FORM 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Issuer
September 05, 2006

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

Commission file number: 333-12032

Mobile TeleSystems OJSC
(Exact name of Registrant as specified in its charter)

Russian Federation
(Jurisdiction of incorporation or organization)

4, Marksistskaya Street
Moscow 109147
Russian Federation

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x     Form 40-F o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o     No x

 




FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2006

MTS PRESS RELEASE. SEPTEMBER 5, 2006

MOSCOW, RUSSIAN FEDERATION – SEPTEMBER 5, 2006 – MOBILE TELESYSTEMS OJSC (“MTS” - NYSE: MBT), THE LARGEST MOBILE PHONE OPERATOR IN RUSSIA AND THE CIS, TODAY ANNOUNCES ITS SECOND QUARTER 2006(1) FINANCIAL AND OPERATING RESULTS.

Financial Highlights

·                  Consolidated revenues of $1,492 million

·                  Consolidated OIBDA(2) of $730 million (OIBDA margin of 48.9%)

·                  Consolidated net income of $295 million

·                  Free cash-flow(3) positive with $139 million

Corporate Highlights

·                  Launch of new brand

·                  Dividends in the amount of $562 million approved by the AGM on June 23, 2006

·                  Mr Leonid Melamed approved to the position of President and CEO

·                  Mr Vsevolod Rozanov appointed Chief Financial Officer

·                  BoD will recommend the creation of a management board at the EGM on October 30, 2006

·                  Adoption of 3+1 strategy and new corporate group structure

Financial Summary (Unaudited)

US$ million

 

Q2
2006

 

Q2
2005

 

Change
Y-on-Y

 

Q1
2006

 

Change
Q-on-Q

 

Revenues

 

1,492.0

 

1,236.6

 

20.7

%

1,288.7

 

15.8

%

Net operating income

 

465.2

 

434.7

 

7.0

%

334.2

 

39.2

%

Net operating margin

 

31.2

%

35.2

%

 

25.9

%

 

Net income

 

294.7

 

303.9

 

-3.0

%

184.4

 

59.8

%

OIBDA

 

730.3

 

651.6

 

12.1

%

598.6

 

22.0

%

OIBDA margin

 

48.9

%

52.7

%

 

46.5

%

 

 


(1) Based on unaudited consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).

(2) See Attachment A for definitions and reconciliation of OIBDA and OIBDA margin to their most directly comparable US GAAP financial measures.

(3) See Attachment B for reconciliation of free cash-flow to net cash provided by operating activity.

1




Leonid Melamed, President and CEO of MTS, highlighted

“For the period, we witnessed strong top-line growth of over 20%, an improving OIBDA margin and strong balance sheet strength. The Board of Directors adopted our 3+1 strategy for growth and implemented a new corporate group structure under which MTS Group was created.

In accomplishing our promise to the shareholders, we have begun work on optimizing costs, heightened our marketing activity and made our business processes more efficient.”

Operating Overview

Market Growth

Growth in Russia and Ukraine continued with mobile penetration(4) increasing from 91% to 97% in Russia and from 69% to 76% in Ukraine during the second quarter of 2006.

Mobile penetration in Uzbekistan increased from 4.4% at the beginning of the year to 5.7% at the end of the second quarter and from 1.8% to 2.2% in Turkmenistan. In Belarus, mobile penetration increased from 46% to 51% for the same period.

Subscriber Development

The Company added 3.05 million new customers during the second quarter of 2006 on a consolidated basis, all of which were added organically. MTS’ operations in Russia accounted for 2.21 million, 660,000 were added in Ukraine, approximately 152,000 in Uzbekistan and 32,000 in Turkmenistan.

In the second quarter of 2006 the Company’s churn rates in Russia decreased from 6.3% to 5.4% and in Ukraine increased from 6.1% to 7.9%.

Since the end of the second quarter to July 31, 2006, MTS has organically added a further 1.62 million, expanding its consolidated subscriber base to 65.72 million.

