Alfa Group Consortium(Russian:Консорциум «Альфа-Групп») is a Russian international privately owned investment groups, with interests in oil and gas, commercial and investment banking, asset management, insurance, retail trade, telecommunications, water utilities and special situation investments.
Company type | Private |
---|---|
Industry | Diversified investmentsconglomerate |
Founded | 1989 |
Founder | Mikhail Fridman Anatoly Potik German Khan Alexei Kuzmichov |
Area served | Russia,Ukraine,Turkey,Netherlands,Belarus,Kazakhstan,CIS |
Key people | Mikhail Fridman Anatoly Potik German Khan Alexei Kuzmichov Petr Aven |
Revenue | US$16.613 billion (YE2012)[1] |
US$2.722 billion (YE2012)[1] | |
Total assets | US$82.598 billion (YE2012)[1] |
Total equity | US$21.279 billion (YE2012)[1] |
Subsidiaries | Alfa-Bank Alfa Capital Management Alfa Capital Partners AlfaStrakhovanie Group Altimo X5 Group A1 Group RosvodokanalGroup |
Website | https://alfagroup.org/ |
The group was founded in 1989 asAlfa-Ecoby Israeli-Russian businessmanMikhail Fridmantogether with US/(former USSR) businessman Anatoly Potik.Alfa Eco was formed as a joint venture by Anatoly Potik's company ADP Trading (20% stake) and Mikhail Fridman's company Alfa-Foto (80% stake) Russian Ministry of Finance TIN Number 7728112961.LaterGerman Khan,Alexei Kuzmichov,Alexander Kushev, and several other partners joined.
As a holding company, in the financial year ending December 2010 Alfa Group had total assets of US$59,900 million, total equity of US$21,790 million and profit for the financial year of US$2,810 million. Return on shareholders' equity were recorded at 13.4%.[1]
In April 2012, Altimo sold its entire 25.1% stake inMegaFonto a private investor and to MegaFon for US $5.2 bln.[2]
Ownership structure and joint ventures
editIts central holding company is located inGibraltarand under the direction of Franz Wolf, the son ofMarkus Wolf.[3][a] Alfa Group has ownership stakes in the following companies and joint ventures:
- ABH Holdings S.A. — a private investment holding company headquartered in Luxembourg with investments in banking groups across the CIS and Europe, which includes:[17]
- ABH Financial Limited, operates mainly throughAlfa-Bank(Russia) — wholly owned commercial and investment bank and one of Russia's largest, private banks,
- Alfa-Bank (Ukraine),one of the ten largest Ukrainian banks,
- Amsterdam Trade Bankin theNetherlands— a subsidiary of Alfa-Bank (Russia),
- Alfa-Bank (Belarus),
- Alfa-Bank (Kazakhstan),
- Alfa Capital Markets, а financial subsidiary in Cyprus.
- AlfaStrakhovanie Group, one of the largest Russian insurers with a diversified portfolio of comprehensive business and retail insurance products.
- X5 Group,the largest food retail operator inRussiain terms of sales. Operates Pyaterochka, one of the largest discount grocery retailers inRussiain terms of sales, Perekrestok, which runs a leading chain of supermarkets in Russia, and Karusel, one of the largest hypermarket chains in Russia. Listed on London Stock Exchange under the symbol FIVE. Alfa Group owns 47.86% of the company, 19.85% stake belongs to the founders of Pyaterochka.
- TNK-BP,one of the top ten privately owned oil companies in the world in terms of crude oil production. The company was formed in 2003 as a result of the merger ofBP's Russian oil and gas assets and the oil and gas assets of Alfa Group, Access Industries and Renova Group (AAR).[18]BPand AAR each own 50% of TNK-BP. In 2013, the company was acquired byRosneft,with Alfa Group's cut almost fourteen billion.[19]
- VimpelCom,one of the world's largest groups of integrated telecommunications services operators. Listed on theNew York Stock Exchangeunder the symbol VIP. Alfa throughAltimoowns 24.998%,NorwegiantelcoTelenorowns 25.007% of shares, and 29.626% stake is owned byWeather InvestmentsofSawiris family.
- Turkcell,Turkey's largest mobile operator. Alfa Group controls 13.22% stake in the company withSwedishtelcoTeliaSonera.
- Rosvodokanal Group, a leading private operator of water utilities in Russia and CIS.
- A1 Group, former Alfa-Eco, wholly owned special situations investment company.
