow CAGR and Relative Total Shareholder Return
targets measured over the three-year vesting period.

Vesting period

2 years
1 year
30.0% 30.0%
0

3 years
40%
100%

Measurements used for PSP performance measure
Operating Free Cash Flow (OFCF) with a specific 3-year CAGR target
Service Revenue with a specific 3-year CAGR target
Relative Total Shareholder Return (RTSR) vis-vis a peer group of companies (no award is made for performance below
peer group median. Achieving TSR performance at media of pre-determined peer triggers 25% of the relative TSR
component)

Weighting
50%
25%
25%

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CEO Compensation
The 2019 components of the CEO remuneration package were:

• An annual base salary of $1.173 million;

• Variable cash remuneration with a target of 100% of base salary;

• Participation in Millicom’s share-based compensation plans and;

• Other standard benefits, as described under the senior management

remuneration principles earlier in this report.

CEO Earnings Opportunity from 2019 Award Levels
The tables below provide estimates of the potential future remuneration
for the CEO based on the remuneration opportunity granted in the 2019
financial year. Potential outcomes are based on different performance
scenarios.

Assumptions underlying each scenario are described below.

Fixed

• Fixed income consists of base salary, employment benefits and

company pension contributions.
• Base salary is at December 31, 2019.
• Benefits and pension are valued using the figures in the total
remuneration for the 2019 financial year table detailed below.

• Pension contributions are made at 15% of base salary as at

December of the preceding year.

Base
($ ’000)
1,173

Benefits
($ ’000)
50

Pension
($ ’000)
279

Total Fixed
($ ’000)
1,502

Mauricio Ramos

Variables on target

• Values are based on what the CEO would receive if performance were

to align with Incentive Performance Targets.

• The target award opportunity for the annual cash bonus is 100% of

base salary.

• The target award opportunity for the Deferred Share Plan (DSP) is

100% of base salary for the CEO.

• The target award opportunity for the Performance Share Plan (PSP) is

400% of base salary for the CEO, assuming Relative TSR
performance is at peer group median and the CAGR for both Service
Revenue and OFCF are at target.

Variables at maximum

• Maximum award opportunity under the annual cash bonus is 200%

of base salary.

• Maximum award for performance under the DSP is 200% of base

salary.

• Maximum award for performance under the PSP is 800% of base

salary.

• The maximum award would be achieved when relative total

shareholder return (“RTSR”) outperforms the peer group median by
20% and the CAGR for both Service Revenue and OFCF are at 120%
of target.

At target
US$000

69%

30%

•Cash $2,562 + •Beneﬁts $51 + •Shares $5,750
TOTAL $8,363

17%

At target
US$000

83%

•Fixed $1,463 + •Variable $6,900
TOTAL $8,363

24%

At maximum
US$000

0.3%

75%

•Cash $ 3,712 + •Beneﬁts $51 + •Shares $11,500
TOTAL $15,263

10%

At maximum
US$000

90%

•Fixed $ 1,463 + •Variable $13,800
TOTAL $15,263

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Financial Statements

Details of Share Purchase and Sale
Activity
During 2019, Millicom’s CEO,
Mr. Mauricio Ramos, acquired 45,000
Millicom shares.

Shareholding Requirements
Millicom’s share ownership policy sets
out the Compensation Committee’s
requirements on Global Senior
Managers to retain and hold a personal

holding of common shares in the
Company in order to align their
interests with those of our shareholders.
All Share Plan participants in the Global
Senior Management Team (including all
Executives) are required to own Millicom
shares to a value of a percentage of
their respective base salary as of
January of the calendar year.

Global Senior Management Level
CEO
CFO
EVPs
General managers and VPs

2019

%
400
200
100
50

Unless this requirement is met each
year, no vested Millicom shares can be
sold by the individual.

Share ownership and unvested share awards granted from company equity plans

(number of shares)
December 31, 2019
Share ownership (vested from equity plans and otherwise acquired)
Share awards not vested
December 31, 2018
Share ownership (vested from equity plans and otherwise acquired)
Share awards not vested

CEO

CFO and
EVPs

Total

190,577
236,211

136,306
334,193

326,883
570,404

122,310
172,485

84,782
339,726

207,092
512,211

2019 Remuneration for the
Chairman, Deputy Chairman and
Non-Executive Directors
Decisions on annual remuneration of
Directors (“tantièmes”) are reserved by
the Articles of Association to the
general meeting of shareholders.
Directors are therefore prevented from

voting on their own compensation. The
Nomination Committee reviews and
recommends the Directors’ fees, which
are approved by the shareholders at the
AGM or EGM. Fees are set based on the
role (Chairman, Deputy Chairman), and
for participation in and roles of
Chairman of the Audit Committee, the

Compliance and Business Conduct
Committee, and Compensation
Committee.

The remuneration of Directors comprises
an annual fee and shares denominated
in U.S. dollars (USD). Director
remuneration for the period is as follows:

Board and committees
Directors
Mr. José Antonio Rios Garcia (Chairman)
Ms. Pernille Erenbjerg (Deputy Chairman)
Mr. Odilon Almeida
Ms. Janet Davidson
Mr. Tomas Eliasson
Ms. Mercedes Johnson
Mr. Lars-Åke Norling
Mr. James Thompson
Former Director (until May 2019):
Mr. Roger Solé Rafols
Former Directors (until January 2019):
Mr. Tom Boardman (former Chairman)
Mr. Anders Jensen
Total ($ ’000)(i)

Remuneration
2019
USD 000s(i)

Remuneration
2018
USD 000s(ii)

366
350
173
186
211
173
206
242

—
—
1,923

124
—
121
125
144
—
87(iii)
—

169(iv)
75(iv)

943

(i) Remuneration covers the period from January 7, 2019 to the date of the AGM in May 2020 as resolved at the shareholder meetings on January 7, 2019 and May
2, 2019 respectively. Share based compensation for the period from May 2, 2019 to May 2020 based on the market value of Millicom shares on May 6, 2019 (in
total 16,607 shares). Net remuneration for the period from May 2, 2019 to May 2020 comprised 73% in shares and 27% in cash (2018: 51% in shares and 49%
in cash).

(ii) Cash compensation was denominated in SEK in 2018 and was converted from SEK to USD at exchange rates on payments dates each year.
(iii) From the period from September 1, 2018 to the 2019 AGM on May 2, 2019.
(iv) From the period from the 2018 AGM to the date of the EGM in January 2019.

Millicom 2019 Annual ReportWho We Are

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Millicom CEO and Executive Team

CEO
Mr. Mauricio Ramos

Position
CEO

Role and responsibilities
• Leading the development and execution of the Company’s strategy.
• Day-to-day activities and management decisions, both operating and financial.
• Liaison between the Board and Management of the Company.
• Leading the Executive Team.

Mauricio Ramos, born in 1968, joined Millicom in April 2015 as CEO. Previously he
was President of Liberty Global’s Latin American division from 2006 until February
2015.

Mauricio held several leadership roles at Liberty Global, including Chairman and CEO
of VTR in Chile, Chief Financial Officer of Liberty’s Latin American division and
President of Liberty Puerto Rico.

Mauricio is also a Member of the Board of Directors of Charter Communications
(U.S.).

Mr. Mauricio Ramos
Chief Executive Officer

He is a dual Colombian and U.S. citizen who received a degree in Economics, a degree
in Law and a postgraduate degree in Financial Law from Universidad de Los Andes in
Bogota.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 190,577 shares

Millicom’s Executive Team members support the CEO in the day-to-day operation and management of the Group, within
their specific areas of expertise. The team meets at least monthly and more frequently when required. Millicom’s Executive
Team is as follows:

Executive

Team

Role Responsibilities

Mr. Tim Pennington

Chief Financial Officer

Mr. Esteban Iriarte

Chief Operating Officer–Latam

Finance and financial planning. Reporting financial
performance, including external financial reporting.
Budgeting and forecasting, monitoring expenditures
and costs. Implementation and enhancement of
related controls. Risk management. Oversight of the
African businesses.

Operations and development of the Latin American
businesses.

Mr. Xavier Rocoplan

Chief Technology and Information Officer Networks, information technology and procurement

Ms. Rachel Samrén

Chief External Affairs Officer

Mr. Salvador Escalón

General Counsel

Ms. Susy Bobenrieth

Chief Human Resources Officer

Ms. Cara Viglucci

Interim Head of Ethics and Compliance
Officer

within the Group.

Government relations, regulatory affairs, corporate
communications, corporate responsibility and
corporate security.

Legal and corporate governance matters including
oversight, identification, and management of legal
issues and cases of the Group, as well as legal aspects
of mergers and acquisitions and other corporate
transactions.

Human resource matters including talent acquisition
and management, compensation, diversity, and
inclusion.

Compliance matters including ethics, anti-bribery,
anti-corruption, anti-money laundering, and related
compliance programs. Also information security.

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The profiles of the CFO and Executive Team members are provided below:

Mr. Tim Pennington

Executive Vice President,
Chief Financial Officer

Mr. Esteban Iriarte

Mr. Xavier Rocoplan

Executive Vice President,
Chief Operating Officer, Latin America

Executive Vice President, Chief Technology
and Information Officer

Tim Pennington joined Millicom in June
2014 as Senior Executive Vice President
and Chief Financial Officer.

Previously, he was the Chief Financial
Officer at Cable and Wireless
Communications plc, Group Finance
Director for Cable and Wireless plc and
CFO of Hutchison Telecommunications
International Ltd, based in Hong Kong.
Tim also served as Finance Director of
Hutchison 3G (UK), Hutchison
Whampoa’s British mobile business. He
also has corporate finance experience,
firstly as a Director at Samuel Montagu &
Co. Limited, and as Managing Director of
HSBC Investment Bank within its
Corporate Finance and Advisory
Department.

Tim is also a Member of the Board of
Directors of Euromoney Institutional
Investor plc.

He is a British national and holds a BA
(Honors) degree in Economics and
Social Studies from the University of
Manchester.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 28,378 shares

Esteban Iriarte was appointed as
Executive Vice President and Chief
Operating Officer (COO), Latin America
in August 2016.

Xavier Rocoplan started at Millicom in
2000 and joined the Executive Team as
Chief Technology and Information
Technology Officer in December 2012.

Previously, Esteban was General
Manager of Millicom’s Colombian
businesses where, in 2014, he led the
merger and integration of Tigo and the
fixed-line company UNE.

Prior to leading Tigo Colombia, Esteban
was head of Millicom’s regional Home
and B2B divisions.

From 2009 to 2011, he was CEO of
Amnet, a leading service provider in
Central America for broadband, cable
TV, fixed line, and data services, which
Millicom acquired in 2008.

