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Официальные пресс-релизы украинских телекоммуникационных компаний

VimpelCom, Altimo, Telenor and Weather Give Undertakings to the Court in Substitute for an Injunction

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(Fornebu, Norway - 1 March 2011) VimpelCom Ltd., Altimo Holdings & Investments Ltd., Telenor and Weather Investments II S.à.r.l., the principal shareholder of Wind Telecom S.p.A., today gave undertakings to the Commercial Court in London in order to avoid an injunction being granted. By the undertakings, VimpelCom, Altimo and Weather have agreed to take all necessary actions to cause Telenor's pre-emptive right shares to be promptly issued if the arbitration tribunal grants an award in Telenor's favor.

These undertakings have the same force as an injunction in England, and any breach of the undertakings would be a contempt of Court. Telenor commenced an arbitration proceeding on 28 January 2011 against VimpelCom and Altimo under the VimpelCom Shareholders Agreement in order to protect Telenor's pre-emptive rights in the context of VimpelCom's proposed acquisition of Wind Telecom. Telenor petitioned the Court to provide injunctive relief to protect its voting stake in VimpelCom pending completion of the arbitration proceedings and to ensure that an arbitral award in Telenor's favor can be enforced (as further discussed in Telenor's press releases of 31 January 2011 and 7 February 2011).

VimpelCom, Altimo, Telenor and Weather also gave undertakings to the Court, conditioned on the arbitration tribunal granting an award in Telenor's favor, that Telenor be awarded damages in the amount of lost dividends on the pre-emptive right shares, which amount can be set off against Telenor's purchase price for the pre-emptive right shares. Further, during a one-year period from today (or such other period as the arbitration tribunal will determine), the following undertakings were given:

  • Altimo agreed that it would not to take any action, including transferring its shares, that would cause Telenor and Altimo's combined voting percentage in VimpelCom to fall below a simple majority;
  • Telenor agreed that it would not transfer its VimpelCom shares; and
  • VimpelCom, Altimo and Telenor agreed not to undertake, or cause VimpelCom to undertake, any acquisition, M&A Transaction, share issuance or other action that would dilute Telenor below 25% or that would cause Telenor and Altimo's combined ownership to fall below a simple majority of VimpelCom's voting shares, provided that Telenor has exercised all rights available to it under the VimpelCom Shareholders Agreement to maintain its voting stake in VimpelCom.

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