Vimpelcom confirms ‘final approval’ for deal with newly-named Wind Telecom

17 Jan 2011

Russian telecoms firm Vimpelcom has confirmed that its supervisory board has given its final approval for the proposed merger with Wind Telecom, the telecoms holding company formerly known as Weather Investments. Six of nine directors, including all three independent directors and the three Altimo-nominated directors, voted in favour of the transaction, with the three Telenor-nominated directors voting against the transaction, as had been previously acknowledged. With reference to the ongoing dispute with the Algerian government over the ownership of Orascom Telecom Algeria, which offers cellular services under the Djezzy brand, the Vimpelcom press statement confirmed: ‘Orascom Telecom Algeria remains a strategically important asset for Vimpelcom. Vimpelcom is therefore interested in exploring with the Algerian government a resolution which would allow Vimpelcom to retain Orascom Telecom [Algeria] following completion of the transaction’.

According to local news reports, Weather Investments, the investment vehicle founded and run by Egyptian billionaire Naguib Sawiris, switched its name to Wind Telecom on 30 December 2010. Following completion of the transaction, Vimpelcom will own, through Wind Telecom, 51.7% of Egypt-based international cellular group Orascom Telecom [minus certain assets including Egyptian and North Korean mobile businesses] and 100% of Italian full-service telco Wind. The combination of the assets of Vimpelcom and Wind Telecom – as previously announced on 4 October 2010 – will create the world’s sixth largest mobile telecoms carrier by subscribers. According to Vimpelcom, the preferred shares issued to Wind Telecom shareholders at the closing of the transaction will represent an approximate 20.0% economic interest and a 30.6% voting interest in the enlarged Vimpelcom group.

Jo Lunder, the chairman of Vimpelcom’s supervisory board, commented: ‘Vimpelcom’s supervisory board is pleased to approve this transaction. This combination will create a top-tier global telecoms company and should drive significant value for all our shareholders. While we acknowledge Telenor’s divergent view, we believe that the majority of our shareholders recognize the strategic and financial merits of this transaction. In the end, as it should be with a public company, it will be the special general meeting of shareholders that will make the final determination’. According to Vimpelcom, the enlarged company will operate in 19 countries around the world, covering a population of 838 million people, with over 173 million mobile subscribers.