In 2016, Esteban joined the Board of
Directors of Sura Asset Management,
one of Latin America’s leading financial
groups.

Esteban is from Argentina. He received
a degree in Business Administration
from the Pontificia Universidad Catolica
Argentina “Santa Maria de los Buenos
Aires”, and an MBA from the
Universidad Austral in Buenos Aires.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 29,657 shares

Xavier currently leads all mobile and
fixed network and IT and procurement
and supply chain activities across the
Group.

Xavier initially served as Millicom’s CTO in
Vietnam and subsequently in Southeast
Asia. In 2004, he became CEO of Paktel,
Millicom’s subsidiary in Pakistan where he
launched Paktel’s GSM operation and led
the process that concluded with the
disposal of the business in 2007. ). Xavier
then served as head of Corporate
Business Development, where he
managed the disposal of various Millicom
operations in Asia, the monetization of
Millicom infrastructure assets (towers) as
well as numerous spectrum acquisitions
and license renewal processes in Africa
and in Latin America.

Xavier is a French national, holds
Masters degrees in engineering from
Ecole Nationale Supérieure des
Télécommunications de Paris and in
economics from Université Paris IX
Dauphine.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 38,533 shares

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Ms. Rachel Samrén
Executive Vice President,
Chief External Affairs Officer

Mr. Salvador Escalón
Executive Vice President,
General Counsel

Ms. Susy Bobenrieth
Executive Vice President,
Chief Human Resources Officer

Rachel joined Millicom in July 2014 and
manages the group’s Government
Relations, Regulatory Affairs, Corporate
Communications, Corporate
Responsibility, and Security & Crisis
Management functions.

Her focus is on developing and driving
Millicom’s global engagement with
particular responsibility for special
situation strategies.

Rachel’s background is in the risk
management consulting sector
including serving as Head of Business
Intelligence at The Risk Advisory Group
plc. Previously, she worked for Citigroup
as well as non- governmental and
governmental organizations.

Rachel currently serves on the Board of
MIC Tanzania Limited. She holds a BSc in
International Relations from the London
School of Economics and an MLitt in
International Security Studies from the
University of St Andrews.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: 10,309 shares

Salvador Escalón became Millicom’s
General Counsel in March 2013 and
Executive Vice President in July 2015.
He leads Millicom’s legal team and
advises the Board of Directors and
senior management on legal and
governance matters.

Salvador joined Millicom as Associate
General Counsel Latin America in April
2010. In this role, he led legal
negotiations for the merger of Millicom’s
Colombian operations with UNE-EPM
Telecomunicaciones S.A., as well as the
acquisition of Cablevision Paraguay.

As Senior Counsel at Chevron
Corporation from January 2006 to
March 2010, Salvador oversaw 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, 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
JANUARY 31, 2020: 28,940 shares

Susy Bobenrieth, a global human
resource professional, joined Millicom
with over 25 years of experience in
major multi-national companies that
include Nike Inc., American President
Lines, and IBM.

As an ex-Nike executive, she has
extensive international knowledge and
proven results in leading large-scale
organizational transformations, driving
talent-management agendas and
leading teams. She is passionate about
building great businesses and winning
with high- performing teams.

Susy is one of eight children raised in
the U.S. by Chilean immigrant parents.
She has deep international experience
having lived and worked in Mexico, the
U.S., Brazil, the Netherlands, and Spain.
She holds a degree from the University
of Maryland, University College in 1989.

MILLICOM SHAREHOLDING AT
JANUARY 31, 2020: no shares

Millicom 2019 Annual ReportWho We Are

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Management Governance
The Group seeks to embed governance
activities in the daily operations of all
businesses and in the Group’s corporate
functions. The role of the Group’s
governance functions is to set policies
and procedures in accordance with our
obligations and international best
practices. These functions then ensure
policies and procedures are embedded
in our businesses and serve to monitor
compliance.

Each function has clear reporting lines
through to the Executive Management
Team and the CEO. Functions report to
the Board committees, as previously
described, based on the responsibilities of
each committee. For instance, the Chief
Ethics and Compliance Officer reports
directly to the relevant Board committee
with a dotted-line report to the CEO.

In addition, the Group has a dedicated
Internal Audit function to provide
independent assurance over all
businesses and corporate functions
through a program of risk-based internal
audits. Internal Audit reports to the Audit
Committee of the Board with a dotted
line to Executive Management. This
function identifies areas for improvement,
assigns management actions, and
monitors implementation progress.

Business Control
The Board is responsible for the Group’s
system of internal control, which is
designed to manage, rather than
eliminate, the risk of failure to achieve
business objectives. This system can
only provide reasonable, but not
absolute, assurance against material
misstatement or loss. The concept of
reasonable assurance recognizes that
the cost of control procedures should
not exceed the expected benefits.

Responsibility for maintaining effective
internal controls is delegated to the CEO
and the Executive Team with oversight
provided by the Audit Committee. The
Executive Team are supported by a
dedicated Business Control team
responsible for the Internal Control
framework. Each country also has its
own dedicated, local Business Control
team responsible for monitoring and
development of the local internal
control environment.

Millicom continued investing significantly
in 2019 to further strengthen its internal
control framework in particular in relation
to controls over financial reporting to
prepare for the first Sarbanes-Oxley

attestation as at December 31, 2019. An
extensive work program was undertaken
to assess the existing Millicom control
framework and develop it further to meet
the requirements of Sarbanes-Oxley. We
designed and implemented a process for
management testing of key financial
controls during the year. The updated
control framework and management
testing program was rolled out across our
largest markets, headquarters and our
shared service functions and represents a
significant further investment in our
Internal Controls capabilities.

In order to support our Sarbanes Oxley
program, we established a Group Steering
Committee comprising members of the
Executive Team and other senior
management in order to oversee the
program, evaluate the findings of
management testing and ensure the
availability of appropriate resources.

Monitoring Systems
Aligned with our Sarbanes-Oxley
program, we implemented a program of
management testing of key financial
controls. Eight management testing
cycles were run during the year for our
largest markets covering both business
processes and IT general controls. The
results, including remediation actions
where required, were reported and
discussed with the Executive
management, the Sarbanes-Oxley
Steering Committee and with the Audit
Committee.

We also invested in a new Governance,
Risk and Compliance (“GRC”) tool to
manage and monitor internal control
compliance and reporting. The scope
of the GRC tool will be expanded in
2020 to other assurance functions.

We also have an established process of
internal control self-assessment which
requires self-certification of the design
and operation of key controls. Self-
certified responses are then subject to
review and challenge by the Group
Business Controls team and Global
Process Owners. We use internal control
self-assessment for our smaller markets,
excluding those acquired during the
year, which are not directly within
Sarbanes-Oxley scope.

Fraud Management and Reporting
Business Control is responsible for fraud
risk management. We continued our
education activities, including an
awareness campaign aligned with
International Fraud Awareness Week in
November 2019.

Each operation prepares a quarterly
fraud report and a summary of this is
presented to the Audit Committee
along with the key actions taken.
Quantitative and qualitative thresholds
govern the reporting of individual fraud
incidents to the Group CFO, CEO, and
Audit Committee.

Internal Control over Financial
Reporting
The management of Millicom is
responsible for establishing and
maintaining adequate internal control
over financial reporting. The process of
internal control over financial reporting is
designed to provide reasonable assurance
regarding the reliability of financial
reporting and the preparation of financial
statements for external reporting
purposes in conformity with International
Financial Reporting Standards. Due to its
inherent limitations, internal controls over
financial reporting may not prevent or
detect misstatements.

In May 2019, the Company completed its
acquisition of 100 percent of the shares of
Telefonía Celular de Nicaragua, S.A. In
August 2019, Cable Onda S.A. acquired 100
percent of the shares of Telefonica Moviles
Panama, S.A. The Company is engaged in
refining and harmonizing the internal
controls and processes of the acquired
businesses with those of the Company.

Management has assessed the
effectiveness of internal control over
financial reporting as of December 31,
2019 and concluded that it was
effective. The foregoing assessment
does not constitute and is not meant to
be an assessment of Millicom’s internal
control over financial reporting for
purposes of the U.S. Securities
Exchange Act of 1934, as amended.

Risk Management
The risk function identifies, analyzes,
measures, and monitors Millicom’s risks.
The Chief Risk Officer is responsible for
providing risk owners at the central
functional and country levels with a
methodology and tools needed to
balance risk with return. A Management
Risk Committee, comprising members of
the Executive Team and functions
responsible for key risk meets on a
regular basis to provide oversight on the
evolution of risk and the approach taken
to manage risk. The Chief Risk Officer
also reports to the Executive Team and
the Audit Committee. The Audit
Committee, on behalf of the Board,
oversees risk management activities.

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Our risk assessment processes, and the
principal risks managed by the Group
are set out in the Risk Management
section of this annual report.

Ethics and Compliance
Our Corporate Ethics & Compliance
Program is central to our business
strategy and is effectively embedded in
the business processes and procedures.
Our program integrates preventive
measures, key controls, reporting
mechanisms and due diligence
processes capable of detecting and
correcting misconduct and wrongdoing.
We measure the actual impact of this
program on our employees, customers,
stakeholders, and communities in the
countries where we operate.

Our Ethics and Compliance function
consists of global resources responsible
for the Group’s Anti-Corruption,
Anti-Money Laundering, and
Information Security Programs, as well
as having a Compliance Officer in each
market.

Management and Governance of
Compliance Activities
Millicom has set the goal of building a
strong corporate culture that seeks
compliance excellence; and in which
employees at all levels are committed
to doing what is right and upholding
the Company’s values and standards.
To measure progress, our Great Places
to Work (“GPTW”) annual survey now
includes questions to evaluate the
culture of compliance in the Company.
Millicom has used the GPTW survey
with all employees to measure our
workplace culture since 2015. We
enhanced Ethics and Compliance
knowledge through consolidated
training provided in English and Spanish.
All employees receive mandatory
training on the Code of Conduct,
Anti-Corruption, and AML policies in
order to reinforce the most important
compliance concepts, influence
employee behavior and prevent
misconduct through practice examples.

Our Compliance Communication Plan for
2019 included weekly newsletters that
highlighted latest corporate enforcement
actions, lessons learned, monthly
campaigns on various compliance
policies, and the celebration of the annual
Corporate & Ethics Compliance Week in
November 2019.

Aligned with our motto,
#IntegrityStartsWithYou, and for the
second year in a row, executive financial

incentives and rewards include
compliance goals and clear
performance KPIs are built into the
remuneration package of our General
Managers in each operation.

