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Rostelecom OJSC: ROSTELECOM OUTLINES SHARE BUYBACK PROCEDURE AS PART OF THE SECOND STAGE OF ITS REORGANISATION

  Rostelecom OJSC: ROSTELECOM OUTLINES SHARE BUYBACK PROCEDURE AS PART OF THE
  SECOND STAGE OF ITS REORGANISATION

UK Regulatory Announcement

MOSCOW

ROSTELECOM OUTLINES SHARE BUYBACK PROCEDURE AS PART OF THE SECOND STAGE OF ITS
                                REORGANISATION

Moscow, Russia – August 16, 2013 – Rostelecom OJSC (the “Group”) (MICEX - RTS:
RTKM, RTKMP; OTCQX: ROSYY), Russia’s national telecommunications operator,
today announces that it has outlined the share buyback procedure as part of
the second stage of the Company’s reorganisation^1.

During the 45 days following the EGM^2, shareholders who voted against the
reorganisation, or abstained from voting, tendered 21.5% of ordinary shares
and 58.6% of preferred shares, of which Russian legislation recognised the
requirement to buyback 20.8% of ordinary shares and 55.8% of preferred shares.

In accordance with Russian legislation restricting share buyback to 10% of the
value of a company’s net assets, the volume of buyback requests will be
proportionately reduced and shares will be bought back at a rate of
31.4%^3.The buyback will amount to RUB 30.253 billion.

The Company will complete share buyback payments by September 9, 2013. As a
result, the Company will acquire 6.5% of its own ordinary shares and 17.5% of
preferred shares.

                                    * * *

For more information please visit http://www.rostelecom.ru/en/ir or contact:

“Rostelecom Investor Relations / Rostelecom IR” application is now available
to download for free from the Apple App Store and Google Play

Investor Relations Department

Tel. +7 (499) 995 97 80

ir@rt.ru

                                    * * *

Rostelecom (www.rostelecom.ru) 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 9.5 million fixed-line broadband subscribers and over 6.8 million
pay-TV subscribers. As Rostelecom develops its mobile data networks, its
position as a major mobile operator is growing with over 13.5 million
currently subscribed to Rostelecom’s mobile voice services. 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 77.1 billion of consolidated revenues, RUB
28.8 billion of OIBDA (37.4% of revenues) and RUB 6.4 billion of net income
for the first three months ended March 31, 2013.

                                    * * *

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
    pricing;
  *the Company’s plans with respect to improving its corporate governance
    practices;
  *the Company’s expectations as to its position in the telecommunications
    market and the development of the market segments within which the Company
    operates;
  *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 decision about reorganising OJSC Rostelecom by merging it with OJSC
Svyazinvest and 20 other companies (either directly or indirectly 100% owned
by OJSC Rostelecom and/or OJSC Svyazinvest) was taken at the EGM, which took
place on 26 June, 2013.

^2 This timeframe is specified in article 76, point 3 of the law “On
Joint-Stock Companies”.

^3 Article 76, point 5 of the law “On Joint-Stock Companies”

Contact:

Rostelecom OJSC
 
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