LONDON,
UNITED KINGDOM--(Marketwire - Oct. 7, 2009) - Orrick, Herrington & Sutcliffe LLP is
advising Telenor ASA on the US$23.8
billion combination of its mobile assets in Russia and Ukraine with those of
Altimo, the telecom arm of the Alfa Group, in the newly formed VimpelCom
Ltd. VimpelCom Ltd. is incorporated in Bermuda and will be headquartered
in the Netherlands and listed on the New York Stock Exchange.
The
newly formed company will combine the parties' respective shareholdings in
Russian mobile operator OJSC "Vimpel-Communications" and Ukrainian mobile
operator CJSC "Kyivstar G.S.M." The parties intend that VimpelCom Ltd. will
undertake a registered exchange offer and voluntary tender offer in the United
States and Russia for the OJSC VimpelCom shares and ADRs currently held by OJSC
VimpelCom's minority shareholders. VimpelCom Ltd. will be one of the
largest emerging markets mobile operators, with operations in Russia, Ukraine
and other CIS countries, as well as Georgia, Vietnam, Cambodia and Laos. The deal is expected to close in mid-2010.
The
transaction is intended to end five years of litigation and arbitration
proceedings between Telenor and Altimo. During the past five years,
Orrick also represented Telenor in many of the legal proceedings involving the
parties, including four international arbitration proceedings and a number of
actions in U.S. federal courts and in the courts of the Russian
Federation. As part of the proposed transaction, the parties have agreed
to suspend all their ongoing legal proceedings and take action to withdraw or
to settle them prior to closing.
The
Orrick team is led by London partner Peter
O'Driscoll and includes partners John Sheedy in Moscow; Douglas Lahnborg
and Paul White in London; John Narducci in New York;
associates Nell Scott,
Elizabeth Turner, Louiza Savchenko, Kirill
Kholod, Nurlan Dostanov and Olga Raspopina in
London; of counsel Catherine Brizhik and associate Maria Kosova in Washington,
D.C.; associate James Larkin
and Sushila Nayak in New York; and
of counsel Vladimir Markin
and associates Artem Turdakov
and Daria Medvedenko in Moscow.
Orrick's
international arbitration and litigation team was led by New York partner Bob Sills
and included partners Jay Musoff
and Richard Mark in New York and Olga Anisimova in Moscow;
associates Ayanna Lewis-Gruss,
Jeffrey Prokop, Katherine Maco, Kristen Fournier, Elizabeth Hyon
and Karen Thompson in New York;
and associate Konstantin Kasian
in Moscow.
"We
are delighted to advise Telenor on this important transaction, as well as to
participate in the creation of a leading emerging markets mobile operator,"
said Peter O'Driscoll. "VimpelCom Ltd. has a strong governance structure
and a number of deadlock resolution mechanisms that should reduce the potential
for future disputes and promote the creation of shareholder value."
About
Orrick
Orrick, Herrington & Sutcliffe LLP
is a global law firm with more than 1,100 lawyers in North America, Europe and
Asia. The firm focuses on litigation, complex and novel finance and innovative
corporate transactions. Orrick clients include Fortune 100 companies, major industrial and
financial corporations, commercial and investment banks, high-growth companies,
governmental entities, start-ups and individuals. The firm's 21 offices are
located in Beijing, Berlin, Düsseldorf, Frankfurt, Hong Kong, London, Los
Angeles, Milan, Moscow, New York, Orange County, Pacific Northwest, Paris,
Rome, Sacramento, San Francisco, Shanghai, Silicon Valley, Taipei, Tokyo and
Washington, D.C.