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Legal Round Table: Developments in the Field

By Peter Spinella

... They noted trends including a greater attention to anti-bribery compliance among multinational firms, real estate limitations in Moscow that are pushing investment activity into the regions, and the ever-increasing use of English law in mergers and acquisitions. What does your practice entail? How has your field changed over the past few years? How do you think it will change in the near future? What major challenges do you face in your work? Jonathan Nelms, Associate, Baker & McKenzie U.S. Foreign...

Main Civil Code Amendments Concerning Real Estate

By Florian Schneider and Julia Lakhnova / Salans

... for landowners of both adjoining and non-adjoining land plots. New forms of limited property rights. The following limited property rights are introduced: (1) perpetual tenancy; (2) land plot development right; (3) personal usufruct; (4) preferential acquisition of immovable property; (4) pecuniary benefit; and (5) limited title of the owner of a building to the underlying land plot. The 50-year land plot development right replaces the ex-lease of land for construction. Such land plot lease rights...

Deductions for Property Buyers May Be Broadened

Vedomosti

The Finance Ministry is proposing in the draft of key tax policies for 2013-15 changes in the procedure for calculating the tax deduction for real estate acquisition and construction. The Finance Ministry is proposing in the draft of key tax policies for 2013-15 changes in the procedure for calculating the tax deduction for real estate acquisition and construction. The property deduction is granted...

Globaltrans Buying Metalloinvest Freight Unit for $540M

Reuters

... cargo base," chief executive Sergei Maltsev said in a telephone interview. Globaltrans said its fleet of rolling stock was nearly 48,000 railcars at the end of 2011 while Metalloinvest's was more than 9,000. The deal was a "very accretive acquisition of a high-quality asset," finance chief Alexander Shenets said. It will give Globaltrans a 7 percent market share of overall cargo volumes in Russia, the world's largest country by territory, which relies on rail to deliver oil products...

Cherkizovo Holds Off on New Investments Prior to WTO

Reuters

... and next year," he said, adding that a lack of new investment in pork production may affect Cherkizovo's revenues in three to five years. The company also expects a 19 percent rise in poultry production to 310,000 tons this year, helped by the acquisition of poultry farmer Mosselprom in 2011 and its own new capacity. "Our strategy is organic growth, M&A [mergers and acquisitions] is just an option," said Mikhailov. He added, however, that Cherkizovo could be interested in acquiring...

Recent Trends in Russian M&A Deals and Prospects for International Transactions

By Dmitry Marchan / Baker & McKenzie

... approach to shareholders agreements by Russian courts. The current lack of stable court practice deters foreign investors from structuring joint ventures with Russian partners on the basis of Russian companies. Changes in the scope and focus of pre-acquisition due diligence reviews are also quite noteworthy. Traditionally, foreign investors have given special attention to careful due diligence investigations of Russian targets, particularly with respect to tax liabilities. Over the last few years...

Making Money With Today's Retail Model

By Natalia Tischendorf / Jones Lang LaSalle, Russia & CIS

... further expansion. The majority of Western market companies are developing their businesses in Russia according to an organic model. At the same time further development of Russian retail chains would take place via company consolidation by mergers and acquisitions, in the opinions of numerous investment analysts. This rosy outlook tied to double-digit growth among retailers should directly reflect in investors' and developers' interest in the Russian retail real estate market. Currently the indicator...

For the Record

... million euros ($181.9 million) , K+S said in a joint statement with EuroChem on Tuesday. (Reuters) Turkish brewer Anadolu Efes, which took over SABMiller's beer-related operations in Russia and Ukraine last year, said Wednesday that it was seeking an acquisition, possibly in Eastern Europe, and may announce a purchase in the next few months. (Reuters)

Flinders Sags After Ruling

... Thursday deferred a ruling on the takeover until after the June 30 bid deadline, meaning the offer must be extended if the deal is to proceed. Yelena Yegorova, a shareholder who owns less than 0.001 percent of Magnitogorsk, known as MMK, has claimed the acquisition of Flinders infringes on her interests as a shareholder. Yegorova won a court order on March 30 that prevented MMK from implementing board decisions on the purchase. (Bloomberg)

Summa Reported to Buy FESCO

Reuters

... negotiations to buy Generalov's 56 percent stake in FESCO. "The deal is almost done, it's in the final stage," the source said, adding that it may be closed in June. The deal, if consummated, would extend the logistical reach of Summa, an acquisitive group owned by Ziyavudin Magomedov that actively trades oil and is looking to branch into agricultural commodities. FESCO's asset portfolio includes a seaport in Vladivostok and a shipping fleet, railroad company Russian Troika and 21 percent...

