UPDATED: Financial regulator being sued over share price controversy

Take note – story published 8 years and 5 months ago

Latvia's financial regulator, the Financial and Capital Markets Commission (FKTK) is being sued for up to €10 million by the company that recently took control of Latvia's largest listed company, Ventspils nafta. 

The dispute centers on the price Euromin was required to pay for Ventspils Nafta shares, according to a Bloomberg news story from Riga.

"We have had complicated relations with the Latvian Financial and Capital Market Commission because of the price in the mandatory buyout offer, and we believe that it has been calculated incorrectly," Aripaev quoted Ventspils Nafta CEO Robert Kirkup as saying.

Kirkup stressed that the "higher price, of course, was not a voluntary decision".

Ventspils Nafta spokeswoman Elina Dobulane confirmed to BNS that the lawsuit has been lodged with a Latvian court and on Monday released details of the claim.

"Euromin Holdings (Cyprus) Limited (“Euromin”), the majority shareholder of JSC Ventspils nafta,  submitted an application to the Latvian Administrative Regional Court on November 19," a statement by the company says.

"In its application, “Euromin” requests the court declare invalid the decision of the Financial and Capital Market Commission of Latvia to set the price per share at 4.56 euros for the purposes of mandatory buy-out of “Ventspils nafta” shares. “Euromin” also asks the court to award compensation in respect of the losses caused to the company as a result of the FKTK's decision." 

"The amount of these losses will be calculated once data regarding the total number of shares purchased within the framework of the mandatory buy-out of shares, which was closed on November 17, is compiled.

"The position of “Euromin” remains that  the calculation of the share price for the mandatory buy-out of shares should have been in line with international accounting standards and hence calculated on the basis of the assets actually owned by the company. On this basis the price would have been 3.12 euros per share."

The Administrative Regional Court of Latvia still has to make a decision on the review of the application.

On October 19 Euromin announced a mandatory buyout offer for Venspils Nafta. It wanted to offer a price of 3.12 euros per share but the Latvian Financial and Capital Market Commission approved the buyout offer at a much higher price – 4.56 euros. On the date of signing of the byuout prospectus, Euromin held 94.15 percent of Ventspils Nafta shares. The minority shareholders had to respond to the buyout offer by November 17.

Euromin representatives said they would complain about the Latvian financial regulator's decision to Latvian administrative courts and if necessary to the Court of Justice of the European Union.

FKTK announced a week ago that it wants police to take action after acknowledging evidence of insider trading which drove the price of Venstpils nafta shares up 120% just before Euromin, a subsidiary of international oil trader Vitol, completed its purchase of 43% of the company.

FKTK's annual budget is a little more than €8m, giving some indication of the seriousness of the claim if it stands up in court.

FKTK spokeswoman Elna Avotina told LSM that FKTK had yet to receive any official notification of the court action: "Up to now, FKTK does not possess any official information... decisions on the share repurchase (buy-back) offers and the price of shares to that effect are administrative acts and they may be contested by market participants anytime, including in such a law-based state as our country is, seeking protection of their interests in a court." 

Ventspils Nafta is quoted on the Main List of the Nasdaq Riga stock exchange but the shareholders in early December are expected to take a decision about delisting the company's shares.

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