Rostelecom OJSC: Miscellaneous

  Rostelecom OJSC: Miscellaneous

UK Regulatory Announcement



Moscow, Russia – December 27, 2012 – Rostelecom OJSC (the “Group”) (MICEX -
RTS: RTKM, RTKMP; OTCQX: ROSYY), announces that the Company completed the
acquisition of 140,315,416 additional ordinary nominal book-entry shares in
Svyazinvest OJSC^[1] (“Svyazinvest”) for a total cash consideration of RUB
1,720.267 million.

The acquisition will enable the Group to remain in control of the 25% + 1
share blocking stake it possesses in the state holding before the merger is

In accordance with Russian Federation Presidential Decrees №1005 dated August
12, 2010, and №1418 dated November 15, 2010, the State, represented by the
Federal Agency for State Property Management, is the second Svyazinvest
shareholder and purchased its stake by transferring to Svyazinvest its
ordinary shares in OJSC Bashinformsvyaz, JSC Ingushelektrosvyaz, JSC
Chukotkasvyazinform, OJSC MMTS-9, as well as its ordinary and Class A
preferred shares in JSC Central Telegraph.

The second stage of the reorganisation, which merges Svyazinvest with
Rostelecom, is expected to be completed in 2013. Once the merger is complete,
Rostelecom will obtain control over all of Svyazinvest’s assets.

                                    * * *

For more information please visit or contact:

Investor Relations Department

Tel. +7 (499) 995 97 80

                                    * * *

Rostelecom ( is Russia’s largest national telecommunications
operator with presence in all Russian regions. The Group is a universal
operator and undisputable leader of broadband and pay-TV markets in Russia
with over 9 million fixed-line broadband subscribers and over 6 million pay-TV
subscribers. As Rostelecom develops its mobile data networks, its position as
a major mobile operator is growing with over 13 million currently subscribed
to Rostelecom’s mobile voice services. The Company currently has approximately
28 million local fixed-line voice subscribers and it is the leader in the
corporate and government services segment. The Group is also an important
innovator that provides solutions in the field of medicine, E-Government,
cloud computing and education.

Rostelecom was assigned a ‘BBB-’ and ‘BB+’ international credit ratings by
Fitch Ratings and Standard & Poor’s respectively, both with a ‘Stable’
outlook. The Group generated RUB 238.7 billion of consolidated revenues, RUB
94.0 billion of OIBDA (39.4% of revenues) and RUB 30.6 billion of net income
for the nine months ended September 30, 2012.

                                    * * *

Certain statements in this press release are forward-looking statements within
the meaning of the U.S. federal securities laws and are intended to be covered
by the safe harbors created thereby.

Those forward-looking statements include, but are not limited to:

  *Management’s assessment of the Company’s future operating and financial
    results as well as forecasts of the present value of future cash flows and
    related factors;
  *the Company’s anticipated capital expenditures and plans to construct and
    modernize its network;
  *the Company’s expectations as to the growth in demand for its services,
    plans relating to the expansion of the range of its services and their
  *the Company’s plans with respect to improving its corporate governance
  *the Company’s expectations as to its position in the telecommunications
    market and the development of the market segments within which the Company
  *economic outlook and industry trends;
  *the Company’s expectations as to the regulation of the Russian
    telecommunications industry and assessment of impact of regulatory
    initiatives on the Company’s activity;
  *other statements regarding matters that are not historical facts.

Such forward-looking statements are subject to risks, uncertainties and other
factors, which could cause actual results to differ materially from those
expressed or implied by these forward-looking statements. These risks,
uncertainties and other factors include:

  *risks relating to changes in political, economic and social conditions in
    Russia as well as changes in global economic conditions;
  *risks relating to Russian legislation, regulation and taxation, including
    laws, regulations, decrees and decisions governing the Russian
    telecommunications industry, securities industry as well as currency and
    exchange controls relating to Russian entities and their official
    interpretation by regulatory bodies;
  *risks relating to the Company, including the achievement of the
    anticipated results, levels of profitability and growth, ability to create
    and meet demand for the Company’s services including their promotions, and
    the ability of the Company to remain competitive in a liberalized
    telecommunications market;
  *technological risks associated with the functioning and development of the
    telecommunications infrastructure, technological innovations as well as
    the convergence of technologies;
  *other risks and uncertainties. For a more detailed discussion of these and
    other factors, see the Company’s Annual Report and the Company’s other
    public filings.

Many of these factors are beyond the Company’s ability to control or predict.
Given these and other uncertainties, readers are cautioned not to place undue
reliance on any of the forward-looking statements contained herein or
otherwise. The Company does not undertake any obligation to release publicly
any revisions to these forward-looking statements (which are made as of the
date hereof) to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events, except as may be required
under applicable laws.

^[1] The shares exchanged in this private placement were issued by Svyazinvest
following an Extraordinary General Meeting of Svyazinvest shareholders on June
29, 2012, that approved an additional issue of 561,261,664 ordinary shares at
par value of RUB 1 each. On October 11, 2012, the issue was registered with
the Federal Service for Financial Markets (FSFM) and assigned under state
registration number 1-03-00563-A-001D.


Rostelecom OJSC
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