Putin Order Gives Nod to Energy Assets Sale

Reuters

... Rosneftegaz as a vehicle for acquiring state companies was a way to recapitalize them using nonbudgetary resources, adding that "nothing has changed with regard to privatization plans." The decree stated that Rosneftegaz would have to finance any acquisitions using dividends paid by companies that it owned. Putin's comments were the latest in a series that have left the market scratching its head over the new government's stance on privatization since its formation earlier this week. Putin's latest...

Report: Borodin Denied U.K. Asylum

By Howard Amos / The Moscow Times

... Berezovsky, the political kingmaker of 1990s, London has long been a haven for those striving to avoid the clutches of the Russian authorities. Since his arrival in Britain, Borodin has made an effort to highlight the political aspects of VTB’s acquisition of Bank of Moscow. The banker, who has a personal fortune estimated by Forbes at $800 million, has connected President Dmitry Medvedev to the takeover and keeps a link to anti-corruption activist Alexei Navalny’s blog on his personal...

Cherkizovo Head Has 'Intuitive' Understanding of Trade Protection

Reuters

... and next year," he said, adding that a lack of new investments in pork production may affect Cherkizovo's revenues in three to five years. The company also expects a 19 percent rise in poultry production to 310,000 tons this year, helped by the acquisition of poultry farmer Mosselprom in 2011 and its own new capacity. "Our strategy is organic growth, M&A is just an option," said Mikhailov. He added, however, that Cherkizovo could be interested in acquiring a Moscow meat processing...

Renault Secures Control of AvtoVAZ

Reuters

... due by 2019 would now stretch at least until 2032. "Today's memorandum is the latest step in an expanding collaboration that helps modernize the leader of Russia's auto industry," Ghosn said in the statement. With his original $1 billion acquisition of a 25 percent AvtoVAZ stake in 2008, Ghosn was gambling that he could transform the struggling firm into a profitable volume manufacturer by injecting modern, low-cost vehicle technology developed for Renault's Dacia Logan vehicle family...

Billionaires Gain Power in Deal for Hotels

By Lena Smirnova / The Moscow Times

... added to the family's stock of luxury hotels in December with his $155 million purchase of Hotel National. "The unique nature of the projects, their central location and high potential for the growth of their capitalization is what makes this acquisition promising and consistent with the strategy to consolidate premium real estate assets," Shishkhanov said in a statement. The hotel properties were especially appealing to the family because of their association with world-leading hotel...

Sistema Seeks Diversity in Agriculture

Reuters

... has strong investment potential. Russia has the lowest land prices compared to European, North and South American benchmarks," he said. Internal rates of return in that sector "can exceed 20 percent, and we are considering further cluster acquisitions in 2012," Shamolin added. UGC is issuing additional shares to sell a stake of 50 percent minus one share in the company, allowing the government to retain majority control. Several parties have expressed an interest, including U.S. firm...

O1 Properties Pulls IPO, Blames Instability on World Bourses

By Rachel Nielsen / The Moscow Times

... international road show, which began May 1, potential investors expressed interest in the company's offering, Slynko said. When it announced the IPO plans on April 18, the company said the proceeds would be used "principally" for funding two acquisitions of Class A business centers in Moscow and for repaying loans. As to whether those plans are now suspended, Slynko said in an e-mail that the IPO is "only one of the options we are considering" for financing. "Right now we are...

The Impact of Recent Legislation on Russian M&A Deals

By Andrey Ageshin and Roman Kolpakov / Art De Lex Law Firm

... out, and it strongly encourages investment. At the same time, however, global instability and the possibility of a new crisis has forced investors to be more cautious and attentive. In comparison with 2010, 2011 saw a substantial increase of mergers & acquisitions. As research associates have noted, there is currently a trend in which about one fourth of the market share is made up of transactions the state companies are involved in. By the same token, major transactions are usually made between Russian...

Usmanov Shows His Acumen Again in Facebook IPO

Reuters

... Kommersant newspaper, television assets and has a stake in London football club Arsenal. Unlike Russia's tycoons who won control of empires through the loans-for-share privatization schemes in the 1990s, Usmanov built up Metalloinvest through a series of acquisitions following a stint at the investment arm of Gazprom. "He's a visionary person and saw some opportunities in the market — that's how he made his fortune," said a Moscow-based analyst who requested anonymity. "Of course...

What the Telecom Market Faces After the Merger of MegaFon and Yota

By Vladimir Lupenko / Financial Consulting Group (FCG)

... operators. The structures of Alisher Usmanov, and above all, the company Garsdale Services Investment Limited, are part of the same structure with MegaFon. Not too long ago, it was announced that the two companies had already initiated the process for the acquisition of Scartel. However, regulators have not yet approved such a transfer of control over the company that holds the license to the "cherished" frequencies. This is because in the event of a merger MegaFon will gain access to the LTE...

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