Bulgarian Telecommunications Company

Bulgarian Telecommunications Company
Joint Stock Company
Industry telecommunications
Founded 1992
Headquarters Sofia, Bulgaria
Key people
 Atanas Dobrev, CEO
Products Satellite television, IPTV, Fixed line, Mobile telephony, Internet service provider
Revenue Decrease €411.5 million; BGN 802.4 million (2015)[1]
Number of employees
 5 905
Website vivacom.bg

Bulgarian Telecommunications Company AD (Bulgarian: Българска телекомуникационна компания АД), abbr. BTC, headquartered in Sofia, is the largest telecommunications company in Bulgaria and a former state-owned monopoly.

Vivacom (Bulgarian: Виваком) is a brand name of the Bulgarian Telecommunications Company.

BTC was founded as a joint stock company in 1992 as part of the split of Bulgaria's post and telecommunication services into separate companies. Currently, it is leading the market in providing various telecommunication services, including fixed-line, mobile, Internet, radio and TV broadcasting, and data transmission services. The company employs around 6,000 people (5905 in 2016[2]), and owns a mature distribution network with over 240 retail outlets. Vivacom’s customer base includes both business and residential subscribers. As of september 30 2016, it serves 3,139 million mobile subscribers, 957 thousand fixed voice subscribers, 422 thousand fixed broadband subscribers and 404 thousand pay-TV subscribers. Vivacom's fiber-optic broadband network reaches more than 1 million households and free Internet access is available at more than 3 thousand public locations in Bulgaria. Vivacom’s 3G network coverage expands to 99.99% of the population and 99.95% of the territory of Bulgaria, while the 4G network is available to more than 75% of the population in the country.[3]

The Telephone hall of BTC in Sofia
Vivacom logo

History

The Bulgarian Telecommunications Company was established in 1992 as part of the separation of the state-owned enterprise Bulgarian Posts and Telecommunications into different companies.[4]

In June 2004, the Bulgarian government sold 65 percent of BTC’s capital to Viva Ventures Holding, a subsidiary of the US private equity fund Advent International, for €280 million. In January 2005, the Bulgarian state made a public offering of the remaining shares and offered 34.78 percent of the company's capital (2,869,573 shares) on the Bulgarian Stock Exchange – Sofia. In May 2005, the BTC was granted a license for the development of third-generation mobile telecommunication systems under the UMTS standard, class B (2x5+5 MHz). The permit is valid for a period of 20 years and the license fee is BGN 42 million.

In November 2005, the company launched its mobile services under the ‘Vivatel’ brand, Bulgaria's third mobile operator. It later became the fastest growing mobile operator in the country.[5]

In August 2007, the company was sold again. AIG Investments, through its subsidiary AIG Capital Partners Inc., acquired a majority stake in BTC for a total price of €1,080 million (BGN 2,112 million).[6] In January 2009, the BTC announced a merger with its subsidiary BTC Mobile (Vivatel). The aim of the consolidation was to improve management efficiency, optimize costs, secure sustainable growth, and introduce a single brand.

In late 2012, VTB Capital, the investment arm of Russia’s second-largest bank, has led a consortium (Viva Telecom Bulgaria EAD) to buy a controlling stake in BTC. The consortium included a local partner, Mr. Tzvetan Vassilev. In November 2012, Viva Telecom Bulgaria EAD acquired a 93.99 percent stake in the Bulgarian Telecommunications Company. The transaction became a fact as a result of the approval of a comprehensive scheme for the sale and restructuring of the company. The deal received approval from the European Commission and other regulatory authorities.[7] Local experts state that the purchase of VIVACOM was among the most complicated deals in Bulgaria.[8]

On August 30, 2016, the sale of 100% of shares in InterV Investment S.a.r.l. (InterV), a Luxembourg-based holding company for Bulgarian Telecommunications Company EAD (BTC), was successfully completed. The company was acquired by Viva Telecom, a consortium headed by Spas Roussev, its largest shareholder, and various minority investors, including VTB. The sale was initiated following a non-payment default at maturity in May 2015 on the €150 million bridge financing facility issued to the previous BTC shareholders.

The sale of InterV shares was realized via an open, competitive auction conducted by E&Y in London in November 2015 with participation of a number of global institutional investors. On November 20, 2015, Viva Telecom was announced as the winning participant with the final bid of €330 million, which was significantly above the starting price of €180 mn. Following the completion, a wholly owned subsidiary of the Bank owns 20% less one share in the equity consortium.

The transaction was partly financed through a €240 million debt facility extended by VTB Group to Viva Telecom consortium.

