Rostelecom to buy back over 37% of tendered shares
MOSCOW. Feb 17 (Interfax) - Rostelecom completed taking applications on February 13 in a share buyback from minority shareholders who did not vote in favor of the national telecom operator's restructuring by spinning off CJSC RT-Mobile at an extraordinary general meeting on December 30.
The buyback ratio will be more than 37%, a source familiar with the preliminary results of the collection of applications.
The buyback price is 123.93 rubles per common share and 87.80 rubles per preferred share.
Rostelecom said on February 17 that its board had approved five-year credit facilities of up to 20 billion rubles with Gazprombank and 10 billion rubles with Sberbank "to fund financial and economic activity."
Interest on the Gazprombank loan will be at least 6% but not more than 15% and will be negotiated before funds are drawn, depending on the term of the tranche and other conditions, the company has said. Interest on the Sberbank loan will be up to 8.69% fixed or the base rate (three-month MosPrime) plus 4%.
Rostelecom owns 8.07% of its own shares (both types), and its subsidiary LLC Mobitel holds 9.38% of common and 12.55% of preferred shares. Mobitel did not vote for spinning off RT-Mobile and tendered some of its shares for buyback.
The Russian Direct Investment Fund (RDIF), which owns 1.35% of Rostelecom common shares, will sell about 0.1%, fund CEO Kirill Dmitriev said earlier.
The size of the buyback is limited by Russian law to 10% of net assets, which Rostelecom calculated at 228.9 billion rubles as of October 31, 2013. The maximum amount that Rostelecom can spend on the buyback is therefore 22.9 billion rubles.
RT-Mobile holds federal LTE licenses (2.3-2.4 GHz, 800 MHz and 2.5-2.7 GHz), a mobile business in the Urals, equipment and contracts. The company's book value is appraised at 19.5 billion rubles.
RT-Mobile will be folded into LLC T2 Rus Holding, a joint venture with the co-owners of Tele2 Russia - state bank VTB and companies controlled by Yury Kovalchuk and Alexei Mordashov - in the second phase of the deal. First, Rostelecom will hand over its mobile subsidiaries to the joint venture: CJSC AKOS, CJSC Volgograd-GSM, CJSC NSS, CJSC Yeniseitelecom, CJSC Baikaltelecom, CJSC BIT and CJSC Sky Link, which owns 3G and GSM licenses. Upon completion of the first stage of the deal, the state company will get a 45% voting stake and 26% economic interest in T2 Rus Holding
The venture will also take over the debts of Rostelecom's mobile assets, totaling more than $1 billion.
After RT-Mobile is folded into T2 Rus Holding, Rostelecom's economic interest in the venture will also increase to 45%.
The first stage of the deal is expected to be closed in the first quarter and the second by the end of the first half of 2014.
The Federal Property Agency is Rostelecom's largest shareholder, and state lender Vnesheconombank (VEB) holds 4.04% of votes and 3.7% of equity. The state therefore has a total of 51.03% of voting shares and 46.77% of equity in Rostelecom.