Speak Up Policy and Issue
Management
Continuing with our compliance education
program, we reinforced our Speak Up
Policy and launched a new Ethics Line
Campaign. The Executive Team and the
Compliance & Business Conduct
Committee of the Board received regular
updates on cases raised through the Ethics
Line or through other channels.

Corporate Responsibility
This is the fourth year that Millicom has
integrated corporate responsibility-related
performance data and information into
our annual report to demonstrate how
managing responsible growth and key
risks support the successful delivery of our
business strategy.

Millicom’s Corporate Responsibility (“CR”)
team sets CR strategy, drives best-in-class
policies and processes for CR governance,
guides and coordinates CR performance
across business functions, and publishes
CR-related performance data and
information in the annual report. Our
integrated report continues to promote
transparency towards investors and other
key stakeholders on CR risks and
opportunities.

The CR team constantly engages with
internal and external stakeholders to ensure
Millicom understands and addresses CR
issues that are important to our business
and relevant to our stakeholders.

Stakeholder engagement occurs through
a biennial materiality analysis and
through ongoing interaction with our key
stakeholders. In addition to anticipating
and better preparing for risks, the CR
function also adds value by seeking
responsible leadership opportunities to
assess where the Group can make the
greatest positive impact on society, the
environment and to our business.

Corporate Responsibility Governance
The Board oversees the Government
Relations, Regulatory Affairs and CR
functions, which fall under the umbrella of
External Affairs. This structure signifies
the depth and materiality of these topics
and the importance of monitoring their
interconnected risks and opportunities.
The Director of Corporate Responsibility
reports to the Executive Vice President
(“EVP”) Chief External Affairs Officer, who

reports directly to the CEO and is
accountable for delivering updates on the
CR strategy to the Board. We also report
progress on CR strategy implementation
and issues management to the Executive
Team on a monthly basis, either through
the EVP Chief External Affairs Officer or
directly in specific cases.

Health, Safety & Environment
Integrated Services
The global Integrated Services (“IS”)
team continues to develop and mature
its compliance and risk mitigation
controls. Country-specific IS teams
have transitioned well throughout the
year from the previous OHSAS 18001
health and safety standard to the new
international ISO 45001 standard.
Millicom agreed to complete the
transition within a two-year period,
although we are allowed 3 years to
switch between certifications. To date,
operations across Africa and Central
America have not only transitioned but
also achieved certification to the new
standard. This is a remarkable result for
the local countries and Millicom.
The remainder of our Latin American
operations along with the Group,
completed the gap analysis and
certification reviews during Q4 2019. We
expect to have all country operations
certified by the end of Q2 2020.

IS oversees the implementation of
policy and Group standards in health,
safety and environment as well as
facilities management, fleet
management, and fuel and energy
resources. Teams responded quickly and
professionally to several major incidents
and events during 2019, including the
successful evacuation of staff and
families during a cyclone in Tanzania.
Teams also provide effective and
efficient solutions to support the Group
Carbon Disclosure Program (“CDP”) and
environmental energy efficiency plan.

Throughout 2019 we prevented any
employee fatalities or major losses to
the Group. Unfortunately there were 6
fatalities in our contracted services.

In September 2019, Millicom hired a
Chief Security and Crisis Management
Officer to oversee physical security, asset
protection and crisis management. We
created this role to prepare for our
increased footprint in the Latin American
region through acquisitions of the
Telefonica and Cable Onda businesses
as well as to establish a clear distinction
between the health and safety and
information security management roles.
The Chief Security and Crisis

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How CR is governed

Role

As part of the External Affairs
function, CR oversees, advises
and makes recommendations to
Management regarding our
CR strategies and activities.

Board of Directors

Chief
Executive
Officer

Executive Management Team
sponsors for managing CR

Chief Ethics and
Compliance Officer

EVP
Chief External
Affairs Officer

Direct reports
to the CEO

EVP
Chief Technology
and Information
Officer

Senior
management

Corporate
Compliance

Corporate
Anti-Money
Laundering

Corporate
Information
Security

Corporate Responsibility,
Sustainability and Environmental

Corporate Security & Crisis
Management

Vice President
Supply Chain

Responsible for:
Responsible supply
chain management

Management Officer leads our global
Crisis Management Team and reports to
the Chief External Affairs Officer.

The Vice President of Compliance
Strategic Response oversees the IS
team and reports to the EVP Chief
Ethics & Compliance Officer.

Business Continuity and Crisis
Management
We designed our global and operational
business continuity and crisis
management system to address any
significant disruption that might affect
critical day-to-day activities. This
system continues to mature but has
already responded to events such as
extreme weather, civil unrest, and
criminal and political activities in some
of the countries where we operate.

Risk assessment is a continuous process
that starts with a business impact
analysis of all critical services and
business processes that require a
disaster recovery and business
continuity plan. After performing a risk
assessment on all critical assets
identified in the analysis, we address

every relevant operational threat in a
formal risk mitigation plan.

Millicom crisis management defines the
proper response to, and management
of, an intense, unexpected, and
unstable situation that disrupts normal
operations and has highly undesirable
outcomes that require extraordinary
measures to restore normal operations.
Crisis management aims to protect the
safety of our staff and our reputation,
together with continuous and reliable
delivery of service to customers, while
also maintaining contractual, legal, and
regulatory compliance.

In parallel, Millicom has physical
security and loss prevention standards
that set minimum acceptable levels of
critical site protection, as defined by
industry best practice. All activities
undergo monitoring and compliance
activities.

Information Security
At Millicom, our Global Chief
Information Security Officer (“CISO”)
manages the information security

program and reports to the EVP Chief
Ethics & Compliance Officer. The CISO is
responsible for identifying, managing
and mitigating technology-centric risks
throughout the entire company.

The CISO oversees regional information
security teams to ensure the
confidentiality, integrity, and availability
of all business-critical systems and assets.
Other responsibilities include identifying
potentially detrimental threats and risks
and safeguarding proprietary and
personal customer information.
Additionally, the regional teams work
closely with Millicom business and
technology leaders to ensure compliance
with corporate policies and regional
information security-related regulatory
requirements within the various countries
where we conduct business.

The CISO meets regularly with the
Compliance and Business Conduct
Committee and Audit Committee to
ensure appropriate risks are elevated and
addressed.

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Over the past year, the following critical
initiatives were undertaken:

• Formalization of the Global

Information Security Office (“GISO”):
This office is charged with strategy,
tactics, and oversight of all security
efforts with the broader Millicom
environment. The GISO is divided up
into four critical pillars: Risk
Management, Security Engineering,
Vulnerability Management, and the
Global Security Operations Center
(“GSOC”). Lead by the CISO, the GISO
strategy, budget, and activities are
overseen by the Millicom Information
Security Steering Committee. This
committee comprises various
Millicom executives, technical
resources, and business personnel
who meet monthly to discuss
projects, approaches, and
engagement across the company.

• Development of a a Global Security
Operations Center (GSOC): During
2019, all operations moved to a
consolidated, centralizing security
operations center. The Millicom
Information Security teams
integrated business-critical
environments to be monitored
around the clock by the GSOC, with
alerts being delivered in a near
real-time manner. The teams are
focused on continuing the
migration over the upcoming year,
with a goal to have all identified
environments fully monitored by
year-end.

• Development of a Global

Vulnerability Management program:
Due to differences in maturity levels
around operational security, the
global program will identify, report,
and track risks and vulnerabilities
within all operations to provide a

better insight into the technical
security risks of the company. We
completed our roll-out of the
program in Q3 2019.

• Development of a Global Identity

and Access Management program:
In order to effectively manage user
access, especially with respect to U.S.
regulatory requirements, we have
centralized all business and critical
access provisioning into a central
solution. Phase one of this effort
addressed all regulatory
requirements by the end of Q3 2019
and the remaining deployment
schedule will continue through
mid-2020.

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Directors’ Financial and
Operating Report
Group Performance
In 2019, total revenue for the Group
was $4,336 million, and gross profit was
$3,135 million, a margin of 72.3 percent.

Operating expenses represented 37%
of revenue, a decrease compared to last
year, mainly due to the adoption of
IFRS 16 ‘Leases’ which reduced
operating expenses by $149 million,
partially offset by the additions of our
acquisitions in Panama and Nicaragua.

Our operating profit amounted to
$575 million, a 13.3 percent margin
impacted negatively mainly by lower
gain on tower deals in El Salvador,
Colombia, and Paraguay , higher
amortization expenses due to
acquisitions, as well as the impact of
IFRS 16 additional depreciation
expense of $124 million.

Net financial expenses were
$544 million, higher by $198 million
compared to last year mainly due to
higher levels of gross debt to fund
recent acquisitions, and from the
impact of IFRS 16.

Profit before taxes at $218 million
included the effects of the decrease in
operating profit and interest expense
described above, but positively affected
by an increase in value of our equity
investment in Helios Towers.

The Group net tax charge in 2019 was
$120 million, leaving a net gain for the
year from continuing operations at
$97 million. The gain of $57 million
from discontinued operations mainly
reflected the disposal of our business in
Chad.

As a result, the net profit for the year
was $154 million. The share of gains of
non-controlling interests was $5 million
reflecting our partners’ share of net
results in our subsidiaries in Colombia
and Panama.

The net profit for the year attributable
to Millicom owners was $149 million.
Earnings per share was $1.48.

Share Capital
At December 31, 2019, Millicom had
101.7 million issued and paid up
common shares of par value $1.50
each, of which 580 thousand were held
by the Company as treasury shares
(2018: 914 Thousand). During the year,
the company acquired approximately
132 thousand shares and issued around
465 thousand shares to management
and employees under the LTIP
remuneration plans and approximately
19 thousand shares to Directors as part
of their annual remuneration.

Distribution to Shareholders and
Proposed Distributions
On May 2, 2019, at the Annual General
Meeting of shareholders, a dividend
distribution of $2.64 per share was
approved, and subsequently paid to
shareholders in equal portions in May
and November.

On February 24, 2020, Millicom’s Board
approved to the Annual General
Meeting of the shareholders a share
buyback program to repurchase at least
$500 million over the next three years.
The current shareholder authorization,
which expires on May 5, 2020, allows
for the repurchase of up to 5% of the
outstanding share capital. In addition,
the Board approved to the Annual
General Meeting of the shareholders a
dividend distribution of $1.00 per share
to be paid in 2020. The Annual General
Meeting to vote these matters is
scheduled to May 5, 2020.

On February 25, 2020, Millicom
announced a three year $500 million
share repurchase plan and on 28th
February 2020 it initiated the first
phase of this program comprising the
purchase of not more than 350,000
shares and not more than a maximum
total amount of SEK 107 million
(approximately $11 million). The
purpose of the repurchase program is to
reduce Millicom’s share capital , or to
use the repurchased shares for meeting
obligations arising under Millicom´s
employee share based incentive
programs. The repurchase program
may take place during the period
between February 28, 2020 and May 5,
2020. Payment for the shares will be
made in cash.

