Yukos may act against Sibneft MERGER DISPUTE: The management of Yukos, one of Russia's largest oil companies, is
considering legal action against Sibneft, a company controlled by Roman
Abramovich, as one of the options for resolving the stalemate between the two
groups.
Bruce Misamore, the chief financial officer of Yukos, told the Financial
Times yesterday that Sibneft was in breach of its contracts with Yukos, and
the latter's management was considering an arbitration in London.
Yukos and Sibneft agreed to merge almost a year ago. However, after the
arrest of Mikhail Khodorkovsky, a former chief executive of Yukos and its
largest shareholder, Sibneft asked for the merger to be unwound.
Earlier this year majority shareholders in Yukos and Sibneft signed a
protocol agreeing in principle to reverse the merger. However, Yukos'
management says it has had no official proposal from Sibneft or its own core
shareholders.
Mr Misamore said management was acting for all shareholders and not just
majority shareholders. He said Yukos could either proceed with the
consolidation of Sibneft or make its own plan for separation.
So far Sibneft, which on paper is 92 per cent-owned by Yukos, has resisted
Yukos' attempts to appoint a new board of directors and change its
charter - which Mr Misamore said was a breach of the contract signed under UK
law. "As far as we are concerned the merger has been completed and the
contracts have been exchanged," he said.
Sibneft wants a mirror transaction with Yukos, but Mr Misamore said a new
transaction should be based on a new valuation of Yukos' stock, which
has increased significantly since the merger was first announced. "I
can't see how a mirror transaction would be possible," he said.
Mr Misamore said that if the company's management did not receive
concrete proposals from shareholders, it may present its own plan for the
separation. However, if Sibneft shareholders refused its own proposal, it
could take legal action against its former partners.
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