Morgan Stanley 50WI Stabilisation Notice

  Morgan Stanley (50WI) - Stabilisation Notice

RNS Number : 1589S
Morgan Stanley
28 November 2012

                                                                 November 2012

OJSC MegaFon (MFON) (the "Company")

Pre-stabilisation Notice

Pursuant to Article 9(3) of Commission Regulation (EC) No. 2273/2003
implementing the Market Abuse Directive (2003/6/EC), Morgan Stanley & Co
International Plc (Martin Thorneycroft; Telephone: +44 (0)207 677 3553) and
Sberbank CIB (Stephen Kale; Telephone: +44(0)207 936 0445) hereby give notice
that it and its affiliates may stabilise the offering of the following

The securities:
Issuer:                         OJSC MegaFon
Securities:                     Ordinary Shares on MICEX-RTS

                                GDRs on LSE
ISIN:                           RU000A0JS942 - Shares

                                US58517T2096 - GDS RegS

                                US58517T1007 - GDS 144A
Offering base shares/GDRs:      84,526,819
Offering shoe shares/GDRs:      8,452,681
Offer price:                    $20.00
Associated securities:          
Stabilisation Manager (GDRs):   Morgan Stanley
Stabilisation Manager (Shares): Sberbank CIB
Stabilisation period commences: Wednesday28 November 2012
Stabilisation period ends:      Thursday 27 December 2012
Maximum size of over-allotment  8,452,681
facility (Shares/GDRs):
Conditions of use of            May be exercised in whole or in part by the
over-allotment facility:        Stabilisation Managers at any time during the
                                period commencing with conditional dealings
                                and ending 30 days thereafter
Greenshoe Option:
Exercise period:                30 days
Conditions of use of greenshoe  Exercised in whole or in part from time to
option:                         time to cover over-allotments in connection
                                with the offering or stabilisation

In connection with this offering, the stabilising managers may over-allot the
securities or effect transactions with a view to supporting the market price
of the securities at a level higher than that which might otherwise prevail.
However, there is no assurance that any stabilisation will be undertaken and
that it may be discontinued at any time.

This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or
dispose of any securities of the Company in any jurisdiction.

The information contained in this announcement is restricted and is not for
release, publication or distribution in or into, the United States, Canada,
Australia or Japan. This announcement does not contain or constitute an offer
to sell or the solicitation of an offer to buy or subscribe for securities in
the United States, Canada, Australia, Japan or in any other jurisdiction where
such offer or solicitation is unlawful.

The offer and sale of the Ordinary Shares referred to herein have not been and
will not be registered under the US Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold within the United States
absent registration under the Securities Act or an exemption from
registration. There will be no public offer of the securities referred to
herein in the United States.

In addition, if and to the extent that this announcement is communicated in,
or the offer of the securities to which it relates is made in, any EEA Member
State that has implemented Directive 2003/71/EC (together with any applicable
implementing measures in any Member State, the "Prospectus Directive") before
the publication of a prospectus in relation to the securities which has been
approved by the competent authority in that Member State in accordance with
the Prospectus Directive (or which has been approved by a competent authority
in another Member State and notified to the competent authority in that Member
State in accordance with the Prospectus Directive), this announcement and the
Offerare only addressed to and directed at persons in that Member State who
are qualified investors within the meaning of the Prospectus Directive (or who
are other persons to whom the offer may lawfully be addressed) and must not be
acted on or relied on by other persons in that Member State.

                     This information is provided by RNS
           The company news service from the London Stock Exchange


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