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05.06.2010
Shareholders of Sibirtelecom vote for merger with Rostelecom

RIA Novosti

 

The shareholders of Sibirtelecom, the largest fixed-line telecommunications operator in the Siberian Federal District, voted at the annual general shareholders meeting on Saturday for the reorganization of Svyaznivest holding by way of a merger of regional telecommunications operators (RTOs) with Rostelecom, the general director of Svyazinvest Evgeny Yurchenko said at the end of the meeting.

All in all, a total of 59.78% of shareholders voted affirmatively on the fifth item on the agenda (on the reorganization).  Of this number, 91.82% o shareholders adopted a positive decision, 1.18% voted against, while 2.29% abstained.

”Needless to say, the results are encouraging… I can venture to say that the merger with Rostelecom is a done deal”, Yurchenko said.

The merger of Sibirtelecom will be carried out by way of an additional issue of common shares of Rostelecom by converting the common and preferred shares of the RTO into those of the national LD operator.  Shareholders that failed to participate in the annual general shareholders meeting or cast a negative vote are entitled to demand a buyback of the shares they own in Sibirtelecom, while the total amount of funds to be allocated by the company for the buyback should not exceed 10% of the value of its net assets (as of the end of first quarter of 2010, the company’s net assets, according to RAS, stood at RUR 18.7 bln).  Shareholders that abstained from voting on the merger issue have no right to demand a buyback.

Earlier, the Board of Directors of Sibirtelecom approved the price of the share buyback at RUR 1.85 both for common and preferred shares.  In addition, the company’s directors approved the share conversion ratios as follows: 46.537 of Sibirtelecom’s common shares are to be converted into one common share of Rostelecom, while 59.374 of the Siberian operator’s preferred shares are to be converted into one common share of Rostelecom.

Shareholders also approved a resolution to pay out RUR 582.09 mln as full-year 2009 dividends.  Specifically, RUR 0.0589249 is to be paid out on one preferred shares, and RUR 0.0292878 on one common share. In addition, the company allocated RUR 1.763 mln to raise its shareholder capital.

Shareholders also elected the new lineup of its 11-person board of directors, in which the new members were as follows:  Vladimir Statin, Elena Umnova, Nadezhda Filippova, and Alexander Shevchuk. Re-elected members were Bogdan Golubitsky, Alexander Kachurin, Gennady Kudryatsev, Alexey Lokotkov, Igor Pshenichnikov, Igor Repin and Evgeny Yurchenko.

Sibirtelecom is the largest telecommunications operator in the Siberian Federal District, commanding more than 34% of the total market in terms of value, 58% of the Internet access market and 21% of the region’s cellular market. In 2009 the operator’s IFRS net profit amounted to RUR 1.97 bln, while revenue totaled RUR 38.04 bln.