Rostelecom Will Consider Sale of Its Stake in SMARTS Group
OREANDA-NEWS. July 30, 2012. Rostelecom OJSC (the “Group”) (MICEX - RTS: RTKM, RTKMP; OTCQX: ROSYY), Russia’s national telecommunications operator, announces that its Board of Directors is to consider selling Rostelecom’s interest in SMARTS Group PJSC (“SMARTS”) by selling its 2.95% stake in SMARTS ordinary shares back to SMARTS. A Board of Directors meeting is being held to consider the matter on August 9, 2012.
On June 29, 2012, the reorganisation of SMARTS Group was approved at its Annual General Meeting (“AGM”). As part of the reorganisation, four private limited liability companies will be formed. Rostelecom did not participate in the AGM and in accordance with Clause 1 of Article 75 of the Federal Law “On Joint Stock Companies”, Rostelecom has the right to submit all or a part of its shares for a mandatory buyback. The price of the buyback is set at RUB 40,895,000 for 1% of SMARTS ordinary shares*. Should Rostelecom submit the entire 2.95% stake of SMARTS ordinary shares** for repurchase, it will receive a total of RUB 120.6 million for the stake.
Anton Khozyainov, Senior Vice-President of Rostelecom, commented: “Rostelecom’s management has proposed the sale of our investment in SMARTS to our Board of Directors. This is in accordance with our strategy to only invest in companies where Rostelecom can participate in the running of business processes.”
* In accordance with decision №243 approved by SMARTS’ Board of Directors on 28.05.2012
** In accordance with Clause 5 Article 76 of the Federal Law “On Joint Stock Companies”, the total amount of funds allocated by a company for the repurchase of its shares should not exceed 10% of the company’s net asset value at the date when a decision, which can provide shareholders with the right to request a mandatory share buyback, was taken. All shareholders will have a pro rata right In the event of over-subscription to the share repurchase
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