Atlanta, GA 5/25/12 (StreetBeat) -- VimpelCom Ltd. (NYSE: VIP), a leading global provider of telecommunications services, announces that the Moscow Arbitration Court has issued a new, expanded injunction order in connection with the previously announced claim by the Russian Federal Anti-monopoly Service ("FAS"). The injunction order is related to the previously disclosed claims brought by the FAS against two of the largest shareholders of VimpelCom, Telenor East Holding II AS and Weather Investments II S.a r.l., in the Moscow Arbitration Court. The FAS claim allege that Telenor acquired preferred shares of VimpelCom from Weather and that the two shareholders entered into other agreements in violation of the Russian Law on Strategic Investments. VimpelCom has been named as a third party to the claim, which means that its rights and obligations may be affected by the claim.
The injunction order states that it prohibits each of the Company and its wholly-owned subsidiaries, OJSC "Vimpel-Communications" ("OJSC VimpelCom") and VimpelCom Holdings B.V., and their respective management bodies (CEOs and members of the boards of directors) from giving effect to the resolutions of the Annual General Shareholders Meeting ("AGM") of the Company's subsidiary OJSC VimpelCоm, which was held on May 21, 2012, including:
- Prohibiting the payment of dividends to shareholders of OJSC VimpelCom based on the results of operations in 2011, and the transfer of the cash intended for dividend distribution to the accounts of OJSC VimpelCom or other companies with foreign banks;
- Prohibiting the external auditors elected at the OJSC VimpelCom AGM from exercising the powers conferred on them;
- Prohibiting the board of directors of OJSC VimpelCom elected at the OJSC VimpelCom AGM from exercising their powers pursuant to the charter of OJSC VimpelCom; and
- Prohibiting the taking of other actions and steps designated to transfer the indicated funds out of our Russian subsidiary OJSC VimpelCom.
A hearing on the merits of the FAS claim is currently scheduled to take place on October 17, 2012. Unless it is lifted on appeal, the injunction will be in force until a decision by the court on the merits of the FAS claim comes into effect.
The Company intends to appeal the expanded injunction order, but will also work toward reaching an amicable resolution with the relevant regulators as the Company was not directly involved in the transaction between Telenor and Weather. The Company is currently assessing the scope and potential impact of the expanded injunction on the VimpelCom Group's general business and financial position, current financing arrangements and future liquidity.
In connection with this newest injunction by the Russian court, the Company is reviewing and considering the following:
1. Deferring the payment of the previously declared VimpelCom Ltd. dividend in order to help ensure appropriate liquidity; and
2. Delaying its annual shareholder meeting until it has more clarity on the scope and impact of all of the injunctions and the claim brought by the FAS.
The issue of the VimpelCom Ltd. dividend payment and the timing of the annual shareholder meeting will be considered by the Company's Supervisory Board at its meeting scheduled for May 31, 2012.
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