- LetterOne Group, an investment vehicle specialising in energy, technology and private equity.[20]
- Alfa Capital Management, an asset management company, which serves Russian as well as international institutional and private clients.
- IDS Borjomi International,the manufacturer of naturallycarbonatedmineral waterfrom springs in theBorjomi Gorgeof centralGeorgia.
There are a number of current disputes regarding Alfa's ownership of various stakes[clarification needed]in telecoms companies.[citation needed]
Alfa Group is notably involved in a commercial dispute with Norwegian mobile phone company Telenor over the control of Russian companyVimpelcom[21]
Legal disputes
editOver 10 years, Alfa Group has found itself in legal battle with business partners fromCanada(NoreX),Great Britain(BP),Sweden(TeliaSonera),Norway(Telenor),TurkeyandIndonesia.Federal Reserve executivePaul Volckerhas accused Alfa Group of violation of the UN sanctions againstIraqduringSaddam Hussein's regime, and for pressure exercised againstKPMGduring their spring 2005 investigation of aBermudaregistered, Russian telecom company, Ipoc International.[22][23]To counter the Bermuda government supported audit by KPMG of Ipoc International, Alfa Group hired Diligence, founded byRichard BurtandLord Powell of Bayswaterwith Diligence Europe headed byMichael Howard.[24]Diligence began its Project Yucca to infiltrate KPMG.[22]The Bermuda government accused Diligence of impersonating secret service personnel to obtain KPMG information about KPMG's audit of IPOC International Growth Fund Ltd.[22][23]The Bermuda government accused Alfa Group's Ipoc International ofmoney laundering.[22][23]Alfa Group stated that Diligence was not hired by Alfa Group but byBGRwhich was founded byHaley Barbour.[22][23]BGR had worked for Alfa Group's telecom Altimo.[23]Project Yucca ended on October 18, 2005, when KPMG received papers from Project Yucca.[22]During Project Yucca, the shareholders of Diligence were CEO Nick Day who was a former British agent, Chairman of Diligence Richard Burt who was a former United States ambassador to Germany under Reagan, the Exxel Group which is a Buenos Aires private equity firm, and Edward Mathias fromCarlyle Groupwhich is a private equity company from Washington, D.C.[22][23]
Dispute with NoreX and BP
editAlfa Group's legal disputes withBPdate back to 1991, when theCanadianoil companyNorexrepresented a newly formed, Russian-Canadian joint venture inSiberia's oil industry, operating the marginalChernogoroil-fields close toKhanty-Mansijsk.With the Russian companyChernogorneft,the Canadian company entered into a 60% ownership in the joint-ventureYugraneft.Later on, NoreX increased their stake to 97,64%, and in September 1998 Chernogorneft was filed with bankruptcy by theTyumen Oil Company(TNK). The arbitration court of Khanty-Mansinsk proclaimed for Chernegorneft a new chief executive officer, with a background from Alfa Group.[25]The main owner of Chernogorneft was BP, via their holding companySidanko.
TNK gained control over 60% of Chernogorneft's debts, and the debt of US$35 million held byEBRDwas reduced to US$9 million by Khanty-Mansijsk arbitration court on 30 July 1999. Thereby, TNK controlled 60% of the debt claims, and according to NoreX the Alfa Group took over Chernogorneft's oil sales below market prices.[25]Resulting in a forced sell-out of the company, Sidanko (BP) was rejected from taking part in auctions, and remaining bidders were legally restrained from offering more than US$200 million for Chernegorneft - a mere fifth of its assumed value. On 26 November 1999, TNK took over all of Chernorogneft for US$172 million.
Letters of protest from prime ministerTony Blairto presidentVladimir Putinhelped little, the legally BP-owned company was forcibly sold to TNK below market price. TNK also got approval from the Khanty-Mansijsk arbitration court to take over Chernogorneft's stakes in two joint ventures, in spite of protests from venture partners Norex andOccidental Petroleum.BP fought on for years to retrieve its rightful ownership in Chernogorneft, and in August 2001 this got its first legal approval.
