OREANDA-NEWS. January 6, 2011. Mobile TeleSystems OJSC (“MTS” – NYSE: MBT), the leading telecommunications provider in Russia and the CIS, announces that it has completed the acquisition of 100% of Sistema Telecom LLC (“Sistema Telecom”), a subsidiary of JSFC Sistema (“Sistema” – LSE: SSA).

Under the terms of the agreement, wholly-owned subsidiaries of MTS purchased a 100% stake in Sistema Telecom for RUB 11.59 billion (USD 379.01 million1 ) from Sistema and its wholly-owned subsidiary. In addition, MTS assumed debt considerations totaling RUB 1.80 billion (USD 58.93 million), which include the settlement of RUB 1.35 billion (USD 44.04 million) in debts between MTS subsidiaries and Sistema Telecom.

The transaction was completed upon the recommendation of the Special Committee of Independent Directors of MTS’ Board of Directors, approval by the MTS Board of Directors and additional approvals from Sistema’s Extraordinary General Shareholder Meeting and the Federal Antimonopoly Service (FAS).

Sistema Telecom’s key assets consist of: property rights in respect of the group of trademarks, including the distinctive “egg” trademarks of MTS, Comstar-UTS and MGTS2; certain promissory notes previously issued by MTS in the amount of RUB 2.00 billion (USD 65.50 million); and a 45% stake in TS-Retail, where MTS already holds a controlling 55% interest.

ING Bank, an independent financial advisor to the MTS Special Committee, provided the fairness opinion in relation to the transaction. Latham & Watkins served as legal counsel to the Special Committee. Ernst & Young was charged by MTS to provide due diligence services.