OSLO, Oct 5 (Reuters) – Norway’s Telenor and Russia’s Alfa Group have agreed to end years of conflict and lawsuits with a merger of their mobile telecoms interests in Russia and Ukraine and the creation of a new U.S.-listed operator. Below are some facts about the new company:
* Russia’s second-biggest cellphone group OJSC Vimpelcom and Ukraine’s market leader Kyivstar to merge to create new company, VimpelCom Ltd.
* VimpelCom Ltd will be biggest mobile operator in emerging markets in Europe, Middle East and Africa, Telenor says. Its proforma 2008 revenue would have been $12.6 bln, core earnings (EBITDA) at $6.3 bln and it had 85 million subscribers.
* Voting rights in VimpelCom Ltd: Alfa’s Altimo 43.89 percent, Telenor 35.42 percent, minorities 20.69 percent. Economic ownership: Altimo 38.46 percent, Telenor 38.84, minorities 22.70 percent.
* VimpelCom Ltd will launch an offer for all issued and outstanding shares in OJSC Vimpelcom subject to a greater than 95 percent acceptance threshold.
* Upon completion of the offer Telenor and Alfa’s telecoms arm Altimo will contribute their respective shareholdings in Kyivstar to VimpelCom Ltd.
* VimpelCom Ltd will be headquartered and tax resident in the Netherlands, incorporated in Bermuda.
* It will be listed on the New York Stock Exchange, its shareholders’ agreement is governed by New York law and any future shareholder disputes are to be resolved by arbitration proceedings in London.