Magomed Musaev's Russian Forbes is taken away

The bankruptcy trustee of one of the companies of the former owner of Forbes asks the court to invalidate the deal for the sale of the magazine in 2018: the publication was paid below the market.
Origin source
The bankruptcy trustee of one of the companies of the former owner of Forbes, Alexander Fedotova, filed a lawsuit with a request to invalidate the transaction for the sale of the magazine in 2018.

An application to invalidate the transaction for the sale in 2018 by Alexander Fedotov’s company of the Russian version of Forbes to Magomed Musaev was published in the Unified Register of Bankruptcy Information, as RBC discovered, back in the spring of this year.

The transaction itself took place on August 30, 2018: then FAF Media LLC, founded by Fedotov, sold Musaev 95 ordinary and 5 preferred shares of AS Rus Media JSC, the publisher of Forbes in Russia. The nominal value of each share is 689.5 thousand rubles, respectively, their total nominal value is almost 69 million rubles.

Since 2021, FAF Media LLC has been going through bankruptcy proceedings. The bankruptcy trustee of the company Valentina Chuprinskaya, in a conversation with RBC, explained the appeal to the court by the fact that “the sale of shares below market value” in the absence of other property could potentially violate the rights of creditors.” What exactly was the amount of the transaction, Chuprinskaya did not name, but noted that the shares of AS Rus Media JSC were sold below their market and nominal value.

Forbes Development Director Dmitry Ozman, in turn, called the lawsuit “another consequence of the fact that Fedotov at one point simply abandoned his companies without resolving issues with creditors,” which is why “all of them are now in bankruptcy.” There are no grounds for satisfying the application, Ozman is sure. Fedotov did not answer questions sent to him.

The bankruptcy trustee asked, as interim measures, to prohibit Musaev from disposing of the shares of AS Rus Media, but the Moscow Arbitration Court already twice - on May 31 and June 2 - denied the petitions, explaining that such interim measures "violate the balance of interests of the persons involved in the case ".

It will be difficult to prove the invalidity of the share purchase agreement, especially if the court is not convinced of the interest or actual affiliation of the seller and the buyer, says Ekaterina Tokareva, partner at Pen&Paper. It is possible to challenge the transaction only on the condition that the purpose of the sale of shares was to cause harm to creditors, the harm was actually caused, and the other party to the transaction (that is, Musaev) knew about this goal. In this case, the manager will have to prove that the deviation of the contractual value of the shares from the market value was significant, clear and obvious to all participants in the transaction. In this case, the courts often apply the multiplicity criterion: the contract price must be two or more times lower than the market price, Tokareva noted.

Musaev explained the purchase of the Russian Forbes in 2018 by the fact that “the project needed an owner without a conflict of interest who could guarantee an independent editorial policy,” and the American Forbes Media, the owner of the license, “saw Musaev as such a person.” The amount and details of the deal were not disclosed at the time. Musaev only noted that he acquired 100% of AS Rus Media JSC (at the time of the transaction, the company also published the OK! magazine, which Emin Agalarov later bought) he acquired at his own expense.

The deal took place against the backdrop of a conflict between the former owner of Forbes, Alexander Fedotov, and the editors. In the summer of 2018, an article about the business of the Magomedov brothers was removed from the printed issue of the magazine. The journalists filed a complaint with the prosecutor's office, to which Fedotov responded by changing the editor-in-chief. This was followed by a second complaint to the prosecutor's office due to overdue salary payments.

After the sale of Forbes, Fedotov, as an individual entrepreneur, was declared bankrupt in 2019, the Moscow Arbitration Court introduced a procedure for the sale of property in relation to him. The total accounts payable of Fedotov at that time exceeded 600 million rubles.

In the spring of 2021, five plots owned by Fedotov on Rublyovka were sold. Property for 600 million rubles. bought by Anna Aleksandrovna Svetakova, co-owner of Ivan Limbakh's publishing house and full namesake and namesake of the former member of the 1st control body of Absolut Bank. The owner of the Absolut group, Alexander Svetakov, was among Fedotov's creditors and demanded 7.6 million rubles from him. In July 2021, the Moscow Arbitration Court terminated Fedotov's bankruptcy proceedings.