VimpelCom Announces Intent to Raise Financing in the International Bond Markets
By Vimpelcom Ltd, PRNEThursday, January 20, 2011
MOSCOW, January 21, 2011 - Open Joint Stock Company "Vimpel-Communications" ("VimpelCom" or the
"Company") announced its intention to raise, subject to market and other
conditions, debt financing by the issuance of notes in the international bond
markets. The terms of the notes, including aggregate principal amount,
interest rate and maturity date, have yet to be determined. The Company
intends to use the net proceeds from the issuance for its general corporate
purposes or to lend all or a portion of the net proceeds to VimpelCom Ltd. or
one of its wholly owned subsidiaries to use for its general corporate
purposes, which may include (i) funding a portion of the cash consideration
to be paid in connection with VimpelCom Ltd.'s acquisition of Wind Telecom
S.p.A. ("Wind Telecom") or (ii) following the closing of the acquisition of
Wind Telecom, refinancing by direct or indirect intercompany loan a portion
of the indebtedness associated with the Wind Telecom group.
Barclays Bank PLC, BNP Paribas, Citigroup Global Markets Limited and the
Royal Bank of Scotland plc will act as lead managers for the financing.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the notes in the United States or any other
jurisdiction, nor shall there be any sale of the notes in the United States
or any other jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under applicable securities
laws. The notes have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities Act"). The notes
may not be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act and applicable state securities laws. (For
these purposes, "United States" means the United States of America, its
territories and possessions, any State of the United States, and the District
of Columbia.)
This press release is not an invitation nor is it intended to be an
inducement to engage in investment activity for the purpose of section 21 of
the Financial Services and Markets Act 2000 of the United Kingdom (the
"FSMA"). To the extent that this press release does constitute an inducement
to engage in any investment activity, it is directed solely at persons who
(i) are outside the United Kingdom or (ii) are investment professionals
within the meaning of article 19(5) of the Financial Services and Markets Act
2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order") or
(iii) are persons falling within article 49(2)(a) to (e) of the Financial
Promotion Order or (iv) is a person to whom such communication may otherwise
lawfully be made in accordance with the Financial Services and Markets Act
2000 and the Financial Promotion Order (all such persons together being
referred to as "relevant persons"). This communication must not be acted on
or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only to
relevant persons and will be engaged in only with relevant persons.
This press release is not an offer, or an invitation to make offers,
sell, purchase, exchange or transfer any securities in Russia or to or for
the benefit of any Russian person, and does not constitute an advertisement
or offering of the notes in Russia within the meaning of Russian securities
laws and must not be distributed in Russia. The notes have not been and will
not be registered in Russia or admitted to placement and/or circulation in
Russia. The notes are not intended for "offering", "placement" or
"circulation" in Russia (each as defined in Russian securities laws).
This press release contains "forward-looking statements," as the phrase
is defined in Section 27A of the Securities Act and Section 21E of the
Exchange Act. These statements relate to the Company's intention to
consummate the proposed transaction described above and are based on
Management's best assessment of the Company's strategic and financial
position and of future market conditions and opportunities. These discussions
involve risks and uncertainties. The actual outcome may differ materially
from these statements as a result of unforeseen developments from
competition, governmental regulations of the telecommunications industry,
general political uncertainties in Russia and the Commonwealth of Independent
States ("CIS") and general economic developments in Russia and the CIS and
other factors. As a result of such risks and uncertainties, there can be no
assurance that the effects of competition or current or future changes in the
political, economic and social environment or current or future regulation of
the telecommunications industry in Russia and the CIS will not have a
material adverse effect on the VimpelCom Group and there can be no assurance
that the Company will be able to complete this proposed transaction. Certain
factors that could cause actual results to differ materially from those
discussed in any forward-looking statements include the risks described in
the Company's Annual Report on Form 20-F for the year ended December 31, 2009
and other public filings made by the Company with the United States
Securities and Exchange Commission, which risk factors are incorporated
herein by reference. VimpelCom disclaims any obligation to update
developments of these risk factors or to announce publicly any revision to
any of the forward-looking statements contained in this release, or to make
corrections to reflect future events or developments.
Alexey Subbotin of VimpelCom, +31-20-79-77-200 (Amsterdam), +7-495-974-5888 (Moscow), Investor_Relations at vimpelcom.com
Tags: January 21, Moscow, Russia, Vimpelcom Ltd