In 2000, according to NoreX, TNK started to undermine Yugraneft's oil transports through the national semi-monopolistic pipeline systemTransneft.On 11 April and 26 June 2001, TNK again got two legal victories in the Khanty-Mansijsk arbitration court, first through a reversal of earlier regulation regarding Chernogorneft's stock capital in the joint-venture, and thereafter through a nullification of the voting powers in 497,142 out of the 600,000 shares held by NoreX. At an extraordinary annual assembly of Yugraneft on 28 June, NoreX' candidate for the CEO position was elected, but the day after TNK's security executive and 20 heavily armed guards appeared at the Yugraneft office with a false annual assembly protocol, installing Mr. A. Berman as CEO of Yugraneft. In June 2001, Yugraneft's owner Alex Rotzang contended that twoBritish Virgin Islandsshell companiesQuenon investments limitedandShapburg limitedwhich are closely associated with Mikhail Fridman and Alfa Group illegally gained control of Yugraneft through an armed seizure of Yugraneft's offices.[26][27][28]In 1998, both Quenon and Shapburg formed theLuxembourgbasedCompagnie Financiere pour l'Atlantique du Nordwhich changed its name toGaumur Holdingin March 2000 and was entirely controlled by theBaugur GroupofIceland.[29]Both Shapburg limited and theGibraltarbasedAB Holdings limited,which is owned by Mikhail Fridman, co-founded the Alfa Bank subsidiaryAlfa finance holdings SAbased in Luxembourg.[29]In March 2000,Alfa finance holdings SAsucceededAB Holdings limitedas the parent holding of Alfa Bank Group.[30]Norex' demands for investigation and nullification remained fruitless. Norex brought the case before a U.S. Federal court inNew Yorkin February 2002, demanding US$1.5 bn in redemption from TNK and Alfa Group.[31]
The year after, BP and Alfa Group merged all their oil and gas interests into a 50/50 joint venture, in spite of BP's legal and financial losses in the Yugraneft disputes since 1999. The new venture controlled both Sidanko og TNK from 11 February 2003.[32]The merger implied that NoreX' stake of 97% in Yugraneft come under control of Alfa Group and BP. NoreX, thereby, saw their possessions dwindle and transferred partly to BP,[33]and appealed for copies of BP documents before a US court.[34]Jones Dayrepresented its client Alfa-Access-Renova (AAR) ofLen Blavatnik,Mikhail Fridman, andViktor Vekselbergin United States court.[35]In 2004 theU.S. Supreme Courtsustained Norex' right to appeal, but at a lower level the legal dispute went on for years, with only gradual victories for NoreX.[36]
For a summary of the battle of control over TNK, BP, see:TNK-BP.
Dispute with Telenor
editAlfa started investing in VimpelCom in summer, 2001.[37]The power-broking between Alfa group andTelenorinVimpelComstarted 2004, when Alfa proposed that VimpelCom acquire a larger share inUkrainian RadioSystems(URS),a small GSM operator inUkraineoperating under the brand«WellCom».Telenor found the price of US$132 million far too high, after the Russian telcoGolden Telecomhad declined acquiring URS at a far lower price.[38][full citation needed]In October 2004, a minor shareholder of VimpelCom lodged three lawsuits against Telenor in the provincial city ofKrasnoyarskinSiberia,with claims that the VimpelCom shareholder agreement be cancelled, and the URS shares be acquired.
In May 2005, the Alfa Group filed a lawsuit against Telenor, via Alfa's daughter companyEco Telecom Ltd,contesting the declination of Telenor's three VimpelCom board members to approve the URS acquisition. Eco Telecom especially contested Telenor's vetoing power in the VimpelCom shareholder agreement.[39]After the trial, Alfa Group declined during four years to take part in the board of managers meetings in UkrainianKyivstar,thereby blocking the normal procedures of annual assemblies, approval of accounts, and payments of dividends. In 2008 Telenor achieved several legal approvals in the U.S. Federal Court of Appeal inNew York,and in 2009 the Alfa Group submitted to the rulings and took up normal shareholder activity in Kyivstar. In Russian VimpelCom, however, the Alfa Group geared up its legal battle with Telenor by nominating more directors than Alfa's capital share implied. In January 2007, a court of appeal inGeneva,Switzerlandruled that Alfa Group had violated the shareholder agreement of VimpelCom.
