Davis Polk & Wardwell is in the thick of battle for control of a Russian cellphone operator that is pitting one of the country’s oligarchs against the firm’s client, a leading Swedish telecommunications company.
Stockholm-based Tele2 AB announced this week that it plans to sell its Tele2 Russia cellphone unit to Russian financial services giant VTB Bank for $3.5 billion, including debt. For its part, state-owned VTB confirmed Thursday that the transaction would proceed, with first deputy president and chairman of the management board Yury Solovev proclaiming that the “legally binding” agreement with Tele2 was complete.
Mikhail Fridman, a Russian oligarch who heads investment firm A1 Group, disagrees. Dmitry Vozianov, an A1 managing director, told Reuters that Fridman’s holding company may sue to exercise what he said is its right to acquire Tele2 Russia based on a competing bid valued between $3.6 billion and $4 billion that A1 believes is superior to the bid VTB is currently entertaining.
Media representatives at Moscow-based A1 did not respond to requests for information on the legal advisers for the investment firm. Mikhail Markov, a Russian lawyer who once worked as an associate at Magic Circle firm Freshfields Bruckhaus Deringer, serves as a managing director and legal counsel for A1, which is part of the Alfa Group consortium controlled by several Russian oligarchs. (Reuters reports that A1 also withdrew a restructuring bid this week for vodka producer Central European Distribution Corp., which missed a $258 million debt payment earlier this month.)
Tele2, whose primary assets are in northern Europe’s Baltic and Nordic regions, as well as Russia, has plenty of high-powered legal counsel as it seeks to unload the Russian cellphone unit.
Thomas Reid, Davis Polk’s Scottish-born managing partner, is leading a team from the firm advising Tele2 that also includes corporate partners Jeffrey O’Brien and Simon Witty, tax partner Jonathan Cooklin, and associates Matthew Bacal, Simon Evers, Alexander Mehra, David Wilson, and Joanna Valentine.
Witty, a former London-based capital markets partner at Freshfields, joined Davis Polk in a high-profile lateral move last year that came amid the New York–based Am Law 100 firm’s push to launch an English law practice. As it happens, English law is governing the transactional documents supporting the sale of Tele2 Russia to VTB. Leading Swedish firm Mannheimer Swartling, meanwhile, is providing counsel to Tele2 on Russian and Swedish legal matters. Tele2’s in-house head of legal is Jonas Bengtsson.
Media representatives for Moscow-based VTB, about 85 percent of which is owned by the Russian government, did not respond to a request for comment on the bank’s legal advisers for the transaction. Nor did Alberto Troncoso, a chief compliance officer and legal counsel in New York for affiliate VTB Capital.
David Bonderman, a former Arnold & Porter partner who became a billionaire after founding private equity firm TPG Capital in 1992, serves as an independent member of VTB’s supervisory council. Russian lawyer Andrey Puchkov serves as deputy president and chairman of VTB’s management board.
While VTB has stated publicly that it views its acquisition of Tele2 Russia as complete, it has also left open the possibility of taking on new strategic partners and other financial backers to help operate the company, according to Reuters.
Bloomberg reported Friday that Russian telecom giant VimpelCom, an Amsterdam-based company in which A1′s parent Alfa Group has a controlling stake, could team up with Russia’s largest mobile operator, MTS, to wrest Tele2 Russia from VTB. According to our previous reports, Akin Gump Strauss Hauer & Feld advised VimpelCom three years ago on a merger with Egyptian telecom mogul Naguib Sawiris‘s Weather Investments that helped the former become the world’s sixth-largest mobile network operator by total subscribers.
Jeffrey McGhie, a former associate and counsel in the Moscow office of Akin Gump, serves as VimpelCom’s general counsel.