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Financial Corporation "Sistema"

May 16, 2007

Sistema announces financial results for the fourth quarter and twelve months ended December 31, 2006

Moscow, Russia - 16 May, 2007 - Sistema (LSE: SSA), the largest private sector consumer services company in Russia and the CIS, today announced its unaudited consolidated US GAAP financial results for the fourth quarter and full year ended December 31, 2006.

 

FULL YEAR HIGHLIGHTS

· Consolidated revenues up 43.1% year on year to US$ 10.9 billion

· OIBDA up 36.0% year on year to US$ 4.0 billion

· Operating income up 41.3% year on year to US$ 2.7 billion

· Net income up 69.0% year on year to US$ 903.3 million

· Total consolidated assets up 53.8% year on year to US$ 20.1 billion

· Earnings per share up 67.4% year on year to US$ 94.4

· US$ 1,060.0 million raised through successful initial public offering and listing on London Stock Exchange of Comstar UTS in February 2006

FOURTH QUARTER HIGHLIGHTS

· Consolidated revenues up 56.4% year on year to US$ 3.4 billion

· OIBDA up 52.5% year on year to US$ 1.0 billion

· Operating income up 68.3% year on year to US$ 640.2 million

· Net income down 7.0% year on year to US$ 93.2 million

· US$ 432.1 million raised through successful initial public offering and listing on London Stock Exchange of Sistema Hals in November 2006

· Acquisition of a blocking stake of 25% plus one share in Svyazinvest for US$ 1.3 billion in December 2006

· Bitel write-off by MTS in the amount of US$ 150 million

Alexander Goncharuk, President and Chief Executive Officer of Sistema, commented: "Sistema Group companies delivered solid operational results in 2006. We have expanded margins while maintaining high growth rates in our non-telecom businesses. Our operational performance was supplemented by a number of sizable transactions, including the strategic acquisition of a 25 per cent plus one share stake in Svyazinvest, IPOs of Comstar UTS and Sistema Hals. We have made significant efforts to realign our Group telecom operations and focus our priorities on consistently delivering on our targets in the future".

 

FINANCIAL SUMMARY

 

The reported financial results of Sistema are presented in the following summary. They include three items, two of which were in Comstar UTS, for the fourth quarter and the full year which are not comparable to the previous reporting periods and impact Sistema in the fourth quarter of 2006.  The first item was the non-recurring US$ 62.3 million stock bonus awards to employees of Comstar UTS, which impacted the Group's OIBDA. The second item was a non-cash charge of US$ 60.0 million, which arose from the revaluation in Comstar UTS of the put and call option issued in connection with the acquisition of a 25% plus one share stake in State Telecommunications Investment Company ‘Svyazinvest' on December 11, 2006.  The third item, write-off of MTS' investment in Bitel, impacted the Group's net income for both the fourth quarter and the full year by a US$ 79.7 million (net of minority interest).

 

(US$ millions)

 

Q4 06

Q4 05

Year on Year Growth

FY 06

 

FY 05

 

Year on Year Growth

 

Revenues

 

3,401.6

2,175.3

56.4%

10,862.8

7,593.5

43.1%

OIBDA

OIBDA Margin

 

1,000.5

29.4%

656.2

30.2%

52.5%

 

4,023.5
37.0%

2,958.4

39.0%

36.0%

 

 

Operating income

Operating Margin

 

 

640.2

18.8%

 

380.4

17.5%

 

68.3%

 

 

2,733.2

25.2%

 

1,933.8

25.5%

 

41.3%

 

Net income

Net income Margin

93.2

2.7%

100.2

4.6%

-7.0%

903.3

8.3%

534.4

7.0%

69.0%

OPERATING REVIEW

 

Sistema's consolidated revenues increased by 56.4% year on year in the fourth quarter to US$ 3.4 billion and by 43.1% to US$ 10.9 billion in 2006, as a result of solid performance by the Group's Telecommunications segment and steady growth of the Group's non-telecommunications operations. The non-telecommunications businesses accounted for 38.4% of Group consolidated revenues in the fourth quarter and 31.2% in 2006, compared to 26.5% and 22.4% for the corresponding periods of 2005. The organic year on year growth in 2006 (excluding businesses acquired or divested since the end of the fourth quarter of 2005) was 34.3% and amounted to US$ 2.6 billion. 