In November 2005, VimpelCom acquired 100% of URS, after having got approval from VimpelComs annual assembly. Thereby, the Alfa Group owns shares in both URS (Beeline Ukraina) via VimpelCom, and inGolden Telecomwhich operates in both Russia and Ukraine, and in Ukraine's major mobile operatorKyivstar GSM,and inTurkishTurkcellwhich owns a stake in the Ukrainian mobile operatorAstelit.Telenor and Alfa disagree over the latter's ownership in three of Kyivstar's competitors in the Ukrainian market.[40]
In 2004, Alfa Group's daughter company «Storm» filed a number of lawsuits against Telenor, to nullify a number of provisions in the Kyivstar charter and shareholder agreement. Alfa Group especially wanted to nullify an arbitration case that Telenor had lodged inNew York,but was rejected. Alfa reacted to their legal loss by boycotting all normal shareholder activity in Kyivstar, for four years from 2004, effectively blocking the business of annual assemblies, and avoiding the consolidation and ratification of Kyivstar's annual accounts.[38]No dividends were paid after 2003. In February 2006, Telenor took the issue to a U.S Federal court in New York. On 16 December 2008, Alfa Group resumed normal shareholder activities, joined in the election of a new board of directors, and agreed to pay accumulated dividends. On 11 March 2009, the Federal district court in New York ruled for the second time that Alfa companies Altimo, Storm, Alpren and Hardlake had revealed contempt for the court by not depositing their Kyivstar shares in the United States.[41]Alfa Group was convicted to daily penalties of US$100,000 from 12 March, and a further 100,000 daily if not either Alfa's shares in Kyivstar be sold, or ownership in competing business be reduced to a maximum 5%. NeOn 28 April 2009, the New York court ruled that Alfa Group had submitted to the legal rulings. JudgeGerard E. Lynchestablished that Alfa Group had reduced their ownership in competing mobile operations in Ukraine.
Farimex vs. Telenor
editIn 2009 a small, Russian-owned company,Farimex Ltd,wholly owned by aDimitrij Fridman,lodged a claim of US$5.7 bn from Telenor in compensation for Telenor's refusal to approve VimpelCom's acquisition of URS and market entry in Ukraine. Courts inKhanty-Mansiysk[42]andOmskhave approved Farimex' claims and arrested Telenor's US$1,8 bn worth shares in VimpelCom in March 2009,[43]but Telenor refuses to accept the legal premises and appeals the verdicts to the regional court ofTyumen,which is the last court of appeal before the federal level inMoscow.[44]
Telenor Executive vice presidentJan Edvard Thygesenhas repeatedly said that a swap of shares in VimpelCom and Kyivstar between Telenor and Alfa Group is an option, but hard to achieve in practice.[45]
When Minister of Foreign AffairsJonas Gahr Størevisited his Russian counterpartSergej Lavrovin Moscow on 24 March 2009, the strife between Alfa and Telenor was elevated to become the prime issue.[46]Still, Telenor was presented by a claim from the Russian bailiff of US$1.7 bn, on 3 April, via a Norwegian district bailiff. Three days later, Telenor asked the federal arbitration court in Moscow to sustain this action until the Tyumen court had negotiated the substantial issue.
The case between Farimex and Telenor has aroused widespread, international concern. Roland Nash, Chief of research atRenaissance Capitalviewed the case as a test to the credibility of Russia's legal system and openness to foreign investment.[47]Russia analystChristopher Granvilleviews the Farimex vs. Telenor case as even more serious to Russia's credibility than earlier legal battles.[48]And judge Gerard E. Lynch, presiding in the New York appeal cases lodged by Telenor over Kyivstar, has criticized Alfa Group's utilisation of remote courts in Western Siberia.[49]
Agreement
editIn early October 2009, it became evident that Altimo (Alfa) and Telenor had for some time conducted negotiations for a solution to their conflicts. On 5 October, it was communicated that written agreement had been reached, to establish a joint holding company for VimpelCom and Kyivstar, namedVimpelCom Ltd.[50]The agreement says that the two main owners establish VimpelCom Ltd inAmsterdamand list it at theNew York Stock Exchange.The holding company, and thereby VimpelCom and Kyivstar, will be owned 38,84% by Telenor and 38,46% by Altimo. The remaining stock capital, minimum 20%, is to remain free floating at any given time. The two main owners will have three board members each, and let the remaining owners appoint another three members of the Board of directors. That board of nine will appoint the holding company's CEO after an independent, international recruitment process. The agreement depends on all legal disputed concerning VimpelCom and Kyivstar to vanish, and it depends on the Russian Federation to allow Telenor to increase its ownership in VimpelCom.
Dispute with TeliaSonera
editAlfa Group and Swedish-FinnishTeliaSonerajointly own theTurkishmobile operatorTurkcell.
