Potanin’s structure offers $1.48bln for 4% stake in Norilsk Nickel
According to Rusal, any sale of Norilsk Nickel shares by Crispian will be illegal until the decision by the High Court of London.
Crispian Investments Limited controlled by Roman Abramovich has notified the majority shareholders of Norilsk Nickel about receiving an offer to sell approximately 4% stake in Norilsk Nickel MMC to Bonico Holding Co. Ltd, the beneficiary of which is Vladimir Potanin. This is reported by the press service of Oleg Deripaska’s UC Rusal, which owns a 27.8% stake in Norilsk Nickel.
According to Crispian, Bonico offers to pay $234 for each of approximately 6.314 million shares of Norilsk Nickel. Thus, the total value of the package is estimated at approximately $1.48 billion, and the premium to the market price (February 16, trades in shares of Norilsk Nickel on the London Stock Exchange closed at $19.2 per depositary receipt, or $192 per share) exceeds 20%.
In their letter to the majority shareholders of Norilsk Nickel — UC Rusal and Whiteleave Holdings Limited, the beneficiary of which is also Potanin — Crispian offered both to take advantage of the first refusal right to acquire MMC shares on terms similar to Bonico's offer.
According to Rusal, Whiteleave accepted this offer, but Rusal decided that this letter has no legal force, and therefore, “any sale of Norilsk shares by Crispian will be illegal.”
Rusal also recalled the lawsuit initiated by the company in the High Court of London.
“The next court session will be held during the week beginning on March 5, 2018; until then, no action can be taken in relation to the MMC shares owned by Crispian,” Rusal’s message says.
February 16, it became known that Rusal had appealed to the High Court of London with a request to block the sale of Crispian’s share in the MMC capital to Vladimir Potanin’s Interros group structures (owns a 30.4% stake in Norilsk Nickel).
“UC Rusal’s appeal is unreasonable. We acted in accordance with the shareholders' agreement without prejudice to the interests of UC Rusal,” Interros representative told RBC.
Amid the news about a new round of corporate conflict of the company's shareholders, the depositary receipts (ADR) of Norilsk Nickel fell by 8% on the London Stock Exchange, to $19.2 per share.
Commenting on Rusal’s appeal, Norilsk Nickel said it does not affect the company’s current activities, however, according to the decision of the High Court of London, Rusal will have to reimburse the company for all losses that it may incur in the event of the relevant court decision.