Market Share

In Russia, MTS had a leading market share of approximately 34%. In Ukraine, the Company’s market share was 42%. MTS’ market share(5) in Uzbekistan and Turkmenistan reached 55% and 80% respectively at the end of the second quarter of 2006.

In Belarus, the market share of MTS Belarus was maintained at 52%.

Customer Segmentation

Subscriptions to MTS’ pre-paid tariff plans (Jeans in Russia, and Jeans and SIM-SIM in Ukraine) accounted for 93% of gross additions in Russia and 95% Ukraine. At end of the second quarter of 2006, 90% of MTS’ customers in Russia were signed up to pre-paid tariff plans, compared to 83% a year ago. In Ukraine, the share of customers signed to pre-paid tariff plans was 91%.


(4) The source for all market information on Russia and Ukraine in this press release is AC&M-Consulting.

(5)  According to the Company’s estimates.

2




Key Operating Summary

IMPORTANT DISCLOSRUE INFORMATION

Please note that as of the reporting date for Q2 2006, MTS will change its methodology for reporting average revenue per user (ARPU) for its Russian subscribers, a common calculation used throughout the telecommunications industry as a measure of company effectiveness and performance.  Whereas previously we had excluded interconnect fees, we will now be including all network revenue in our calculation.  To assist our investors and analysts, we have included recalculated ARPU figures dating back to Q1 2005 as well as ARPU for Q2 2006 under our previous methodology.

 

 

 

Q2 2006

 

Q1 2006

 

Q4 2005

 

Q3 2005

 

Q2 2005

 

Q1 2005

 

Total consolidated subscribers, end of period (mln)

 

64.10

 

61.05

 

58.19

 

50.36

 

44.07

 

38.69

 

Russia

 

48.04

 

45.84

 

44.22

 

38.87

 

34.09

 

30.25

 

Ukraine

 

15.11

 

14.46

 

13.33

 

10.94

 

9.52

 

8.08

 

Uzbekistan

 

0.82

 

0.67

 

0.58

 

0.49

 

0.40

 

0.35

 

Turkmenistan

 

0.12

 

0.09

 

0.07

 

0.06

 

0.06

 

 

MTS Belarus(6)

 

2.58

 

2.34

 

2.13

 

1.85

 

1.61

 

1.40

 

Russia

 

 

 

 

 

 

 

 

 

 

 

 

 

ARPU (US$)(7)

 

7.1

 

6.2

 

7.3

 

8.9

 

9.3

 

9.1

 

ARPU (US$) recalculated(8)

 

7.5

 

6.6

 

7.4

 

9.0

 

9.4

 

9.1

 

MOU (minutes)

 

128

 

118

 

123

 

130

 

134

 

138

 

Churn rate (%)

 

5.4

 

6.3

 

5.2

 

2.9

 

6.8

 

6.7

 

SAC per gross additional subscriber (US$)

 

23.8

 

18.7

 

19.8

 

18.6

 

18.4

 

18.2

 

Ukraine

 

 

 

 

 

 

 

 

 

 

 

 

 

ARPU (US$)

 

8.0

 

7.5

 

9.1

 

10.8

 

10.8

 

10.0

 

MOU (minutes)

 

152

 

147

 

120

 

132

 

118

 

130

 

Churn rate (%)

 

7.9

 

6.1

 

6.0

 

6.2

 

5.7

 

5.1

 

SAC per gross additional subscriber (US$)

 

12.7

 

14.4

 

9.4

 

15.7

 

14.2

 

22.1

 

 

Russia

·                  Second quarter revenues up 17% year-on-year to $1,085 million(9)

·                  Second quarter net income down 8% year-on-year to $194 million

·                  Second quarter OIBDA up 4% year-on-year to $512 million (OIBDA margin of 47.2%)

MTS’ average monthly minutes of usage per subscriber (MOU) in Russia increased from 118 to 128 minutes in the second quarter of 2006 due to seasonality with increased roaming revenues and marketing initiatives aimed at increasing traffic, such as the launch of the tariff plan “Pervyi” on June 2, 2006 and the April introduction of MTS’ Unlimited Weekends, which offered free weekend calls. Post-paid subscribers’ MOU increased from 327 minutes in the previous quarter to 403 minutes.