In Turkey, TeliaSonera has acquired 47% of the shares inTurkcell Holding,which controlled 51% of Turkcell. Telia's partner was the Turkish companyCukurova.TeliaSonera and Cukurova agreed on a binding shareholders' agreement in 2005,[51]depriving Cukurova from the right to sell Turkcell shares without the prior consent of TeliaSonera, and with the latter company's right of first priority to buy eventual shares from Cukurova. However, Cukurova sold their shares to Alfa Group that same year.[52]Through this US$3.5 bn purchase, Alfa Group exercised control of Turkcell's board of directors already from First quarter, 2006.[53]In January 2007, a court of appeal inGeneva,Switzerland,ruled that Cukurova had violate the shareholder's agreement by selling their shares on to the Alfa Group. The court demanded Cukurova to see to it that the shares be transferred back and re-sold to TeliaSonera. A court of appeal inVienna,Austriaconfirmed this ruling on 7 March 2008, and repeated the demand to enter into negotiations with Alfa Group over at transfer of the shares, but with no practical results. On 7 August 2009 theInternational Chamber of Commerceissued an award stating that Cukurova must deliver all the remaining shares in Turkcell Holding to TeliaSonera.[54]
Links to the Icelandic financial crisis
editAlfa-Bank has a Luxembourg-registered subsidiary Alfa Finance Holdings. The company's document trail shows thatShapburg Limitedwas a shareholder of Alfa Finance Holdings. Shapburg Limited is an anonymous Luxembourg-registered company which has been suspected of controlling important Icelandic companies. The finding was reported in 2005.[55]
Sanctions
editIn December 2023 the EU sanctioned AlfaStrakhovanie Group.[56]
See also
editNotes
edit- ^Franz Thomas Alexander Wolf(b. May 1953,Berlin), who is the son of the formerEast Germany'sStasimemberMarkus Wolf,is a representative of theLiechtensteinbasedCrown Finance Foundationand a director with theGibraltarbasedCTF Holdingswhich, in 2013, had $60 billion investments fromMikhail Fridman's Alfa Group and is close to bothPetr Aven'sAlfa-BankandAlexey Kuzmichev.His numerous very controversial business interests were revealed in April 2013: he is a director of Ventrelt Holdings, A Common Holdings Limited, Altima Holdings Limited, and A2 Investive Limited, and a manager of Ola Holdings Limited which are all based inTortola;and a manager of Eco Telecom Limited which is based in Gibraltar.[4][5][6][7][8][9][10][11][12][13][14]In 2002,Crown Resources,a company that has Alexey Kuzmichev as its director and is associated with Franz Wolf, Mikhail Fridman, Alfa Group,German Khan,and Alfa-Eco, which became A1 in 2006, chartered a singled walled 26 year-oldBahamianflagged tankerPrestigewhich was laden with 77,000 tons of heavy fuel oil on-loaded at both St. Petersburg, Russia, and Ventspils, Latvia, butsankoff theGaliciancoast ofSpainspilling 20,000 tons of its petroleum cargo along the Spanish coast.[15][16]
References
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{{cite news}}
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{{cite news}}
:CS1 maint: multiple names: authors list (link) - ^Alfa Group: CONSOLIDATED FINANCIAL STATEMENTS AND REPORT OF THE AUDITORS (31 December 2001).See page 8.
- ^Norex Petroleum Ltd. v. Access Industries, et al., No. 02-CV-1499 (LTS)(KNF) (S.D.N.Y.).
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- ^"TeliaSonera - press release".Cision Wire. Archived fromthe originalon 2009-08-10.Retrieved2005-03-25.
- ^TeliaSoneraArchived2008-11-21 at theWayback Machine- «Significant events after Year-end 2007».
- ^TeliaSonera[permanent dead link ]- «Delårsrapport Januari-juni 2006», page 16.
- ^"TeliaSonera - press release".Cision Wire. Archived fromthe originalon 2009-08-10.Retrieved2009-08-07.
- ^"Россия желает спасать Исландию из-за давних офшорных связей чиновников и бизнесменов".The New Times. 2008-10-21..Another copy:"Зачем Россия спасает Исландию".Rususa. 2008-10-21. Archived fromthe originalon 2011-07-15..An automatic translation:"Discussion of the relationship between Iceland and Russia from the Russian newspaper".Archived fromthe originalon 2008-10-23.Retrieved2010-04-07.
- ^"EU Issues 12th Sanctions Package Targeting Russia".19 December 2023.
External links
edit- (in English)Alfa Group official websiteArchived2007-06-07 at theWayback Machine