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Financial Corporation "Sistema"

November 10, 2003

Sistema closed the deal to acquire 50% in Comstar and 50% in Kosmos-TV

Moscow, 10 November 2003. Sistema JSFC announced today completion of the deal to acquire 50% in Comstar ZAO and 50% in Kosmos-TV ZAO from Adamant Advisory Services, Inc. The transaction involved exchange of these equity stakes for Metromedia International Group (AMEX: MMG) notes acquired by ECU-Gest, a subsidiary of Sistema, in September-October 2002. The value of the transaction totaled approximately $35 million. The transaction was approved by Sistema’s Board of Directors based on a fair market value opinion from an independent financial advisor. As a result of the transaction, beginning from 4Q 2003, Sistema will be including Comstar’s financial results in its consolidated US GAAP accounts while Kosmos-TV will be accounted for under the equity method. *** Sistema JSFC is one of Russia’s largest diversified holding companies. In 2002, the company reported sales of $904mn., with total assets exceeding $2.3bn. Founded in 1993, Sistema currently owns and actively manages a diversified portfolio of assets in the following sectors: telecommunications (MTS, MGTS, MTU-Inform, Telmos, Golden Line, Comstar and others), technology (Mikron, as well as a number of other microelectronics enterprises), insurance (ROSNO), finance and securities (MBRD), real estate (Sistema-Hals), travel services (Intourist), retail (Detsky Mir) and others. Additional information is available at www.sistema.ru. Comstar ZAO was established in 1989 as a joint venture between MGTS and Marconi International with the goal of providing quality communications services in the Moscow region. Now, Comstar is one of the leaders in the Russian telecom market. It has licenses to operate in 13 regions and controls 13% of the Moscow market for alternative telecom communications. Currently 50% of Comstar stock is owned by MGTS. Kosmos-TV ZAO was founded in 1991 by GTsRT (Main Center For Broadcasting and TV) and the U.S. company Metromedia International Telecommunications, Inc., part of Metromedia International Group (AMEX: MMG). Kosmos-TV provides satellite broadcasting in both digital and analogue format as well as dial-up internet services. The company broadcasts from the Ostankino TV tower covering Moscow, and up to a radius of 60 km around it. Currently 50% of the stock is owned by RTRN (Russian Tele-and Radio Network). *** For additional information: Investor Relations Andre Bliznyuk Tel: +7 095 730 1543 bliznyuk@sistema.ru Press Service Olga Pestereva Tel. + 7 095 730 1705 pestereva@sistema.ru *** Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of Sistema. You can identify forward looking statements by terms such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “will,” “could,” “may” or “might” the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with operating in Russia, rapid technological and market change in our industries, as well as many other risks specifically related to Sistema and its operations. This press release is not an offer for sale of any securities in the United States. Any securities may not be offered or sold in the United Sates absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Sistema JSFC has not registered and does not intend to register any portion of any offering in the United States or to conduct a public offering of any securities in the United States. This communication is directed only at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (the “Order”) and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. Stabilization/FSA. This press release is not a public offer or advertisement of securities in the Russian Federation, and is not an offer, or an invitation to make offers, to purchase any securities in the Russian Federation.

 

 

 

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