Financial Risk Management
Objectives and Policies
Millicom’s financial risk management
policies and objectives, together with a
description of the various risks and
hedging activities undertaken by the
Group, are set out in Section D, financial
risk management, of the consolidated
financial statements.

Internal controls and risk management
on the preparation of the consolidated
financial statements are covered in the
Governance section from pages 57–91.

Non-Financial Information
Non-financial information, such as
environmental, social, human rights,
and the fight against corruption, are
integrated throughout this report, and
in the Appendix.

Management and Employees
Over recent years, the Group has
developed many key functions and
improved support to local operations,
including in the areas of procurement,
network development, marketing, IT,
HR, compliance, and finance.

At December 31, 2019, the Group’s
headcount from continuing operations
reached approximately 22,000, up from
around 21,000 at December 31, 2018,
the increase being mainly related to the
acquisitions in Panama and Nicaragua.

Outlook for the Group
Although many of the macroeconomic
and competitive challenges we faced in
2019 may continue to impact our
performance in the near term, we
continue to invest to capture the long
term growth opportunity before us. In
2020, we expect to make meaningful
progress toward our medium term goal
to deliver mid-single-digit organic
service revenue growth, mid-to-high
single-digit organic EBITDA growth, and
around 10% OCF (EBITDA less Capex)
organic growth for the Latam segment.

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Financial Statements

Statements included in this report that
are not historical facts, including
without limitation outlook, statements
concerning future strategy, plans,
objectives, expectations and intentions,
projected financial results, liquidity,
growth and prospects, are forward-
looking statements. Such forward-
looking statements involve a number of
risks and uncertainties and are subject
to change at any time. In the event such
risks or uncertainties materialize,
Millicom’s results could be materially
adversely affected. Additional
information on these and other key risks
faced by the Group are set out in the
Risk Management section on pages
22–25. A further list and description of
risks, uncertainties and other matters
can be found in Millicom’s Annual
Report on Form 20-F, including those
outlined in “Item 3. Key
Information—D. Risk Factors,” and in
Millicom’s subsequent U.S. Securities
and Exchange Commission filings, all of
which are available at www.sec.gov.

All forward-looking statements
attributable to us or any person acting
on our behalf are expressly qualified in
their entirety by this cautionary
statement. Readers are cautioned not
to place undue reliance on these
forwardlooking statements that speak
only as of the date hereof. Except to the
extent otherwise required by applicable
law, we do not undertake any obligation
to update or revise forward-looking
statements, whether as a result of new
information, future events or otherwise.

Risks and Uncertainty Factors
The Group operates in an industry and
in markets which are characterized by
rapid change and subject to
macroeconomic, competitive and
political uncertainty. This change
creates both opportunities and at the
same time a degree of risk. Many of the
inherent underlying risks in these
markets, including regulatory change
(including tariff controls and taxation),
currency fluctuations, and underlying
macroeconomic conditions, impact on
the level of disposable income and
consumers’ attitudes and demand for
our products and services.

Subsequent Event
On January 28, 2020, Millicom’s
wholly-owned subsidiary Telefónica
Celular del Paraguay S.A.E (“Telecel”),
closed a $250 million re-tap to its senior
unsecured notes due 2027, representing
an additional issuance of Telecel’s
outstanding $300 million 5.875%
Senior Notes due 2027 issued on April 5,
2019. The New notes will be treated as
a single class with the Initial Notes, and
they were priced at 106.375 for an
implied yield to maturity of 4.817%.

José Antonio Ríos García
Chairman of the Board of Directors
Luxembourg, February 28, 2020

Management Responsibility
Statement
We, Mauricio Ramos, Chief Executive
Officer, and Tim Pennington, Chief
Financial Officer, confirm, to the best of
our knowledge, that these 2019
consolidated financial statements
which have been prepared in
accordance with the International
Financial Reporting Standards as
adopted by the European Union, give a
true and fair view of the assets,
liabilities, financial position, and profit
or loss of the Millicom Group and the
undertakings included in the
consolidation taken as a whole, and
that the Directors’ report includes a fair
review of the development and
performance of the business and the
position of the Millicom Group and the
undertakings included in the
consolidation taken as a whole,
together with a description of the
principal risks and uncertainties that
they face.

Luxembourg, February 28, 2020

Mauricio Ramos
Chief Executive Officer

Tim Pennington
Chief Financial Officer

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Financial Statements

Disclaimer and
Non-IFRS Reconciliations

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Disclaimer

Forward-Looking Statements
Statements included herein that are not historical facts, including without limitation statements concerning future strategy,
plans, objectives, expectations and intentions, projected financial results, liquidity, growth and prospects, are forward-looking
statements. Such forward-looking statements involve a number of risks and uncertainties and are subject to change at any time.
In the event such risks or uncertainties materialize, Millicom’s results could be materially adversely affected. The risks and
uncertainties include, but are not limited to, the following:

• global economic conditions and

• relationships with key suppliers and

foreign exchange rate fluctuations as
well as local economic conditions in
the markets we serve;

• telecommunications usage levels,
including traffic and customer
growth;

• competitive forces, including pricing
pressures, 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;

•

legal or regulatory developments and
changes, or changes in governmental
policy, including with respect to the
availability of spectrum and licenses,
the level of tariffs, tax matters, the
terms of interconnection, customer
access and international settlement
arrangements;

costs of handsets and other
equipment;

• our ability to successfully pursue

acquisitions, investments or merger
opportunities, integrate any
acquired businesses in a timely and
cost-effective manner 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;

• adverse legal or regulatory disputes

• the capacity to upstream cash

A further list and description of risks,
uncertainties and other matters can be
found in Millicom’s Registration
Statement on Form 20-F, including
those risks outlined in “Item 3. Key
Information—D. Risk Factors,” and in
Millicom’s subsequent U.S. Securities
and Exchange Commission filings, all of
which are available at www.sec.gov.

All forward-looking statements
attributable to us or any person acting
on our behalf are expressly qualified in
their entirety by this cautionary
statement. Readers are cautioned not
to place undue reliance on these
forward-looking statements that speak
only as of the date hereof. Except to the
extent otherwise required by applicable
law, we do not undertake any obligation
to update or revise forward-looking
statements, whether as a result of new
information, future events or otherwise.

or proceedings;

• the success of our business, operating

and financing initiatives and
strategies, including partnerships and
capital expenditure plans;

• 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;

generated in operations through
dividends, royalties, management
fees and repayment of shareholder
loans; and

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

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Non-IFRS Reconciliations–continued

Non IFRS Measures
This report contains financial measures
not prepared in accordance with IFRS.
These measures are referred to as
“non-IFRS” measures and include:
non-IFRS service revenue, non-IFRS
EBITDA, and non-IFRS Capex, among
others defined below. Annual growth
rates for these non-IFRS measures are
often expressed in organic constant
currency terms to exclude the effect of
changes in foreign exchange rates, the
adoption of new accounting standards
such as IFRS 16, and are proforma for
material changes in perimeter due to
acquisitions and divestitures. The
non-IFRS financial measures are
presented in this press release as
Millicom’s management believes they
provide investors with an 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 financial
measures to make operating decisions,
as they facilitate additional internal
comparisons of Millicom’s performance
to historical results and to competitors’
results, and provides them to investors
as a supplement to Millicom’s reported
results to provide additional insight into
Millicom’s operating performance.
Millicom’s Remuneration Committee
uses certain non-IFRS measures when
assessing the performance and
compensation of employees, including
Millicom’s executive directors.

The non-IFRS financial measures used
by Millicom may be calculated
differently from, and therefore may not
be comparable to, similarly titled
measures used by other companies -
refer to the section “Non-IFRS Financial
Measure Descriptions” for additional
information. 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, and
Millicom’s financial results calculated in
accordance with IFRS and
reconciliations to those financial
statements should be carefully
evaluated.

Financial Measure Descriptions

Service revenue is revenue related to
the provision of ongoing services such
as monthly subscription fees, 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 and other value-added
services excluding telephone and
equipment sales.

EBITDA is operating profit excluding
impairment losses, depreciation and
amortization, and gains/losses on fixed
asset disposals.

Proportionate EBITDA is the sum of the
EBITDA in every country where Millicom
operates, including its Guatemala and
Honduras joint ventures, pro rata for
Millicom’s ownership stake in each
country, less corporate costs that are
not allocated to any country and
inter-company eliminations.

Organic growth represents year-on-year
growth excluding the impact of
changes in FX rates, perimeter, and
accounting. Changes in perimeter are
the result of acquisitions and
divestitures. Results from divested
assets are immediately removed from
both periods, whereas the results from
acquired assets are included in both
periods at the beginning (January 1) of
the first full calendar year of ownership.

Net debt is Gross debt less cash and
pledged and term deposits.

Net financial obligations is Net debt
plus lease obligations.

Proportionate net financial obligations
is the sum of the net financial
obligations in every country where
Millicom operates, including its
Guatemala and Honduras joint
ventures, pro rata for Millicom’s
ownership stake in each country.

Leverage is the ratio of net financial
obligations over LTM (last twelve
month) EBITDA, proforma for
acquisitions made during the last
twelve months.

* This non-IFRS measure is not used in this annual report as this is not directly reconcilable with IFRS measures.

Proportionate leverage to EBITDA is the
ratio of proportionate net debt over
LTM proportionate EBITDA, proforma
for acquisitions made during the last
twelve months.

Capex is balance sheet capital
expenditure excluding spectrum and
license costs and finance lease
capitalizations from tower sale and
leaseback transactions.

Cash Capex represents the cash spent in
relation to capital expenditure,
excluding spectrum and licenses costs
and lease capitalizations from tower
sale and leaseback transactions.

Operating Cash Flow (OCF) is EBITDA
less Capex.

Operating Free Cash Flow is OCF less
changes in working capital and other
non-cash items and taxes paid.

Equity Free Cash Flow is Operating Free
Cash Flow less finance charges paid
(net), less advances for dividends to
non-controlling interests, plus dividends
received from joint ventures.

Operating Profit After Tax displays the
profit generated from the operations of
the company after statutory taxes.

Return on Invested Capital (ROIC)* is
used to assess the Group’s efficiency at
allocating the capital under its control
to and is defined as Operating Profit
After Tax, including Guatemala and
Honduras as if fully consolidated,
divided by the average invested Capital
during the period.