Group OIBDA increased by 52.5% year on year in the fourth quarter, and by 36.0% year on year from US$ 3.0 billion to US$ 4.0 billion in 2006. The Group's OIBDA margin decreased slightly from 30.2% to 29.4% in the fourth quarter as a result of non recurring items recorded in Comstar UTS's results, as explained above. MTS has shown a particular robust growth with OIBDA margin expanding by 4 percentage points in the fourth quarter year on year. Group OIBDA margin in 2006 declined slightly from 39.0% to 37.0% as a result of the increase of the share of low-marginal businesses, primarily Sitronics, stock bonus awards by Comstar UTS and slight decrease in OIBDA margin of Telecommunications segment due to the impact of the introduction of the new regulation on long distance traffic, introduction of Calling Party Pays and change in settlements with operators.

Group operating income was up 68.3% year on year in the quarter from US$ 380.4 million to US$ 640.2 million, and by 41.3% from US$ 1.93 billion to US$ 2.73 billion in 2006. The operating margin in the fourth quarter was 18.8%, compared to 17.5% a year ago and was 25.2% in 2006, compared to 25.5% in 2005.

Consolidated depreciation and amortization expense was up by 30.6% year on year in the quarter and by 25.9% in 2006, following the growth in the Group's depreciable asset base; the previously announced revision of the estimated remaining useful life of MGTS analogue equipment; the depreciation and amortization charges arising from the purchase of the increased shareholding in MGTS; and the currency translation effect of a weakening US dollar on MGTS's rouble denominated depreciation and amortization charges. 

Selling, General and Administrative expenses rose by 33.5% for the quarter and by 42.6% in 2006, from US$ 485.6 million to US$ 648.0 million and from US$ 1.4 billion to US$ 2.0 billion, respectively. US$ 62.3 million in the quarter and US$ 153.0 million in 2006, included in SG&A expense, reflects the value of non-cash compensation received by employees.

The effective tax rate increased from 28.8% to 32.9% in 2006, as a result of foreign exchange gains on non-rouble denominated debt and the effects of the stock bonus awards and the option revaluation charge in Comstar, as well as the write-off of the investment in Bitel, which are not tax-deductible.

The increase in minority interest reflects changes both in net income of the Group and the share of ownership in the Group's companies.

Net income in the fourth quarter was down year on year to US$ 93.2 million from US$ 100.2 million. In 2006, the net income growth was 69.0% from US$ 534.4 million to US$ 903.3 million.

The weighted average number of shares outstanding increased from 9,475,980 in 2005 to 9,570,050 in 2006.

 

Telecommunications

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

2,096.3

1,598.3

31.2%

7,475.6

5,892.9

26.9%

OIBDA

942.3

682.0

38.2%

3,576.3

2,922.5

22.4%

Operating Income

606.8

425.6

42.8%

2,377.4

1,933.3

23.0%

Net Income

137.3

142.2

(3.4)%

757.2

677.6

11.7%

 

The Telecommunications segment, which comprises MTS and Comstar UTS, reported 31% year on year revenue growth to US$ 2.1 billion in the fourth quarter of 2006 and 26.9% year on year increase to US$ 7.5 billion for the full year. The segment accounted for 61.6% of the Group's consolidated revenues in the quarter, compared to 73.5% a year ago. The growth was primarily organic with the exception of US$ 23.0 million revenue contribution from newly acquired businesses in Comstar UTS (DG Tel and Technologic Systems in Ukraine, Cornet and Callnet in Armenia, and Astelit) and MTS (Dagtelecom). MTS continued to be the main contributor to the segment revenues and accounted for 95.0% of the segment's year on year growth in the quarter.

MTS added 5.3 million subscribers during the fourth quarter of 2006 as a result of the organic growth in its business, and reported 35.5% year on year revenue growth for the period from US$ 1.3 billion to US$ 1.8 billion. The mobile operator added 14.7 million subscribers during 2006. Revenues in 2006 increased by 27.4% year on year to US$ 6.4 billion from US$ 5.0 billion. MTS results for the fourth quarter of 2006 showed a year on year increase in average monthly service revenue per subscriber ("ARPU") for the Russian customer base from US$ 7.4 to US$ 8.5.