Based on the last Q3 financial report, published on official Vivacom site, the Ultimate parent company of Bulgarian Telecommunications Company ("BTC") is Viva Telecom (Luxembourg) S.A (“VTL”). The largest shareholder in VTL with a 46% stake is Viva Edge Telecom Limited which is ultimately owned by Mr. Spas Roussev. Other minority investors are entities affiliated with OJSC VTB Bank, Delta Capital Investments OOD (ultimately controlled by Messrs. Milen Velchev, George Velchev and Krassimir Katev), Mr. Michael Tennenbaum and companies managed by Mezzanine Management Central Europe II Limited. The change in ownership has already received the approval of the Bulgarian Commission for Protection of Competition. The transaction resulted from an auction that took place on 20 November 2015 in London, which VTL won after an offer of €330 million.

In June 2016, over 87% of bondholders for BTC’s €400 million Eurobond issue granted their consent for change of control over the company, as disclosed on the Irish Stock Exchange, further supporting the auction’s legitimacy.[9] The acquisition also received merger control clearance from the Bulgarian Commission for Protection of Competition.

Empreno has filed a lawsuit against VTB Capital in the High Court of London, the litigation is still pending.[10] In August 2016, Empreno sent an appeal to the VTB Supervisory board members to warn them about VTB management's plan to allocate a €240-million fraudulent loan to the consortium of buyers for the purchase of InterV company (indirect holding company of the BTC).[11][12]

On September 9, 2016, BTC announced that the consent solicitation process was successfully completed and the First Supplemental Indenture became operative on September 7, 2016, when all the conditions precedent in the First Supplemental Indenture were either satisfied or waived by the Issuer which considers the legal proceedings in both Bulgaria and Luxembourg as being unmeritorious and devoid of any proper legal basis.[13][14]

In the beginning of September 2016 the Sofia city court blocked the attempt for any corporate changes to Viva Telecom Bulgaria and to the Supervisory Board of Bulgarian Telecom Company[15] based on the ongoing litigation in Bulgarian on both corporate changes initiated by the former owner of 43% interest in the holding company owning Bulgarian Telecom Company - Empreno Ventures Ltd.[16]

The Rusev deal received a competition clearance Bulgarian Commission for Protection of Competition.[17] The upstream entity in Luxembourg LIC 33 SA appealed the clearance in the Bulgarian Supreme Administrative Court and the decision is pending in 2017.

In the beginning of November 2016 the leading Bulgarian press reported on yet another attempt for the pledge of the shares of Viva Telecom Bulgaria EOOD.[18] The loan of 240 million EUR has been extended by VTB Capital with floating interest on the basis of 3-month Euribor plus margins of up to 13% per annum.

Services

Supervisory board

Management Board

References

  1. ↑ https://vivacom.bg/Content/files/ir/reports/report_56_en.pdf
  2. ↑ Studio X Creative. "Домашен & мобилен телефон, високоскоростен интернет от VIVACOM" (PDF).
  3. ↑ "latest financial report (Q3 2016)" (PDF).
  4. ↑ Historical summary – Bulgarian Posts website
  5. ↑ Official website (English)
  6. ↑ Studio X Creative. "Who are we".
  7. ↑ Bulgaria's Vivacom gets court approval for restructuring Reuters
  8. ↑ “Probably the Most Complicated Deal in Bulgaria Ever” Boyanov & Co.
  9. ↑ "Market News". www.ise.ie. Retrieved 2016-07-08.
  10. ↑ "Дмитрий Косарев: Дирижер атаки на Vivacom - Юрий Соловьев". Pravda.ru. 2016-06-30.
  11. ↑ "Знает ли Улюкаев о сомнительном кредите ВТБ?". 2016-08-04 – via Век.
  12. ↑ "СМИ: ВТБ собирается выделить очень рискованный кредит". Polit.ru. 2016-08-04 – via Полит.ру.
  13. ↑ "Company Announcement". www.vivacom.bg. Retrieved 2016-09-09.
  14. ↑ "Market News". www.ise.ie. Retrieved 2016-09-09.
  15. ↑ "Гласове". Съдът блокира влизането на Спас Русев в БТК. 4 September 2016.
  16. ↑ "Empreno: transaction with Vivacom is null and void". Empreno Ventures Limited. September 9, 2016.
  17. ↑ "VTB announces successful completion of the Vivacom sale". vtb.com. 31 August 2016.
  18. ↑ "СГС блокира залагане на БТК". Dir.bg. 04.11.2016. Check date values in: |date= (help)
  19. ↑ "VIVACOM - Supervisory Board".
  20. ↑ "VIVACOM - Managing Board".

External links

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