Bride and gloom THE LEX COLUMN:
When is a done deal really done? In early October, the Yukos-Sibneft merger
was to all intents completed. Cash and shares changed hands. Sibneft's
statement that the merger has been suspended could leave the bride at the
altar even after the vows have been exchanged. Speculation that the fallout
is due to dissatisfaction with Yukos's interim dividend pay-out appears
wide of the mark. The larger-than-expected Dollars 2bn payment does not
accrue to Sibneft shareholders, but has been agreed at the extraordinary
general meeting. However, a last-minute effort by Sibneft to change the
deal's terms remains a possibility.
Yukos and Sibneft shares recouped some of their early losses by
yesterday's close, suggesting hope that the suspension may be technical
and temporary. It may also reflect the reality that, operationally, leaving
Yukos and Sibneft as standalone entities would change little.
Sibneft would become a takeover prospect for foreign oil companies once more,
providing a further possible motive behind the suspension. Political pressure
on Sibneft not to enter a deal involving the jailed Mikhail Khodorkovsky also
cannot be excluded. But potential buyers would be deterred by the
circumstances in which Sibneft had come back on to the market. Sibneft said
the decision to put the deal on hold was a joint one. Yukos said it was not,
and that the deal is still on. A Dollars 1bn penalty if one side walks away
makes this difference of opinion easier to fathom. But a very scary question
remains: what has Roman Abramovich, Sibneft's major shareholder, found
that he is prepared to risk Dollars 1bn to avoid?
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RUSSIA IN FACTS
