Almost simultaneously Empreno Ventures Limited company released a press release calling for the head of government to understand the situation that is fraught with serious damage to the federal budget and serious legal risk for VTB.
Oh, it is easy to deceive me
Thus, the background business that has all the chances to explode scandal, is as follows. Control VTB managers prepared an operation to release a loan to a consortium of buyers. It is a loan target for the amount of 240 million euros to the consortium was able to acquire 100% of the shares INTERV, an indirect holding company of BTX (JSC "Bulgarian Telecommunications Company", Bulgaria, owner of the telecommunication brand Vivacom). For clarity, the indirect relationship means that BTX InterV controls through its subsidiary, rather than directly. It is expected that the loan will be providing 100% of the shares InterV and 100% stake in BTC.
But almost from the start in the case of a loan of VTB were the "pitfalls", indicating that the new loan is very risky operation on the part of the bank's managers. The fact is thatBTK previously issued bonds totaling EUR 400 million (current rate of return 6⅝%, maturity - in 2018).
The law requires: bondholders must agree if the company moves to a new owner. If the owners of such bonds do not give consent, then they have the right to demand that the management of BTC bought their bonds for 101% of the nominal value. And at first the owners have given their consent to the change of shareholders of BTC.
But then intervened US Trustee Bank, representing the interests of bondholders. Employees of the bank proved that VTB managers gave false information about the change of the company's shareholders BTK, so US Trustee refused to approve the results of the voting bondholders. That is, speaking the language of business, at the moment bondholders have not expressed a legally valid consent to the transition of the company to a new owner.
As a result, he received a classical "fork":
- If the owners demand from BTK to prepay their bonds, while the Bulgarian company of an eyeout to be the inevitable bankruptcy, because it simply does not have the money to pay off;
- And at the same time, VTB managers do not have the right to issue a new loan for 240 million euros, because in fact no provision exists - either in the form of a 100% stake in BTC, nor in the form of a 100% stake InterV.
It would seem that the situation is clear. No collateral to secure the deal - no credit. So there are all banks. Moreover, VTB is going to provide a new loan in the amount of 240 million euros to buyers consortium was able to pay off the previous loan of 150 million euros, which was the company VTB Capital Plc (the British branch of the same VTB) and also secured in a 100% stake InterV and 100% stake in BTC. But it turns out, the managers of the bank VTB think in different categories. Despite the newly discovered facts, VTB managers responsible for the transaction (the chairman of the Board of Directors of VTB Capital Yuri Soloviev, CEO of VTB Capital Alexey Yakovitsky and head of VTB Milen Velchev Bulgarian office), persist arrange a deal to release crDita in the amount of 240 million euros. Although, as follows from the above, to issue such a loan - the same that go out and give money to the first comer.
Not to mention the fact that VTB managers are going to give us a loan (so-called consortium of buyers), which is not only that it has no commercial history, because it was recorded a few months ago, so still and has no assets (a company BTK more need to buy). Do not go there in this case, talking about the classical scheme, when mercenary managers give a multimillion loan dummy company? On the scheme, which involves themselves VTB managers who plan to acquire control of the company BTC? Yes, even at the expense of serious harm to the interests of the federal budget?
Finally, there is one eloquent touch. Today, shares of BTC are pledged from the British branch of VTB VTB Capital Plc as security for the loan of 150 million euros. Moreover, over time VTB Capital Plc repurchased debt BTK over other companies and today is the sole creditor of "Bulgarian TelecommunicationsCOMP ANIES ". That is, in fact, VTB managers headed by Chairman of the Board of Directors Yuri Soloviev going to issue a loan, knowing that 100% of the BTK are already pledged to the subsidiary bank of their own!
Understandably, VTB managers kept a stubborn silence, despite the fact that the Russian media for a long time discussing the dubious deal. Persistently silent and VTB supervisory board, headed by Economic Development Minister Alexei Ulyukaev, in spite of numerous publications in the press and public appeals, calling to pay attention to such operations.
Eye of the sovereign
But in the situation around the bank VTB is another serious player. This is the Russian government, which currently holds a controlling stake in the form of 60, 93% shares of VTB. That is why the businessman Dmitry Kosarev appeal directly to the prime minister, Dmitry Medvedev, as another statesman - the head of the supervisory board of VTB and Economic Development Minister Alexei Ulyukayev -Keep eloquent silence. And the situation is really seriousi. The risk of default on the new loan is very large, and a default on the part of the BTK - a permanent loss of 240 million euros. VTB - the bank with state capital and its managers for the arts in any case will pay the state.
Therefore it is necessary to analyze separately what the consequences bear the loss of credit for the Russian Federation. Thus, the loss of 240 million euros - that's a bargain, especially because, as we found out, in fact, no collateral, this transaction is in fact not. But after that, as a consortium of buyers will default, bond owners BTK sue to protect their interests. After all, it is worth recalling that there is no legally significant consent are not allowed to sell the company. A total number of claims will start with 400 million euros, plus interest on the bonds, plus compensation for lost profit and other related losses. Follow subsequent lawsuit against the company Empreno Ventures Limited, which requires to compensate for the losses incurred. The fact that Empreno through its indirect 100% subsidiary LIC Telecommunications Sarl owns a 43.3% stake in V Telecom Investment SCA (which, in turn, YaVyaetsya indirect holding company in respect of "Bulgarian Telecommunication Company"), and also has the right in respect of 33.3% of shares in V Telecom Investment SCA, in accordance with the agreement total return swap.
In general, the machinations of VTB managers in the sum can cost the Russian budget of over 1 billion euros. And in light of the economic crisis affecting the Russian Federation, this amount - too serious loss to the budget in order to "sovereign people" finally drew attention to the questionable operations of VTB Bank managers. Moreover, it is no secret that the Russian government is now just do not have enough money for the payment of salaries to state employees (doctors, teachers, etc.), Pensions and social benefits. Therefore, losing more than a billion euros - for now just a luxury. Therefore, it is only at first glance it seems that the appeal to the Prime Minister Dmitry Medvedev - the last hope that the first person in the country put an end to dubious transactions VTB managers. In fact, if you look, Prime Minister in the conditions of shortage of money in the budget - a figure №1, sainteresovannaya stop credit fraud VTB managers threaten to cause serious harm to the interests of the Russian Federation.
All the more so, in the language of the Criminal Code, in the case of credit VTB has another aggravating circumstance. VTB Management chose a very unfortunate time for their machinations - right before the elections to the State Duma. So, just before the voting day, the public receives a powerful reason to raise the issue of the efficiency of state-owned companies, as well as corruption among managers on state wage. And no matter how it turned out that before September 18 the leadership of "United Russia" will have to make excuses for the machinations of state managers as has happened several times before.