Average Invested Capital* is the capital
invested in the company operation
throughout the year and is calculated
with the average of opening and
closing balances of the total assets
minus current liabilities (excluding debt,
joint ventures, accrued interests,
deferred and current tax, cash as well as
investments and non-controlling
interests), less assets and liabilities held
for sale.

Underlying measures, such as
Underlying service revenue, Underlying
EBITDA, Underlying equity free cash
flow, Underlying net debt, etc, include
Guatemala and Honduras, as if fully
consolidated.

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Reconciliation from Reported Growth to Organic Growth for the Latam and Africa segmentsi

Revenue

Service Revenue

EBITDA

OCF

Latam Segment ($ millions)

FY 2019

FY 2018

FY 2019

FY 2018

FY 2019

FY 2018

FY 2019

FY 2018

A- Current period

B- Prior year period

5,964

5,485

5,441

5,514

5,069

5,078

2,443

2,077

2,022

C- Reported growth (A/B)

D- Accounting change impact

8.7%

—

E- Change in Perimeter impact

11.0%

0.8%

2.4%

—

8.8%

0.0%

11.6%

(0.2)%

17.6%

1.0%

—

8.2%

11.9%

2.7%

0.8%

—

1,442

1,124

28.3%

16.5%

11.2%

1,124

1,116

0.7%

1.4%

—

F- FX impact

G- Other

F- Organic Growth (C-D-E-F-G)

(5.2)%

(5.1)%

(5.2)%

(5.3)%

(5.0)%

(1.1)%

(9.2)%

(3.1)%

0.1%

2.8%

(0.1)%

3.5%

0.1%

2.2%

(0.2)%

4.3%

0.4%

2.1%

(0.4)%

3.5%

1.5%

8.3%

(0.7)%

3.2%

iPlease refer to Note 5 of our Unaudited Interim Condensed Consolidated Financial Statements for more details on our segments.

Revenue

Service Revenue

EBITDA

Africa Segment ($ millions)

FY 2019

FY 2018

FY 2019

FY 2018

FY 2019

FY 2018

A- Current period

B- Prior year period

382

399

385

382

398

385

122

102

C- Reported growth (A/B)

(4.2)%

3.5%

(4.2)%

3.5%

19.4%

4.3%

D- Accounting change impact

E- Change in Perimeter impact

—

(0.2)%

—

(0.2)% 33.8%

(0.4)%

—

F- FX impact

G- Other

(1.4)%

(1.7)%

(1.4)%

(1.7)%

(1.8)%

(0.9)%

0.1%

(0.4)%

0.1%

(0.4)%

7.3%

(2.1)%

F- Organic Growth (C-D-E-F-G)

(2.9)%

5.7%

(2.9)%

5.8%

(19.9)%

7.7%

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Reconciliation from Reported Growth to Organic Growth for the main Latam markets

Service Revenue ($ millions)

FY 2019

FY2018

Organic

Perimeter

Other

Reported

Guatemala

Colombia

Paraguay

Honduras

Bolivia

Panama

El Salvador

Nicaragua, Costa Rica, Eliminations &
Corporate Costs

1,234

1,432

1,200

1,553

575

551

624

468

348

284

632

555

597

371

145

5.3%

2.8%

(1.2)%

1.7%

4.5%

0.4%

(6.2)%

(2.5)%

(10.5)%

(7.9)%

(2.5)%

—

(0.2)%

—

2.8%

(7.8)%

(9.0)%

(0.8)%

4.5%

9.8%

—

(6.2)%

Latam*

5,514

5,069

2.2%

(5.2)%

11.6%

0.1%

8.8%

* Perimeter impact on Latam segment reflects acquisition of Cable Onda and using service revenue as reported by the company to the Panama Stock Exchange.

Panama performance in 2018 reflects only the results of the last two weeks of the month of December 2018.

EBITDA ($ millions)

FY 2019

FY 2018

Organic

Accounting

Perimeter

Other

Reported

Guatemala

Colombia

Paraguay

Honduras

Bolivia

Panama

El Salvador

Nicaragua, Costa
Rica, Eliminations &
Corporate Costs

748

510

294

280

257

223

140

(8)

689

494

332

268

232

133

(75)

4.7%

(2.5)%

3.0% (10.4)%

(5.6)%

(7.7)%

0.5%

6.3%

9.1%

(4.4)%

(2.4)%

—

6.4%

10.8%

1.7%

6.1%

4.7%

9.5%

—

(0.2)%

8.6%

3.2%

0.2%

(11.5)%

—

4.2%

11.0%

5.1%

Latam*

2,443

2,077

2.1%

(5.0)%

8.2%

11.9%

0.4%

17.6%

* Perimeter impact on Latam segment reflects acquisition of Cable Onda and using EBITDA as reported by the company to the Panama Stock Exchange.Panama

performance in Q4 2018 reflects only the results of the last two weeks of the month of December 2018.

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ARPU reconciliations

Latam Segment Mobile ARPU Reconciliation

Mobile service revenue ($m)

Mobile Service revenue ($m) from non Tigo customers ($m)*

Mobile Service revenue ($m) from Tigo customers (A)

Mobile customers–end of period (000)

Mobile customers–average (000) (B)**

Mobile ARPU (USD/Month) (A/B/number of months)

2019

3,258

(65)

3,192

39,846

36,636

7.3

2018

3,214

(58)

3,156

33,691

33,186

7.9

*Refers to TV advertising, 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 quarters.

Latam Home ARPU Reconciliation

Home service revenue ($m)

Home service revenue ($m) from non Tigo customers ($m)*

Home service revenue ($m) from Tigo customers

Customer Relationships–end of period (000)**

Customer Relationships–average (000)***

Home ARPU (USD/Month) (A/B/12)

2019

1,530

(40)

1,490

4,341

4,242

29.3

2018

1,244

(33)

1,210

4,118

3,587

28.1

*TV advertising, production services, equipment rental revenue, call center revenue, equipment sales and other non customer driven revenue.
**Represented by homes connected all techonologies (HFC + Other Technologies + DTH & Wimax RGUs).
***Average of the last five quarters.
****2019 includes Panama Cable Onda.

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Foreign Exchange rates used to support FX impact calculations in the above Organic Growth reconciliations

Average FX rate (vs. USD)

End of period FX rate (vs. USD)

Q4 19

Q4 18

YoY

Q4 19

Q4 18

YoY

Bolivia

BOB

6.91

0.0%

6.91

0.0%

Colombia

Costa Rica

Guatemala

Honduras

Nicaragua

Paraguay

Chad

Ghana

Tanzania

COP

CRC

GTQ

HNL

NIO

PYG

XAF

GHS

TZS

3,413

3,166

(7.2)% 3,277

3,250

(0.8)%

578

7.71

599

7.72

3.7%

0.1%

576

7.70

24.72

24.29

(1.7)% 24.72

33.70

33.12

(1.7)% 33.84

6,434

5,946

(7.6)% 6,453

588

5.53

588

(0.1)%

4.85

(12.3)%

588

5.73

608

7.74

24.42

32.33

5,961

580

4.82

5.6%

0.5%

(1.2)%

(4.5)%

(7.6)%

(1.4)%

(15.9)%

2,297

2,294

(0.1)% 2,299

2,299

0.0%

Reconciliation Net debt to EBITDA to Proportionate net debt to EBITDA as of December 31, 2019 and December 31, 2018

Debt Information - December 31, 2019

$ millions

Gross Debt

Cash

Net Debt

EBITDA

Proforma
Adjustments*

Proforma
EBITDA

Leverage

Millicom Group (IFRS)

Plus: Guatamala

Plus: Honduras

Less: Corporate Costs

7,036

1,172

423

—

1,166

189

—

5,870

1,530

983

383

—

748

280

(36)

Underlying Millicom Group

8,631

1,395

7,236

2,522

(Non-IFRS)

Less: 50% Minority Stake

(606)

(107)

(499)

(255)

in Colombia

Less: 45% Minority Stake

(528)

(85)

(442)

(337)

in Guatemala

Less: 33% Minority Stake

(141)

(13)

(128)

in Honduras

Less: 20% Minority Stake

(201)

(12)

(189)

in Panama

Less: 1.5% Minority Stake

(6)

—

(6)

in Tanzania

(93)

(45)

(2)

Proportionate Millicom Group

7,149

1,177

5,973

1,791

(Non-IFRS)

* Proforma adjusted EBITDA related to mobile acquisitions in Nicaragua and Panama.

—

(13)

—

2,617

2.76x

—

1,873

3.19x

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Debt Information–December 31, 2018

$ millions

Gross Debt

Cash

Net Debt

EBITDA

Proforma
Adjustments*

Proforma
EBITDA

Leverage

Millicom Group (IFRS)

4,580

Plus: Guatamala

Plus: Honduras

Less: Corporate Costs

927

383

—

Underlying Millicom Group

5,890

(Non-IFRS)

Less: 50% Minority Stake

(508)

in Colombia

Less: 45% Minority Stake

in Guatemala

Less: 33% Minority Stake

in Honduras

Less: 20% Minority Stake

in Panama

Less: 15% Minority Stake

in Zantel

(417)

(128)

(52)

(13)

529

221

—

775

(89)

(99)

(8)

(1)

4,051

1,254

706

358

—

689

268

(35)

—

5,116

2,176

166

2,342

2.18

(419)

(247)

(318)

(310)

(119)

(89)

(51)

(12)

(1)

—

(33)

—

Proportionate Millicom Group

4,772

576

4,197

1,527

133

1,660

2.52

(Non-IFRS)

* Proforma adjusted EBITDA related to Cable Onda acquisition. EBITDA has not been adjusted for disposal of Chad.

Equity Free Cash Flow

Year ended December 31,

Net cash provided by operating activities

Purchase of property, plant and equipment

Proceeds from sale of property, plant and equipment

Proceeds from sale of towers part of tower sale and leaseback transactions

Purchase of intangible assets

Proceeds from sale of intangible assets

Purchase of spectrum and licenses

Finance charges paid, net

Operating free cash flow

Interest (paid), net

Free cash flow

Dividends received from joint ventures (Guatemala and Honduras)

Dividends paid to non-controlling interests

Equity free cash flow

2019

801

(736)

(22)

(171)

—

470

425

(470)

(45)

237

(13)

179

2018

792

(632)

154

(142)

(148)

—

298

383

(298)

243

(2)

326

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Fully consolidated P&L reconciliation for IFRS 16 implementation (unaudited)

($millions)

Revenue

Cost of sales

Gross profit

Operating expenses

EBITDA

Depreciation

Amortization

Share of net profit in Guatemala and Honduras

Other operating income (expenses), net

Operating profit

Net financial expenses

Other non-operating income (expenses), net

Gains (losses) from other JVs and associates, net

Profit (loss) before tax

Net tax credit (charge)

Profit (loss) for the period from continuing ops.