Comstar UTS generated 7.9% year on year revenue growth in the fourth quarter and 23.4% growth in 2006, from US$ 270.7 million to US$ 292.1 million and from US$ 907.6 million to US$ 1.1 billion, respectively, reflecting robust growth in organic revenues, as well as US$ 25.8 million contribution received by MGTS from the federal budget for the discounts granted to certain categories of residential subscribers of MGTS prior to January 1, 2005 and US$ 32.9 million from the introduction of CPP ("Calling Party Pays") on July 1, 2006. Data and internet services to residential users of the alternative segment were up 30.6% year on year. 

Segment OIBDA was up 38.2% year on year in the quarter and up 22.4% in 2006, with OIBDA margin of 45.0% in the fourth quarter and 48.0% in 2006, resulting from significant improvements in operations of MTS after the restructuring program introduced by the current management in May 2006. MTS' OIBDA in the fourth quarter increased by 48.0% year on year from US$ 621.3 million to US$ 919.8 million. OIBDA in 2006 increased by 25.8% from US$ 2.6 billion to US$ 3.2 billion. OIBDA margin was nearly flat year on year at 51% despite revenue growth of 27.4% in 2006. Comstar UTS reported a 9.3% increase in OIBDA (before non-recurring US$ 62.1 million stock bonus awards) from US$ 89.1 million to US$ 97.4 million in the quarter and a 19.5% increase in 2006, from US$ 358.8 million to US$ 428.6 million. 

The segment net income decreased 3.4% in the fourth quarter and increased 11.7% year on year to US$ 137.3 million in the fourth quarter and US$ 757.2 million in 2006, and included US$ 79.7 million (net of minority interest) write-off of investment in Bitel by MTS in the fourth quarter.

In December 2006, Comstar UTS announced the acquisition of a blocking stake 25.0% plus one share in Svyazinvest from Mustcom Limited for a total cash consideration of US$ 1.3 billion. In April, 2007, the EGM of Svyazinvest elected Sergei Shchebetov (Chairman of the Board of Directors of Comstar UTS) and Anton Abugov (First Vice President and Head of Strategy and Development at Sistema) to the Board of Directors of Svyazinvest.

 

Technology

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

 

FY 2005

Year on Year Growth

Revenues

565.2

308.4

83.3%

1,610.7

961.1

67.6%

OIBDA

63.0

4.9

1,190.2%

172.5

155.6

10.9%

Operating Income

54.8

0.4

14,081.5%

129.8

143.5

-9.6%

Net Income

29.0

5.8

397%

61.5

60.7

1.2%

 

The Technology segment of Sistema, which is represented by SITRONICS, generated 83.3% revenue growth year on year to US$ 565.2 million in the fourth quarter and 67.6% increase year on year to US$ 1.6 billion in 2006, and accounted for 16.0% and 14.2%, respectively, of Group revenues in 2006, compared to 13.7% and 12.0%, respectively, for the same periods of 2005.

In June 2006, SITRONICS acquired 51.0% of Intracom Telecom, a provider of advanced telecommunications solutions and services for fixed and wireless operators, primarily in the Eastern Europe and Middle East.  

In February 2007, SITRONICS completed its Initial Public Offering on the London Stock Exchange The net proceeds of the offering to SITRONICS totaled US$ 356.4 million.   

 

Real Estate

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

121.8

42.9

184%

282.9

78.4

261%

OIBDA

33.1

1.3

2,446%

93.1

12.5

645%

Operating Income

30.3

2.0

1,415%

86.0

10.4

726%

Net Income

18.7

0.9

1,978%

52.7

2.3

2,191%

 

The Real Estate segment, which is represented by Sistema Hals, reported almost four-fold revenue growth year on year to US$ 282.9 million in 2006. Its revenues nearly tripled year on year to US$ 121.8 million in the fourth quarter. The real estate development division remained one of the primary growth drivers of the segment and accounted for 72% of total segment's revenues compared to 52% in 2005. This growth in revenues in 2006 resulted primarily from the sale of "Pokrovka 40" project, which is a mixed-use Class A office and hotel complex in the center of Moscow, for US$ 83.7 million, "Yartsevskaya 27" project, a residential development in Moscow, for US$ 26.3 million. Additionally, Sistema Hals recognized US$62.4 million in revenues from the partial completion of the Siemens Tower project. Sistema Hals's project construction management division contributed US$ 22.2 million increase in revenues compared to 2005. The asset management division increased revenues by 80% year on year to US$ 27 million in 2006 primarily as a result of an increase in the number of sold houses within the asset restructuring program and the growth in rental revenue.

