Rambler Group Vs. Nginx: will there be a continuation of the story?Natalia Solovieva | 19.06.2020
Criminal proceedings Lynwood Investments with the IT-company of Nginx can cause restructuring of shares of shareholders in the equity of Rambler Group, in which Sberbank will have the status
the owner of a controlling interest of one of the largest domestic groups of companies from the fields of media, technology and e-commerce.
Official information about the fact that 46.5% of the holding Rambler Group will pass into the possession of Sberbank as the Bank intends to invest in Rambler Group, appeared in April 2019, the Amount
of the investment were not announced, although experts estimated it at 9-11 billion rubles, And though just a few weeks earlier about the impending deal, and even negotiate on this
account and the Bank, and the Rambler Group denied the transaction took place and was completely closed in August of the same year.
Upon completion in the disposal of other investors Group Rambler – Tekso Holdings Limited Alexander Mamut and Era Capital – left share in the amount of 46.5% and 7%. Later, sources reported, Era
Capital came from the capital of the Rambler Group. Thus, the savings Bank of the Russian Federation and A&NN (parent company Tekso Holdings Limited) was under the control of an equal share in the parent company of the holding
Rambler – LLC “digital Age” – in the amount of 46,52% each, and another of 6.95% on the “Company Afisha”, the ultimate beneficial owner of which is directly holding LLC “digital Age”.
As reported in the media, informed sources, the negotiations on the redeployment of existing a share shareholders in their SP are connected with the scandal around the company Nginx, rights of presentation to which claims and lawsuits Rambler Group ceded Cyprus Lynwood Investments. Information about this proceeding
appeared in mid-December 2019, and immediately won a controversial character. Once the rights to the worldwide known IT company Nginx has moved to F5 Networks, Rambler Group (via
Lynwood Investments) decided to declare his claim to intellectual property ON the popular development of Nginx, and has even been recognized by the injured party and the damage assessed
the amount of 51.4 million rubles. the Essence of the claim was limited to the fact that one of the co-founder of Nginx Igor Sysoev allegedly created the product at that time, when was a member of the Rambler Group.
To resolve the conflict Lynwood Investments tried totally unacceptable way. On Nginx and its co-founders filed a complaint with law enforcement agencies, which began him a criminal
production, sources reported, on several parts of article 146 of the criminal code (“Violation of copyright and related rights”). The accused are threatened by compulsory works for a term up to 5 years, or deprivation of
of liberty for a term up to 6 years and a large fine. Nginx is in the offices and apartments of the co-founders Nginx Maxim Konovalov and Igor Sysoev, and a former employee of Rambler and Nginx Gleb Smirnov
were searched, Konovalov and Sysoyev was detained and interrogated, their mobile gadgets seized.
After learning about the events, the management of the savings Bank of the Russian Federation initiated an extraordinary meeting of the Board of Directors to discuss the conflict. In its course it turned out that the Rambler Group didn’t know about
intent Lynwood Investments to start criminal proceedings, and at Lynwood, in turn, there was no obligation to notify Rambler about his plans. The management of Sberbank of Russia, which just this
the company carried out the procedure of formation of objective representation about the company that intends to invest, on its financial condition and market position, and related
investment risks also any information from Lynwood Investments on this issue has not been reported.
Rambler has received the strong recommendation to terminate the contract with the company Lynwood Investments, to withdraw the application on Nginx, to request termination of criminal proceedings and continue
proceedings in the civil law field.
Today, as a comment to informed sources, the management of Sberbank of the Russian Federation are inclined to think that the actions of the Rambler Group vs Nginx might violate the terms of the transaction according to his entry into the capital
Ramblеr. Such a transaction as the transfer of rights of claim to Nginx, were to be submitted for consideration by the Board of Directors of the JV to get his approval. According to these sources, which
refer media, Sberbank has already started talks with Alexander Mamut about the decline of its share in Rambler Group. Now the shareholders of OOO “digital Age” can be redistributed in such a way that
Sberbank will become the owner of controlling interest in equity of the group and the share of structures controlled by Mamut, on the contrary, will decrease from existing from 46.52% to 40%. However, it is reported, and the savings Bank,
Rambler and again claim that all this is just market rumors that they do not intend to comment.
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