Non-controlling interests

Profit (loss) from discontinued operations

Net profit (loss) for the period

IFRS 16 impact by country

FY 2019

4,336

(1,201)

3,135

(1,604)

1,530

(825)

(275)

179

(34)

575

(544)

227

(40)

218

(120)

(5)

149

IFRS16
Impact

FY 2019 before
IFRS 16

FY 2018

% change

—

148

(109)

—

(6)

(72)

(4)

—

(41)

—

(40)

—

(36)

4,336

(1,201)

3,135

(1,753)

1,382

(716)

(275)

185

(35)

540

(472)

231

(40)

259

(121)

138

(9)

185

3,946

(1,117)

2,829

(1,616)

1,213

(662)

(140)

154

640

(346)

(39)

(136)

119

(112)

(33)

(10)

9.9%

7.5%

10.8%

8.4%

13.9%

8.1%

95.9%

20.0%

(15.6)%

36.3%

(70.3)%

116.9%

7.6%

EBITDA ($ millions)

Guatemala

Colombia

Paraguay

Honduras

Bolivia

Panama

El Salvador

FY 2019
Revenue

FY 2019
EBITDA

IFRS 16
impact

EBITDA
excluding
IFRS 16

FY 2019
EBITDA
Margin

FY 2019
EBITDA
Margin
excluding
IFRS 16

IFRS 16
impact on
margin

1,434

1,532

610

594

639

475

387

748

510

294

280

257

223

140

(8)

704

457

288

263

246

210

128

52.2%

33.3%

48.2%

47.1%

40.2%

46.9%

36.2%

(24)

49.1%

29.8%

47.2%

44.4%

38.5%

44.3%

33.0%

3.1pt

3.5pt

0.9pt

2.8pt

1.7pt

2.5pt

3.3pt

Nicaragua, Costa Rica,
Eliminations & Corporate Costs

293

Latam

5,964

2,443

171

2,273

41.0%

38.1%

2.9pt

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Non-IFRS Reconciliations–continued

Capex Reconciliation

Consolidated:

Additions to property, plant and equipment

Of which (finance) lease capitalizations from tower sale and leaseback transactions

Additions to licenses and other intangibles

Of which spectrum and license costs

Total consolidated additions

Of which is capital expenditures related to the corporate offices

Latin America Segment

Additions to property, plant and equipment

Of which (finance) lease capitalizations from tower sale and leaseback transactions

Additions to licenses and other intangibles

Of which spectrum and license costs

Latin America Segment total additions (Underlying)

Capex excluding spectrum and lease capitalizations

Africa Segment

Additions to property, plant and equipment

Of which (finance) lease capitalizations from tower sale and leaseback transactions

Additions to licenses and other intangibles

Of which spectrum and license costs

Africa Segment total additions

Capex excluding spectrum and lease capitalizations

FY 2019

FY 2018

719

—

202

101

921

698

158

856

FY 2019

FY 2018

879

—

240

117

1,119

1,002

840

200

1,040

954

FY 2019

FY 2018

—

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Operating Free Cash Flow Reconciliation

Cash Flow Data

Net cash provided by operating activities

Purchase of property, plant and equipment

Proceeds from sale of property, plant and equipment

Purchase of intangible assets and licenses

Proceeds from sale of intangible assets

Net purchase/proceeds for property, plant and equipment and intangible assets

(Less) Proceeds from sale of towers part of tower sale and leaseback transactions

(Less) Purchase of spectrum and licenses

(Less) Finance charges paid, net

Operating free cash flow

FY 2019

FY 2018

801

(736)

(171)

—

(882)

(22)

470

425

792

(632)

154

(148)

—

(626)

(142)

298

383

OCF (EBITDA- Capex) Reconciliation

Latam OCF Underlying

FY 2019

FY 2018

Latam EBITDA

(–) Capex (Ex. Spectrum)

Latam OCF

2,443

1,002

1,442

2,077

954

1,124

Africa OCF

Africa EBITDA

(–) Capex (Ex. Spectrum)

Africa OCF

FY 2019

FY 2018

122

102

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Underlying financial information
Until 2015, Millicom group results included Guatemala and Honduras on a 100% consolidation basis. Since 2016, these businesses are
treated as joint ventures and are consolidated using the equity method. To aid investors to better track the evolution of the company’s
performance over time, we provide the following indicative unaudited financial statement data for the Millicom group on an
underlying basis which include our Guatemala and Honduras joint ventures as if they had been fully consolidated.

Income statement data FY 2019
($millions)

Revenue

Cost of sales

Gross profit

Operating expenses

EBITDA

EBITDA margin

Depreciation & amortization

Share of net profit in joint ventures

Other operating income (expenses), net

Operating profit

Net financial expenses

Other non-operating income (expenses), net

Gains (losses) from associates

Profit (loss) before tax

Net tax credit (charge)

Profit (loss) for the period

Profit (loss) from discontinued operations

Non-controlling interests

Net profit (loss) for the period

Millicom
(IFRS)

4,336

(1,201)

3,135

(1,604)

1,530

35.3%

(1,100)

179

(34)

575

(544)

227

(40)

218

(120)

(5)

149

Guatemala
and Honduras
JVs

Eliminations

Underlying
(non-IFRS)

2,009

(469)

1,540

(549)

992

49.4%

(444)

—

(8)

540

(102)

(12)

—

426

(100)

326

—

(147)

179

—

(179)

—

(179)

—

(179)

—

(179)

—

(179)

6,345

(1,670)

4,675

(2,153)

2,522

39.8%

(1,544)

—

(43)

936

(647)

215

(40)

464

(220)

244

(152)

149

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Balance Sheet data ($ millions)

ASSETS

Intangible assets, net

Property, plant and equipment, net

Right of Use Assets

Investments in joint ventures and associates

Other non-current assets

TOTAL NON-CURRENT ASSETS

Inventories, net

Trade receivables, net

Other current assets

Restricted cash

Cash and cash equivalents

TOTAL CURRENT ASSETS

Assets held for sale

TOTAL ASSETS

EQUITY AND LIABILITIES

Equity attributable to owners of the Company

Non-controlling interests

TOTAL EQUITY

Debt and financing

Other non-current liabilities

TOTAL NON-CURRENT LIABILITIES

Debt and financing

Other current liabilities

TOTAL CURRENT LIABILITIES

Liabilities directly associated with assets held for sale

TOTAL LIABILITIES

TOTAL EQUITY AND LIABILITIES

Millicom IFRS

Guatemala
and Honduras
JVs

Underlying
(non-IFRS)

3,219

2,883

977

2,822

310

10,210

371

919

155

1,164

2,641

2,851

929

302

(2,797)

172

1,456

333

229

689

—

6,069

3,811

1,279

482

11,666

447

1,252

169

1,393

3,330

12,856

2,145

15,001

2,410

271

2,680

6,753

1,017

7,770

283

2,124

2,406

—

10,176

12,856

(41)

589

548

1,535

(188)

1,347

190

250

—

1,597

2,145

2,369

859

3,228

8,288

829

9,117

343

2,313

2,656

—

11,773

15,001

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Cash Flow Data–FY 2019
($millions)

Profit (loss) before taxes from continuing operations

Profit (loss) for the period from discontinued operations

Profit (loss) before taxes

Net cash provided by operating activities (incl. discontinued ops)

Net cash used in investing activities (incl. discontinued ops)

Net cash from (used by) financing activities (incl. discontinued ops)

Exchange impact on cash and cash equivalents, net

Net (decrease) increase in cash and cash equivalents

Cash and cash equivalents at the beginning of the period

Effect of cash in disposal group held for sale

Cash and cash equivalents at the end of the period

Millicom IFRS

Guatemala
and Honduras
JVs

Underlying
(non-IFRS)

218

276

801

(1,502)

1,355

(8)

645

528

(9)

1,164

247

—

247

782

(544)

(251)

—

(12)

241

—

229

464

523

1,583

(2,046)

1,104

(8)

633

769

(9)

1,393

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Independent auditor’s report
To the Shareholders of Millicom International Cellular S.A.
2, rue du Fort Bourbon L-1249 Luxembourg

Accountants (IESBA Code) as adopted
for Luxembourg by the CSSF together
with the ethical requirements that are
relevant to our audit of the
consolidated financial statements in
Luxembourg, and we have fulfilled our
other ethical responsibilities under
those ethical requirements. We believe
that the audit evidence we have
obtained is sufficient and appropriate
to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters
that, in our professional judgment, were
of most significance in our audit of the
consolidated financial statements of
the current period. These matters were
addressed in the context of our audit of
the consolidated financial statements
as a whole, and in forming our opinion
thereon, and we do not provide a
separate opinion on these matters.

1. Revenue recognition

Risk identified

The Group’s revenue consists of mobile
and data telephony services, corporate
solutions, fixed-line broadband,
fixed-line telephone, cable TV and
mobile financial services to retail and
business customers.

Revenue from these services is
considered a significant risk due to both
the bundling of these services and the
complexity of the Group’s systems and
processes used to record revenue. Also,
the application of revenue recognition
accounting standards is complex and
involves a number of key judgments
and estimates, especially in the light of
the IFRS 15 application.

Report on the audit of the
consolidated financial statements

Opinion

We have audited the accompanying
consolidated financial statements of
Millicom International Cellular S.A.
(“the Group”) included on page 120
to page 213, which comprise the
consolidated statement of financial
position as of December 31, 2019,
the consolidated statement of income,
the consolidated statement of
comprehensive income, the
consolidated statement of cash flows
and the consolidated statement of
changes in equity for the year then
ended, and a summary of significant
accounting policies and other
explanatory information.

In our opinion, the consolidated
financial statements give a true and fair
view of the financial position of
Millicom International Cellular S.A., as
of December 31, 2019, and of its
financial performance and its cash
flows for the year then ended in
accordance with International Financial
Reporting Standards as adopted by the
European Union.

Basis for opinion

We conducted our audit in accordance
with EU Regulation N° 537/2014, the Law
of 23 July 2016 on the audit profession
(the “Law of 23 July 2016”) and with
International Standards on Auditing
(“ISAs”) as adopted for Luxembourg by
the “Commission de Surveillance du
Secteur Financier” (“CSSF”).

Our responsibilities under those
Regulation, Law and standards are
further described in the “Responsibilities
of the “réviseur d’entreprises agréé” for
the audit of the consolidated financial
statements“ section of our report. We
are also independent of the Group in
accordance with the International
Ethics Standards Board for Accountants’
Code of Ethics for Professional

Our answer

Our audit procedures over revenue
included, among others:

•

We tested the operating
effectiveness of controls over the
accounting for bundled offers and
principal vs. agent considerations.