The segment's OIBDA increased twenty five times year on year to US$ 33.2 million in the fourth quarter and increased almost eight-fold year on year to US$ 93.1 million from US$ 12.5 million a year ago.

In November 2006, an IPO of Sistema Hals raised US$432.1 million from on London Stock Exchange, valuing the company at US$ 2.1 billion.

 

Insurance

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

194.4

121.1

61%

638.6

408.9

56%

Gross Premiums Written

196.1

111.3

76%

794.9

463.4

72%

Net Premiums Earned

167.9

102.4

64%

571.5

364.8

57%

Net Income

3.7

0.2

1,750%

27.1

19.7

38%

 

 

 

 

 

 

 

Key Ratios

 

 

 

 

 

 

Loss ratio

54.5%

57.1%

 

54.6%

55.6%

 

Expense Ratio

47.4%

44.3%

 

41.2%

39.5%

 

Combined Ratio

101.9%

101.4%

 

95.7%

95.0%

 

 

The Insurance segment, which included ROSNO for the full reporting period, increased revenues by 61% year on year to US$ 194.4 million in the fourth quarter and by 56% year on year in 2006. The growth was primarily driven by significant increase in motor vehicle insurance premiums. Gross premiums written (GPW) increased by 76% year on year to
US$ 196.1 million in the fourth quarter and by 72% year on year to US$ 794.9 million in 2006. Voluntary medical insurance premiums were up 56%, automotive insurance premiums increased by 115%, and non-life insurance premiums rose by 34% in the fourth quarter. The operations of new joint venture VTB-ROSNO added US$ 17.4 million to GPW and US$ 10.3 million in revenue in 2006.

Allianz-ROSNO Asset Management increased its assets under management year on year from US$ 434.6 million to US$ 476.9 million in the fourth quarter, which was primarily driven by strong growth in third party funds.

 

Banking

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

58.8

29.5

99%

202.6

106.8

90%

OIBDA

7.4

3.7

100%

24.2

14.3

69%

Operating Income

6.2

3.2

94%

21.2

12.7

67%

Net Income

7.8

3.6

116%

14.7

8.8

67%

 

The Banking segment of the Group is represented by the Moscow Bank for Reconstruction and Development (MBRD) and its subsidiaries. The segment revenues nearly doubled year on year to US$ 58.8 million in the fourth quarter and increased by 90% to US$ 228.2 million in 2006. The bank's loan portfolio grew 153% year on year and interest income received from the retail banking operations grew to US$ 25.3 million in 2006. The bank increased its interest income from non-Group clients following the expansion of its retail business to 13 branches and 108 mini-offices. The leasing activities contributed US$ 13.7 million to the segment's revenue in 2006.

The bank's profitability more than doubled in the fourth quarter of 2006 to US$7.8 million and increased by 67% to US$ 14.7 million in 2006.

In December 2006, MBRD purchased 2.0% share in East-West United Bank (EWUB) from Vneshtorgbank ("VTB") for a total cash consideration of $0.8 million, increasing the Group's ownership in EWUB to 51.0%.

 

Retail

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

135.1

104.9

29%

335.3

208.0

61%

OIBDA

23.7

6.1

289%

20.9

12.1

73%

Operating Income

19.9

5.7

249%

15.2

10.4

46%

Net Income

13.1

3.1

323%

4.9

3.8

29%

 

The Retail segment of the Group, which includes Detsky Mir, the specialist children's goods retailer and wholesale trader, increased its revenues by 29% year on year in the fourth quarter to US$ 135.1 million and by 61% year on year to US$ 335.3 million in 2006. The segment added 29 retail stores during the year, which contributed US$ 42.9 million, or 12.8 %, to total revenues in 2006. Wholesale operations accounted for US$ 49.0 million, or 36% of total revenues, in the fourth quarter of 2006 and for US$ 62.5 million, or 19% of the full year revenues.

