MegaFon submits minority shareholder squeeze-out offer

17 Dec 2018

MegaFon Finance, a wholly owned subsidiary of Russian mobile operator MegaFon, has submitted a mandatory tender offer to acquire minority shares of the company to the Central Bank of Russia for review. MegaFon Finance cancelled all its global depositary receipts (GDRs) and received the respective number of ordinary shares in MegaFon, giving it 139.62 million ordinary shares, which, together with the shares held by its affiliates, constitutes 78.84% of MegaFon’s share capital. This crosses the 75% threshold to launch a mandatory tender offer to other MegaFon shareholders.

In August, MegaFon Investments (Cyprus) Limited (MICL, itself a wholly owned holding company of MegaFon) completed a share buyback from minority shareholders, resulting in MICL’s percentage interest in MegaFon increasing from 3.92% to 22.52%, and the percentage held by shareholders other than USM Holdings, MICL and Gazprombank decreasing from 20.8% to 2.2% of MegaFon’s share capital. Majority shareholder USM Holdings is ultimately controlled by Russian business magnate Alisher Usmanov.

Russia, MegaFon