We evaluated the design and tested
the operating effectiveness of
controls around access rights, system
development, program changes and
IT dependent business controls to
establish that changes to the system
were appropriately authorized
developed and implemented
including those over: set-up of
customer accounts, pricing data,
segregation of duties and the
linkage to usage data that drives
revenue recognition

We tested the end-to-end
reconciliation from the billing
systems to the general ledger

We tested journal entries processed
between the billing systems and
general ledger.

We assessed the accounting for
credits and discounts and tested the
accuracy of customer invoices

We assessed the assumptions used
by management to determine the
allocation of the transaction price,
after consideration of these credits
and discounts, to telecom services
and handsets and tested the
stand-alone selling prices

We obtained a sample of customer
contracts, including modifications to
the contracts, and compared
customer contract terms to the
revenue systems.

We evaluated management’s
Principal vs. Agent considerations
and conclusions.

We evaluated the adequacy of the
Group’s disclosures included in Note
B.1.1. in relation to revenue
recognition matters.

116

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Independent Auditor’s Report–continued

To the shareholders of Millicom International Cellular S.A.

2. Uncertain tax positions

Risk identified

The Group’s operations are subject to
income taxes in various jurisdictions
resulting in different subjective and
complex interpretation of local tax laws
as uncertainty prevails in the emerging
market economies in which Millicom is
operating. In addition, the global tax
environment worldwide continues to
evolve and becomes more complex.
Management exercises judgment in
assessing the level of provision required
for taxation when such taxes are based
on the interpretation of complex tax
laws. The future actual outcome of the
decisions concerning these tax
exposures may result in materially
higher or lower amounts than the
accrual included in the accompanying
Consolidated Financial Statements.

Our answer

Our procedures included, amongst
others:

•

We tested the Group’s controls that
address the risks of material
misstatement relating to uncertain
tax positions.

We evaluated the assumptions the
Group used to develop its uncertain
tax positions and related
unrecognized income tax benefit
amounts by jurisdiction.

We tested the completeness and
accuracy of the underlying data
used by the Group to calculate its
uncertain tax positions.

We assessed the historical accuracy
of management’s estimates of its
unrecognized income tax benefits by
comparing the estimates with the
resolution of those positions.

We involved our tax professionals to
assist us in evaluating the
application of relevant tax laws in
the Group’s recognition
determination.

•

We evaluated the adequacy of the
Group’s disclosures included in Note
G.3.2. in relation to these tax matters.

3. Accounting for Business
Combinations

Risk identified

The Group acquired control over, and
therefore consolidated Cable Onda S.A.
(“Cable Onda”) in Panama for net
consideration of USD 956 million,
Telefonica Celular de Nicaragua S.A. in
Nicaragua (“Telefonica Nicaragua”) for
net consideration of USD 430 million,
as adjusted, and Telefonica Moviles
Panama S.A. in Panama (“Telefonica
Panama”) for net consideration of USD
594 million as of December 13, 2018,
May 16, 2019 and August 29, 2019,
respectively. These transactions were
accounted for as business
combinations. The purchase accounting
of Cable Onda was provisional as of
December 31, 2018 and had been
finalized as of December 31, 2019.
Management has determined the
purchase accounting for Telefonica
Nicaragua and Telefonica Panama on a
provisional basis as of December 31,
2019. The acquisitions are material,
complex and contains significant
judgment in relation to their purchase
accounting. The Group, assisted by its
external valuation specialists,
determined the fair value of acquired
entities identifiable assets and
liabilities, which included a number of
assumptions such as useful life of
assets, customer churn and contingent
liabilities.

Our answer

Our audit procedures included, amongst
others:

•

We evaluated the design and testing
the operating effectiveness of
controls of the Group’s controls over
its accounting for business
combinations.

We inspected the purchase
agreements and evaluating the
terms and conditions and
management’s accounting for such
terms and conditions in its purchase
price allocation.

•

We involved our valuation specialists
to assist with our audit procedures to
test the estimated cash flows and
management’s valuation
methodologies and assumptions
(e.g. such as the discount rate, churn
rate and EBITDA margin) used to
determine the fair value of the
acquired identifiable assets and
assumed liabilities.

Our valuation specialists assessed
whether the underlying assumptions
used by the management were
consistent with publicly available
information and external market
data.

We evaluated the adequacy of the
related disclosures in Note A.1.2 to
the consolidated financial
statements.

4. Adoption of IFRS 16, leases

Risk Identified

The Group adopted IFRS 16, Leases,
using the modified retrospective
approach with the cumulative effect of
applying the new standard recognized
in retained profits as of January 1, 2019.
At the transition date, the Group
recognized lease liabilities measured at
the present value of the remaining
lease payments, discounted using the
lessee’s incremental borrowing rate as
of January 1, 2019. The right-of-use
asset was measured at an amount
equal to the lease liability, adjusted by
the amount of any prepaid or accrued
lease payments. Upon adoption, the
Group recognized lease liabilities of US
898 million and right-of-use assets of
USD 856 million. The application of
IFRS 16 effective from January 1, 2019
was especially challenging and involved
complex auditor judgment particularly
regarding assessing management’s
determination of a complete
population of the Group’s leases,
estimation and evaluation of the
incremental borrowing rates for each of
the leases (including consideration of
industry, country and credit risks) and

117

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Independent Auditor’s Report–continued

To the shareholders of Millicom International Cellular S.A.

estimation of the useful lives, including
consideration of renewal options. These
assumptions have a significant effect
on the right-of-use asset, on the lease
liability and the depreciation and
financing costs.

Our answer

Our audit procedures included, among
others:

•

We evaluated the design and testing
the operating effectiveness of
controls over the completeness and
accuracy of the Group’s lease
population, valuation and
recognition of the right-of-use asset
and the lease liability and the
Group’s determination of their
underlying assumptions (including
renewal assumptions and estimation
of the incremental borrowing rate).

We inspected a sample of the lease
agreements, including modifications
and we assessed management’s
assumptions regarding lease renewal
periods including its determination
that it was highly probable that the
leases would be renewed.

Regarding the incremental
borrowing rates, we involved our
valuation specialists to assist with
our audit procedures to test
management’s assumptions and risk
considerations as described above
used in the measurement process.

We also assessed the adequacy of
the Group’s disclosures in respect
of the adoption of IFRS 16 as set out
in the Introduction and Notes C.4. to
the consolidated financial
statements.

Other information

The Board of Directors is responsible
for the other information. The other
information comprises the information
included in the consolidated
management report on page 99 and the
accompanying corporate governance
statement on pages 66 to 98 but does
not include the consolidated financial
statements and our report of “réviseur

d’entreprises agréé” thereon.

Our opinion on the consolidated
financial statements does not cover the
other information and we do not
express any form of assurance
conclusion thereon.

In connection with our audit of the
consolidated financial statements, our
responsibility is to read the other
information and, in doing so, consider
whether the other information is
materially inconsistent with the
consolidated financial statements or
our knowledge obtained in the audit or
otherwise appears to be materially
misstated. If, based on the work we
have performed, we conclude that there
is a material misstatement of this other
information, we are required to report
this fact. We have nothing to report in
this regard.

Responsibilities of the Board of
Directors and of those charged with
governance for the consolidated
financial statements

The Board of Directors is responsible for
the preparation and fair presentation of
the consolidated financial statements in
accordance with IFRSs as adopted by
the European Union, and for such
internal control as management
determines is necessary to enable the
preparation of consolidated financial
statements that are free from
material misstatement, whether due
to fraud or error.

In preparing the consolidated financial
statements, the Board of Directors is
responsible for assessing the Group’s
ability to continue as a going concern,
disclosing, as applicable, matters
related to going concern and using the
going concern basis of accounting
unless management either intends to
liquidate the Group or to cease
operations, or has no realistic
alternative but to do so.

Those charged with governance are
responsible for overseeing the Group’s
financial reporting process.

Responsibilities of the “réviseur
d’entreprises agréé” for the audit of
the consolidated financial
statements

The objectives of our audit are to obtain
reasonable assurance about whether
the consolidated financial statements
as a whole are free from material
misstatement, whether due to fraud or
error, and to issue a report of the
“réviseur d’entreprises agréé” that
includes our opinion. Reasonable
assurance is a high level of assurance,
but is not a guarantee that an audit
conducted in accordance with EU
Regulation N° 537/2014, the Law of
23 July 2016 and with the ISAs as
adopted for Luxembourg by the CSSF
will always detect a material
misstatement when it exists.
Misstatements can arise from fraud or
error and are considered material if,
individually or taken together, they
could reasonably be expected to
influence the economic decisions of
users taken on the basis of these
consolidated financial statements.

As part of an audit in accordance with
EU Regulation N° 537/2014, the Law of
23 July 2016 and with ISAs as adopted
for Luxembourg by the CSSF, we
exercise professional judgment and
maintain professional skepticism
throughout the audit. We also:

•

Identify and assess the risks of
material misstatement of the
consolidated financial statements,
whether due to fraud or error, design
and perform audit procedures
responsive to those risks, and obtain
audit evidence that is sufficient and
appropriate to provide a basis for our
opinion. The risk of not detecting a
material misstatement resulting
from fraud is higher than for one
resulting from error, as fraud may
involve collusion, forgery, intentional
omissions, misrepresentations, or the
override of internal control.

118

Millicom 2019 Annual ReportWho We Are

Managing Our Business

Fulfilling Our Corporate Responsibility

Governance

Auditors’ Reports

Financial Statements

Independent Auditor’s Report–continued

To the shareholders of Millicom International Cellular S.A.

We confirm that the audit opinion is
consistent with the additional report to
the audit committee or equivalent.

We confirm that the prohibited
non-audit services referred to in EU
Regulation No 537/2014 were not
provided and that we remained
independent of the Group in
conducting the audit.

Other matter

The corporate governance statement
includes the information required by
article 68ter paragraph (1) of the law of
19 December 2002 on the commercial
and companies register and on the
accounting records and annual
accounts of undertakings, as amended.

Ernst & Young

Société anonyme

Cabinet de révision agréé

Bruno di Bartolomeo

Luxembourg February 28, 2020

•

Obtain an understanding of internal
control relevant to the audit in order
to design audit procedures that are
appropriate in the circumstances,
but not for the purpose of expressing
an opinion on the effectiveness of
the Group’s internal control.

We communicate with those charged
with governance regarding, among
other matters, the planned scope and
timing of the audit and significant audit
findings, including any significant
deficiencies in internal control that we
identify during our audit.