The segment's net income improved dramatically in the fourth quarter to US$ 13.1 million with a net income margin of 9.7%. Following the period of expansion the retail network of Detsky Mir is represented by 69 stores in 34 Russian cities (as at 30 April, 2007), compared to 36 stores in 16 cities as at the end of 2005.

 

Media

 

(US$ millions)

Q4 2006

Q4 2005

Year on Year Growth

FY 2006

FY 2005

Year on Year Growth

Revenues

41.2

12.1

241%

106.7

52.4

104%

OIBDA

13.6

10.7

27%

26.6

11.6

129%

Operating Income

11.8

8.7

36%

15.4

7.1

117%

Net Income

9.6

5.7

69%

13.5

2.5

440%

 

The Media segment, which operates in Pay-TV, advertising, print and other media sectors, doubled its revenues year on year to US$ 106.7 million in 2006, while revenues increased more than threefold to US$ 41.2 million in the fourth quarter of this year. United Cable Network, the largest provider of Pay TV services in Russia, which was acquired in February 2006, contributed US$ 45.5 million in revenues in 2006.

The segment's operating income increased by 36% year on year to US$ 11.8 million in the fourth quarter primarily due to gain from disposal of "Literaturnaya Gazeta", the Russian newspaper, in the amount of US$ 3.2 million. United Cable Network contributed US$ 2.2 million to the segment's operating income in 2006.

 

FINANCIAL HIGHLIGHTS

 

Net cash provided by operating activities was up 18.0% year on year to US$ 2.1 billion in 2006. The increase in the Group's operating cash flows was primarily related to the growth in the profitability of its operations.

Net cash used in investing activities was US$ 5.4 billion for the full year of 2006, and included capital expenditures of US$ 2.4 billion for the full year of 2006, compared to US$ 2.5 billion a year ago. The Group spent US$ 631.4 million for the full year of 2006 on purchases of businesses.

Cash flow from financing activities amounted to US$ 3.3 billion for the full year of 2006, which primarily reflected proceeds of US$ 1.5 billion received from the initial public offering of Comstar UTS, which took place in February 2006, and the initial public offering of Sistema-Hals, which took place in November 2006.

The Group's net debt amounted to US$ 6.3 billion at the end 2006, compared to US$ 3.9 billion as at December 31, 2005. The Group's increase in borrowings included the US$ 675 million loan facility arranged by Comstar UTS with ABN AMRO N.V., US$ 285 million of consolidated debt as a result of the acquisition of Intracom Telecom, US$ 160 million received from the bond offering of MBRD in March and June 2006, and US$ 200 million raised by the SITRONICS Finance from the bond placement in February 2006, as well as additional financing attracted by MTS.

The Group's net cash balance amounted to US$ 543.4 million at the end of 2006, compared to US$ 482.6 million as at December 31, 2005.

In February 2007, Standard & Poor's (S&P) Ratings Services revised its outlook on Sistema to positive from stable. At the same time the 'BB-' long-term corporate credit rating on the company was reaffirmed.

 

 

ACQUISITIONS AND DISPOSALS

 

In December 2006, Comstar UTS announced the acquisition of a blocking stake 25% plus one share in Telecommunication Investment Joint Stock Company (Svyazinvest) from Mustcom Limited for a total cash consideration of US$ 1.3 billion. The Company arranged a US$ 675 million six month loan facility with ABN AMRO Bank N.V. in connection with this transaction. The interest rate was fixed at 1.2% above LIBOR. The term of the loan can be extended to twelve months.

In December 2006, Comstar UTS announced that it has reached an agreement with Intracom Holdings (ASE:INTRK) to subscribe to a 51% stake in Hellas On Line SA (HoL) for a cash consideration of ? 47.9 million. The closing of the transaction, which is subject to certain conditions precedent including approval of Greek regulatory authorities, is expected during the first half of 2007.

