OREANDA-NEWS. April 28, 2014. Sistema JSFC ("Sistema" or the "Group") (LSE: SSA), the largest publicly-traded diversified holding company in Russia and the CIS, t announces that it has signed binding agreements with a German pharmaceutical company Fresenius Kabi, which is a part of a global health care group Fresenius SE & Co KGaA, and Zenitco Finance Management ("Zenitco"), another shareholder[1] of Binnopharm CJSC ("Binnopharm"), to establish a pharmaceuticals joint venture ("JV") for operations in Russia and the CIS.

The JV will combine 100% of Binnopharm and 100% of Fresenius Kabi's Russian and CIS business. In recognition of contributing its Russian business and a cash consideration, Fresenius Kabi will receive 51% in the newly formed company, while Sistema and Zenitco will own 37% and 12%, respectively, in the joint venture. The joint venture has an initial minimum term of 5 years, after which the parties may choose to extend or seek a liquidity event. The closing of the transaction is expected after the receipt of certain regulatory approvals, including from the Russian Federal Antimonopoly Service and the Government Commission on Monitoring Foreign Investments.  

Fresenius Kabi is one of the global leaders in segments of clinical nutrition and IV drugs, and has sold products in Russia since 1994. The joint venture is designed to combine Fresenius Kabi's portfolio of products and its extensive marketing expertise with Binnopharm's local production and distribution facilities. The joint venture will utilize Binnopharm's existing facilities to localize production of Fresenius Kabi's infusion solutions and generic products, and allow Binnopharm to promote and launch new biotech products through Fresenius Kabi's marketing force and sales network.

Mikhail Shamolin, President and CEO, commented:

"The pharmaceutical sector in Russia has exciting prospects and we are pleased to combine our operations with Fresenius Kabi in this joint venture. We see excellent opportunities for both companies to leverage each other's strengths, such as Binnopharm's local production facilities and the extensive portfolio of Fresenis Kabi's products in order to develop a leading pharmaceutical business in Russia and the CIS.

This transaction underlines Sistema's ability to partner with leading international businesses. We look forward to creating and realizing further shareholder value in the joint venture and assisting with its growth plans."

[1]Zenitco Finance Management and Sistema JSFC own 26% and 74% of Binnopharm, respectively.