Evaluate the appropriateness of
accounting policies used and the
reasonableness of accounting
estimates and related disclosures
made by management.

Conclude on the appropriateness of
management’s use of the going
concern basis of accounting and,
based on the audit evidence
obtained, whether a material
uncertainty exists related to events
or conditions that may cast
significant doubt on the Group’s
ability to continue as a going
concern. If we conclude that a
material uncertainty exists, we are
required to draw attention in our
report of the “réviseur d’entreprises
agréé” to the related disclosures in
the consolidated financial
statements or, if such disclosures are
inadequate, to modify our opinion.
Our conclusions are based on the
audit evidence obtained up to the
date of our auditor’s report.
However, future events or conditions
may cause the Group to cease to
continue as a going concern.

Evaluate the overall presentation,
structure and content of the
consolidated financial statements,
including the disclosures, and
whether the consolidated financial
statements represent the underlying
transactions and events in a manner
that achieves fair presentation.

Obtain sufficient appropriate audit
evidence regarding the consolidated
financial information of the entities
or business activities within the
Group to express an opinion on the
consolidated financial statements.
We are responsible for the direction,
supervision and performance of the
Group audit. We remain solely
responsible for our audit opinion.

We also provide those charged with
governance with a statement that we
have complied with relevant ethical
requirements regarding independence,
and to communicate with them all
relationships and other matters that
may reasonably be thought to bear on
our independence, and where
applicable, related safeguards.

From the matters communicated with
those charged with governance, we
determine those matters that were of
most significance in the audit of the
consolidated financial statements of
the current period and are therefore the
key audit matters. We describe these
matters in our auditor’s report unless
law or regulation precludes public
disclosure about the matter.

Report on other legal and regulatory
requirements

We have been appointed as “réviseur
d’entreprises agréé” by the General
Meeting of the Shareholders on 2 May
2019 and the duration of our
uninterrupted engagement, including
previous renewals and reappointments,
is 7 years.

The consolidated management report
on pages 99 is consistent with the
consolidated financial statements and
has been prepared in accordance with
applicable legal requirements.

The accompanying corporate
governance statement on pages 66 to
98 is the responsibility of the Board of
Directors. The information required by
article 68ter paragraph (1) letters c) and
d) of the law of 19 December 2002 on
the commercial and companies register
and on the accounting records and
annual accounts of undertakings, as
amended, is consistent with the
consolidated financial statements and
has been prepared in accordance with
applicable legal requirements.

119

Millicom 2019 Annual ReportConsolidated Statement of Income
For the years ended December 31, 2019, 2018 and 2017

Consolidated statement of income for the years ended December 31, 2019,
2018 and 2017

Revenue ................................................................................................................................................

Cost of sales .........................................................................................................................................

Gross profit.........................................................................................................................................

Operating expenses

Depreciation

Amortization

Share of profit in the joint ventures in Guatemala and Honduras

Other operating income (expenses), net

Operating profit

Interest and other financial expenses

Interest and other financial income

Other non-operating (expenses) income, net

Profit (loss) from other joint ventures and associates, net

Profit (loss) before taxes from continuing operations

Charge for taxes, net

Profit (loss) for the year from continuing operations

Profit (loss) from discontinued operations, net of tax

Net profit (loss) for the year

Attributable to:

The owners of Millicom

Non-controlling interests

Earnings (loss) per common share for profit (loss) attributable to the
owners of the Company:

Basic (US$ per common share):

— from continuing operations

— from discontinued operations

— total

Diluted (US$ per common share):

— from continuing operations

— from discontinued operations

Total

Notes

2019

2018 (i)

2017 (i)

(US$ millions)

B.1.

B.2.

E.2.2., E.3.

E.1.3.

A.2.

B.2.

B.3.

C.3.3., E.3.

B.5., C.7.3.

A.3.

B.6.

E.4.2.

A.1.4.

B.7.

4,336

(1,201)

3,135

(1,604)

(825)

(275)

179

(34)

575

(564)

227

(40)

218

(120)

154

149

0.92

0.56

1.48

0.92

0.56

1.48

3,946

(1,117)

2,829

(1,616)

(662)

(140)

154

640

(367)

(39)

(136)

119

(112)

(33)

(26)

(10)

(16)

0.23

(0.33)

(0.10)

0.23

(0.33)

(0.10)

3,936

(1,169)

2,767

(1,531)

(670)

(142)

140

632

(389)

(2)

(85)

172

(162)

(17)

0.27

0.59

0.86

0.27

0.59

0.86

(i)

Re-presented for discontinued operations (shown in note A.4.) 2018 and 2017 were not restated for the application of IFRS 16, and, additionally, 2017
was not restated for the application of IFRS 15 and IFRS 9, as the Group elected the modified retrospective approach.

The accompanying notes are an integral part of these consolidated financial statements.

120

Consolidated Statement of Income

For the years ended December 31, 2019, 2018 and 2017

Consolidated Statement of Comprehensive Income
For the years ended December 31, 2019, 2018 and 2017

Consolidated statement of income for the years ended December 31, 2019,

2018 and 2017

Consolidated statement of comprehensive income for the years ended
December 31, 2019, 2018 and 2017

2019

2018 (i)

2017 (i)

(US$ millions)

Net profit (loss) for the year.............................................................................................................................................

154

Other comprehensive income (to be reclassified to statement of income in subsequent
periods), net of tax:

Exchange differences on translating foreign operations .....................................................................................

Change in value of cash flow hedges, net of tax effects.......................................................................................

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 ...........................................

Total comprehensive income (loss) for the year................................................................................................

Attributable to

Owners of the Company ..................................................................................................................................................

Non-controlling interests.................................................................................................................................................

Total comprehensive income for the period arises from:

Continuing operations......................................................................................................................................................

Discontinued operations..................................................................................................................................................

(4)

(16)

—

133

131

(26)

(81)

(1)

—

(108)

(78)

(30)

(102)

(7)

(2)

158

173

(15)

105

(i)

Re-presented for discontinued operations (shown in note A.4.). 2018 and 2017 were not restated for the application of IFRS 16, and , additionally,
2017 was not restated for the application of IFRS 15 and IFRS 9, as the Group elected the modified retrospective approach.

The accompanying notes are an integral part of these consolidated financial statements.

Revenue ................................................................................................................................................

Cost of sales .........................................................................................................................................

Gross profit.........................................................................................................................................

Operating expenses

Depreciation

Amortization

Share of profit in the joint ventures in Guatemala and Honduras

Other operating income (expenses), net

Operating profit

Interest and other financial expenses

Interest and other financial income

Other non-operating (expenses) income, net

Profit (loss) from other joint ventures and associates, net

Profit (loss) before taxes from continuing operations

Charge for taxes, net

Profit (loss) for the year from continuing operations

Profit (loss) from discontinued operations, net of tax

Earnings (loss) per common share for profit (loss) attributable to the

Net profit (loss) for the year

Attributable to:

The owners of Millicom

Non-controlling interests

owners of the Company:

Basic (US$ per common share):

— from continuing operations

— from discontinued operations

— total

Diluted (US$ per common share):

— from continuing operations

— from discontinued operations

Total

Notes

2019

2018 (i)

2017 (i)

(US$ millions)

E.2.2., E.3.

C.3.3., E.3.

B.5., C.7.3.

B.1.

B.2.

E.1.3.

A.2.

B.2.

B.3.

A.3.

B.6.

E.4.2.

A.1.4.

B.7.

4,336

(1,201)

3,135

(1,604)

(825)

(275)

179

(34)

575

(564)

227

(40)

218

(120)

154

149

0.92

0.56

1.48

0.92

0.56

1.48

3,946

(1,117)

2,829

(1,616)

(662)

(140)

154

640

(367)

(39)

(136)

119

(112)

(33)

(26)

(10)

(16)

0.23

(0.33)

(0.10)

0.23

(0.33)

(0.10)

3,936

(1,169)

2,767

(1,531)

(670)

(142)

140

632

(389)

(2)

(85)

172

(162)

(17)

0.27

0.59

0.86

0.27

0.59

0.86

(i)

Re-presented for discontinued operations (shown in note A.4.) 2018 and 2017 were not restated for the application of IFRS 16, and, additionally, 2017

was not restated for the application of IFRS 15 and IFRS 9, as the Group elected the modified retrospective approach.

The accompanying notes are an integral part of these consolidated financial statements.

120

121

Consolidated Statement of Financial Position
For the year ended December 31, 2019 and 2018

Consolidated statement of financial position at December 31, 2019 and 2018

Notes

December 31
2019

December 31
2018 (i) (ii)

(US$ millions)

ASSETS

NON-CURRENT ASSETS

Intangible assets, net...................................................................................................................................................

Property, plant and equipment, net ......................................................................................................................

Right of use assets ........................................................................................................................................................

Investments in joint ventures...................................................................................................................................

Investments in associates ..........................................................................................................................................

Contract costs, net........................................................................................................................................................

Deferred tax assets .......................................................................................................................................................

Other non-current assets ...........................................................................................................................................

TOTAL NON-CURRENT ASSETS.............................................................................................................................

CURRENT ASSETS

Inventories.......................................................................................................................................................................

Trade receivables, net..................................................................................................................................................

Contract assets, net......................................................................................................................................................

Amounts due from non-controlling interests, associates and joint ventures.........................................

Prepayments and accrued income.........................................................................................................................

Current income tax assets..........................................................................................................................................

Supplier advances for capital expenditure..........................................................................................................

Equity investments.......................................................................................................................................................

Other current assets.....................................................................................................................................................

Restricted cash...............................................................................................................................................................

Cash and cash equivalents ........................................................................................................................................

TOTAL CURRENT ASSETS.........................................................................................................................................

E.1.

E.2.

E.3.

A.2.

A.3.

F.5.

B.6.

G.5.

F.2.

F.1.

F.5.

G.5.

C.5.

Assets held for sale .......................................................................................................................................................

E.4.2.

TOTAL ASSETS ..............................................................................................................................................................

3,219

2,883

977

2,797

200

104

2,346

3,071

—

2,867

169

202

126

10,210

8,785

371

156

119

371

181

155

1,164

2,641

12,856

343

129

108

—

124

158

528

1,525

10,313

(i)

(ii)

Not restated for the application of IFRS 16 as the Group elected the modified retrospective approach.

The consolidated statement of financial position at December 31, 2018 has been restated after finalization of the Cable Onda purchase accounting
(note A.1.2.).

The accompanying notes are an integral part of these consolidated financial statements.

122

Consolidated Statement of Financial Position

For the year ended December 31, 2019 and 2018

Consolidated Statement of Financial Position
For the year ended December 31, 2019 and 2018 (continued)