In October 2006, Comstar announced the acquisition of two telecom operators in Kiev, Ukraine - DG Tel and Technologic Systems - through its local subsidiary Comstar - Ukraine for a total cash consideration of US$ 4.7 million; the acquisition of Astelit, an alternative fixed-line operator, for US$ 7.8 million and the acquisition of Unitel for a total cash consideration of US$ 4.8 million. Unitel is an alternative wireless fixed-line telecommunications company serving customers in the Moscow region.

In August 2006, the Group acquired a 81.25% stake in ZAO Sahles, the owner of controlling stakes in the entities that together comprise the Perm Motors Group, for US$ 122 million. Perm Motors is one of Russia's largest manufacturers of jet aircraft engines and industrial turbines. The Group did not obtain control over operating activities of the acquired companies and therefore they were not consolidated as of the end of 2006.

In July 2006, MTS acquired a 75% controlling stake in Dagtelecom from Glaxen Corp. for US$ 14.7 million. Dagtelecom is the GSM-900 mobile services provider with 1.7 million subscribers in the Republic of Dagestan, in the south of Russia, with a population of approximately 2.6 million people. 

In July 2006, the Group disposed of Glorely, a subsidiary holding 35% interest in Sistema-Invest, the owner of the Group's energy companies in the Republic of Bashkortostan, for a total cash consideration of US$ 201.0 million.

In June 2006, SITRONICS acquired 51% voting stake in Intracom Telecom, a provider of telecommunications solutions and services in the Eastern Europe and Middle East, for a total  cash consideration of US$ 150.6 million, including US$ 43.9 million payable upon the completion of due diligence. Additionally, SITRONICS entered into a put agreement to acquire the remaining 49% of Intracom Telecom. The exercise period of the put option is 36 months following a 24 months period post the acquisition date.

In March - October 2006, Sistema purchased in a series of transactions 2.9% of its total shares outstanding for a total cash consideration of US$ 347.1 million. Sistema plans to establish a share option programme for the top management of the Company. The acquired shares are intended for the funding of this programme, and may also be used in connection with certain future acquisitions.

In March 2006, Intourist purchased a 20% equity interest in Cosmos Hotel for approximately US$ 20.8 million. It now has a controlling interest in Cosmos Hotel of 64.1%. 

In February, March and October 2006, Comstar UTS completed several transactions on acquisition of MGTS' common stock under unconditional purchase offers. As a result of these transactions, Comstar UTS purchased 11.3% of voting and 9.4% of total shares of MGTS for a total cash consideration of $181.4 million, increasing its ownership interest and voting interest in MGTS to 55.7%.

In February 2006, Sistema Mass Media and ECU GEST acquired 90% and 10%, respectively, of JIR Broadcast and JIR Inc., the owners of 100% of United Cable Networks, for a total cash consideration of US$ 145.9 million. UCN is a Pay-TV and broadband service provider with 724,000 subscribers in 17 metropolitan areas across the Russian Federation.

 

SIGNIFICANT EVENTS FOLLOWING THE END OF THE REPORTING PERIOD

 

In March 2007, Sistema-Hals announced the results of an independent valuation of its real estate property and projects. According to the valuation carried out by Cushman and Wakefield  Styles & Riabokobylko (C&WS&R), the value of the Sistema-Hals stake in the property and projects increased by 35% in the period from June 30, 2006 to January 1, 2007.

In March 2007, Comstar sold its 45% equity stake in ZAO Metrocom, an alternative fixed-line telecommunications operator based in St. Petersburg, to ?losed joint-stock company MST. The shares were sold for a total cash consideration of US$ 20 million. Comstar acquired the stake in September 2005 for US$ 12.2 million in cash. The sale was in line with Comstar's intention to have controlling stakes in all of its operations and Comstar is evaluating other means of expanding its operations in the St. Petersburg area.

In February 2007, Sistema completed the sale of a 49.2% stake in ROSNO to Allianz, Sistema's strategic partner in ROSNO, for a total cash consideration of US$ 750.0 million, resulting in a gain from disposal of US$ 591.8 million. Sistema remains a shareholder in ROSNO with a 2.8% stake in the subsidiary.

 

 

 

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