Yulia A. Solomakhina’s practice focuses on corporate and financial transactions, particularly capital markets, mergers and acquisitions, and cross-border transactions involving businesses in Russia.

She also has extensive experience in Russian regulatory matters, including antitrust and foreign strategic investments law matters.

Yulia joined the firm as an associate in 2002 after working as a stagiaire at Cleary from 2000 to 2001, and became a partner in 2011.

Notable Experience

M&A and Joint Ventures, counsel to:

  • Sergey Galitskiy in the $2.45 billion sale of his 29.1 percent stake in Magnit, one of Russia’s largest supermarket chains, to VTB Bank.

  • Rostelecom in its establishment of a joint venture with the All-Russia State Television and Radio Broadcasting Company (VGTRK), a Russian national media holding company. 

  • Rostelecom in its absorption merger with its controlling shareholder, state-owned Svyazinvest, and subsidiary undertakings of both Rostelecom and Svyazinvest.

  • SAB Miller in its strategic alliance with Anadolu Efes, through a transfer of SABMiller’s Russian and Ukrainian beer businesses, valued at approximately $1.9 billion, to Anadolu Efes in exchange for newly issued 24% shares in Anadolu Efes.

  • Technosila, a leading Russian consumer electronics retail chain, in its combination of assets and establishment of a joint venture with Technoshock, a retail group headquartered in Saint-Petersburg.

  • Alrosa, the world’s largest diamond mining company, in its $1.1 billion purchase of Geotransgaz and Urengoy Gas Company from affiliates of VTB Bank and affiliates of Metropol. Previously counsel to Alrosa in its $620 million sale of 90 percent interests in both gas companies to affiliates of VTB, and in related post-sale undertakings, having also advised Alrosa in its acquisitions of these companies in 2007.

    • Mobile TeleSystems (MTS), the NYSE-listed, largest mobile phone operator in Russia and the CIS in multiple matters:
      • The Special Committee of its Board of Directors in the acquisition from MTS’ majority shareholder Sistema of 100 percent in Sistema-Inventure, for $340 million and an undertaking to procure Sistema-Inventure to repay $340 million debt to Sistema. Sistema-Inventure owns 29 percent of the ordinary shares in Moscow City Telephone Network (MGTS), the monopoly fixed-line provider in the City of Moscow.
      • The Special Committee of the board of directors of MTS in the acquisition from MTS’ majority shareholder Sistema of all the shares in NVision Group, the developer and owner of the MTS billing system, with a total enterprise value of RUB15 billion.

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Capital Markets, counsel to:

  • Lenta in the establishment of its programme to repurchase up to RUB 11.6 billion (approx. US$172 million) worth of Lenta GDRs over the London Stock Exchange.

  • Ministry of Finance of the Russian Federation in its $1.25 billion Reg S/Rule 144A reopening of its May 2016 issuance of bonds.

  • Ministry of Finance of the Russian Federation in connection with the issuance of US$1.75 billion of 4.75% bonds due 2026. 

  • The Russian Federation and Alrosa in the $800 million sale of approximately 10.9 percent of Alrosa’s share capital.

  • The Russian Federation, Alrosa, and RIC Plus, a wholly owned subsidiary of the Republic of Sakha (Yakutia), in the $1.3 billion IPO of Alrosa, the largest listing ever on the Moscow Stock Exchange, conducted under Reg S/Rule 144A.

  • In the only two international primary offerings by a Russian business in 2015, Lenta, one of the largest retail chains in Russia and the country’s second-largest hypermarket chain, in (1) its March 2015 all-primary $225 million public offering of GDRs representing 7.6 percent of Lenta’s share capital, and (2) its October 2015 $275 million public offering of GDRs comprised of a $150 million primary tranche representing 4.3 percent of Lenta’s share capital and a $125 million secondary tranche in a sale by the EBRD, reducing its stake in Lenta from 11.5 percent to 7.4 percent, in each case with GDRs dually listed in London and Moscow and conducted under Regulation S/Rule 144A.

  • Lenta in its $972 million IPO of GDRs dually listed in London and Moscow, an all-secondary offering by 10 shareholders comprising 22 percent of Lenta’s share capital conducted under Reg S/Rule 144A, the largest public offering ever by a BVI company.

  • The Central Bank of Russia in its $470 million accelerated bookbuilt offering of a 11.7 percent stake in the Moscow Exchange, Russia’s largest securities exchange group and one of the top 10 derivatives exchanges globally, part of its ongoing effort to sell down its entire holdings by 2016.

    • Magnit, Russia’s largest food retailer as measured by stores operated in multiple matters:
      • $750 million accelerated book-built offering of shares, the proceeds of which are to be invested in the newly-issued shares of Magnit.
      • $350 million rights offering and accelerated bookbuilt placement of ordinary shares traded on MICEX/RTS.
      • Establishment of programme for the repurchase of up to RUB 22.2 billion (approx. USD 330 million) worth of Magnit shares on the Moscow Exchange.

  • Gazprom neft in its establishing its $10 billion Reg S/144A MTN program (August 2012), and in its debut $1.5 billion Reg S/Rule 144A (September 2012), its Reg S €750 million (April 2013) and its Reg S/Rule 144A $1.5 billion (November 2013) issuances thereunder.

  • Alliance Oil Company, a leading independent, Stockholm-listed independent oil producer, in its $500 million Reg S/Rule 144A Eurobond offering on the Irish Stock Exchange.

  • NOVATEK, Russia’s largest independent gas producer and second-largest natural gas producer, in its RUB 14 billion Reg S/Rule 144A Eurobond offering and in its $1 billion Regulation S/Rule 144A offering.

  • Sistema in a $500 million Reg S/Rule 144A senior secured Eurobond loan participation notes offering by Sistema International Funding.

  • Alrosa, the world’s largest diamond mining company, in its $1 billion Eurobond offering listed on the Irish Stock Exchange, as well as in establishing its $300 million ECP Program and $505 million of issuances thereunder, listed on the Irish Stock Exchange.

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Other Experience, counsel to:

  • A major state-controlled public company in an LCIA arbitration.

  • A Russian businessman in settlement of several parallel proceedings in Russian courts related to construction projects in Moscow.

  • A major European food producer in the IP infringement dispute launched by its major competitor in Russia and in the settlement of this dispute.

  • A major European luxury goods group in their restructuring of the business in Russia, including with respect to franchise and lease agreements.

  • International corporations with respect to information and document requests of the Federal Antimonopoly Service in the context of antitrust investigations and/or internal investigations of their Russian subsidiaries.

  • A U.S. holding company in an internal investigation of its Russian subsidiary’s employees in connection with alleged sexual harassment.

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Publications

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