Norway’s Telenor has filed a claim in the Supreme Court of Bermuda asking it to declare that its February purchase of 234 million VimpelCom shares from Weather Investments II did not trigger a mandatory tender offer for all outstanding…
Norway’s Telenor has filed a claim in the Supreme Court of Bermuda asking it to declare that its February purchase of 234 million VimpelCom shares from Weather Investments II did not trigger a mandatory tender offer for all outstanding shares.
Telenor’s move, announced today (13 June), is the latest development in a dispute that began when Russia’s antitrust authority, the FAS, filed a claim with the Moscow arbitration court contending the US$374.4m deal violated local strategic investment laws.
Telenor filed its claim in response to a 1 June letter from fellow shareholder Altimo – the telecoms investment arm of Russian businessman Mikhail Fridman’s Alfa Group – to VimpelCom which claimed the deal activated a VimpelCom bylaw requiring a mandatory buyout offer.
However, Telenor claims VimpelCom is a Bermuda company and the matter therefore falls within the jurisdiction of that country’s court system.
“We filed this claim to ensure that the court has opportunity to promptly make such a determination,” a Telenor spokesman said.
Founded in Russia, VimpelCom is based in Amsterdam, incorporated in Bermuda and listed on the New York Stock Exchange.
On 5 June, VimpelCom said its nominating and corporate governance committee would assess Altimo’s allegations and make recommendations to the supervisory board as to what action should be taken, if any.
Moscow’s arbitration court has imposed extensive restrictions upon Telenor and Weather, the investment vehicle of Egyptian businessman Naguib Sawiris, regarding their voting interests in VimpelCom and issued an injunction prohibiting VimpelCom and its subsidiaries from giving effect to resolutions passed at its recent AGM. A hearing is scheduled for 17 October.
While the Vladimir Putin-headed Russian government commission on foreign investment has previously expressed its support for the FAS position, recent media reports suggested that government commission and FAS are now pushing for an out-of-court settlement.
VimpelCom’s major shareholders have disputed the company’s ownership and governance for several years.
