The company has a new co-owner

Altimo agreed to sell for more than $100 million 6% of the voting shares of VimpelCom to the Cypriot Forrielite Oleg Kiselev, who was at the forefront of the creation of Alfa Group and is now a member of the board of Rusnano. The deal will allow Altimo to reduce its stake in VimpelCom to 25% and thus cancel the existing shareholder agreement with the Norwegian Telenor in order to introduce representatives of its new co-owner, Wind Telecom Naguib Sawiris, to the VimpelCom supervisory board.

The sale of 123.6 million preferred shares (5.995% of voting shares) of VimpelCom is stated in a message published yesterday by Altimo. The transaction amount will be more than $100 million. The buyer of the package will be the Cypriot Forrielite, the beneficiary of which is the Russian entrepreneur Oleg Kiselev.

Altimo announced its intention to sell part of its preferred shares immediately after the closing of the deal to merge VimpelCom and Wind Telecom in mid-April. Under the terms of the deal, Naguib Sawiris, in exchange for his assets, 100% of the Italian operator Wind Telecomunicazioni and 51.7% of Orascom Telecom Holding (OTH), which co-owns operators in Africa, Asia and the Middle East, received an economic share of 20% in VimpelCom and voting - 30.6%, as well as $1.495 billion in money. The shares of other VimpelCom shareholders have been diluted: Altimo (manages the telecommunications assets of Alfa Group) - from 39.19 to 31.4% (voting - from 44.65 to 31%), Telenor - from 39.58 to 31, 7% (from 36.03 to 25.01%), for minority shareholders - from 21.23 to 17% (from 19.32 to 13.4%).

According to the current VimpelCom shareholder agreement, a reduction in the share of one of the majority shareholders to 25% leads to its cancellation. Even at the stage of negotiations with Naguib Sawiris, Altimo tried to change the agreement and introduce his representatives to the supervisory board, but Telenor opposed it. The new charter, which Altimo expects to give all shareholders rights proportional to their shares, must be adopted within six months.

VimpelCom preferred shares participate in voting on the same basis as ordinary shares, but dividends are not paid on them. Oleg Kiselev told Kommersant that before this transaction he had several portfolio investments in telecommunications assets, and he considers the purchase of almost 6% of VimpelCom a very successful investment: “In mid-2012, the preferred shares will be converted into ordinary shares, the value of this package should increase.” In addition, Mr. Kiselev is ready to join the company’s supervisory board “if such an opportunity arises.”

Currently, VimpelCom's supervisory board consists of nine directors: three representatives each from Altimo, Telenor and minority shareholders. In the new board, the main shareholders - Altimo, the Norwegian Telenor and Wind Telecom - should have an equal number of representatives, for example, three people and three independent ones, Altimo CEO Alexey Reznikovich previously suggested.

Oleg Kiselev is on the board of Rusnano and the board of directors of FC Otkritie. In 1989, Mr. Kiselev became the founder of the Alfa-Photo cooperative and headed the Alfa-Eco joint venture created on its basis. Subsequently, the company acquired subsidiaries: Alfa Estate, Alfa Art, Alfa Bank, Alfa Capital, Altex, which were united into the Alfa Group consortium. It was Alfa-Eco that in 2003 participated in the purchase of 32.9% of VimpelCom. Later the company was renamed A1 (the investment division of Alfa Group), and its telecommunications assets were transferred to Alfa Telecom (later renamed Altimo).

In 2005, Oleg Kiselev was accused by the main investigative department of the Moscow Main Internal Affairs Directorate, at whose request the court chose arrest as a preventive measure, after which he was put on the international wanted list. However, by that time Mr. Kiselev had already left for London. According to investigators, he organized actions for the illegal arrest by an arbitration court of 97% of the shares of the Mikhailovsky GOK in order to prevent their acquisition by entrepreneurs Vasily Anisimov and Alisher Usmanov for $1.6 billion from Boris Ivanishvili. At the beginning of 2008, the Moscow prosecutor's office dropped the criminal case, after which Mr. Kiselev returned to Russia.

Anna Balashova, Vladimir Lavitsky

VimpelCom distributed privileges