The average monthly service revenue per subscriber (ARPU) in Russia increased from $6.6 to $7.5 (or from $6.2 to $7.1 under our previous methodology for calculating ARPU) due to seasonal factors, such as higher roaming revenues and significant increase in usage of post-paid subscribers.

Subscriber acquisition costs (SAC) in the second quarter of 2006 increased from $18.7 to $23.8 due to the increase in advertising and marketing expenses related to the Company’s aggressive marketing policy.

 

Ukraine

·                  Second quarter revenues up 23% year-on-year to $358 million(10)


(6)  MTS owns a 49% stake in Mobile TeleSystems LLC, a mobile operator in Belarus, which is not consolidated.

(7)  See Attachment C for definitions of ARPU, MOU, Churn and SAC.

(8)  See above disclosure, as ARPU for Russia has been recalculated to include all network revenue.

(9)  Excluding intercompany eliminations of $0.5 million.

3




 

·                  Second quarter net income down 1% year-on-year to $88 million

·                  Second quarter OIBDA up 25% year-on-year to $185 million (OIBDA margin of 51.7%)

MOU slightly increased sequentially in Ukraine in the second quarter from 147 minutes to 152 minutes as a result of seasonality, new pre-paid tariffs launched in March and April 2006 and special offers to JEANS and Sim-Sim subscribers in May 2006.

ARPU in Ukraine increased from $7.5 in the first quarter to $8.0 in the second quarter due to seasonality and Company’s activities aimed at ARPU stimulation.

SAC decreased from $14.4 to $12.7 in the second quarter due to a decrease in advertising and marketing expenses.

Uzbekistan

Revenues in Uzbekistan in the second quarter contributed $27.9 million to the Company’s consolidated revenues (up 36% y-o-y), $16.0 million to its consolidated OIBDA (up 26% y-o-y) with an OIBDA margin of 57.3%, and $5.2 million to its consolidated net income (down 6% y-o-y). Second-quarter ARPU was $12.4, down from $13.4 in the previous quarter. Second quarter MOU was 475 minutes, an increase from 411 minutes in the previous quarter.

Turkmenistan

MTS’ operations in Turkmenistan contributed $23.9 million to the Company’s consolidated revenues, $16.9 million to its consolidated OIBDA (OIBDA margin of 70.7%) and $8.2 million to its consolidated net income in the second quarter of 2006. ARPU was at $74.9, a decrease from $80.5 in the previous quarter.

Financial Position

The Company’s cash expenditure on property, plant and equipment in the second quarter of 2006 amounted to $372 million, of which approximately $243 million was invested in Russia, $112 million in Ukraine, $15 million in Uzbekistan and $2 million in Turkmenistan. In addition, its cash expenditure on intangible assets during the quarter amounted to $39 million ($30 million in Russia and $9 million in Ukraine).

As of June 30, 2006, MTS’ total debt(11) was at $3.3 billion, resulting in a ratio of total debt to LTM OIBDA(12) of 1.2 times. Net debt amounted to $2.7 billion at the end of the quarter and the net debt to LTM OIBDA ratio of 1.0 times.

***

For further information, please contact:

Mobile TeleSystems, Moscow

tel: +7 495 223-20-25

Investor Relations Department

e-mail: ir@mts.ru

 

***

Mobile TeleSystems OJSC (“MTS”) is the largest mobile phone operator in Russia and the CIS. Together with its subsidiaries, the Company services over 65.72 million subscribers. The regions of Russia, as well as Belarus, Turkmenistan, Ukraine, and Uzbekistan, in which MTS and its associates and subsidiaries are licensed to provide GSM services, have a total population of more than 230 million. Since June 2000, MTS’ Level 3 ADRs have been listed on the New York Stock Exchange (ticker symbol MBT). Additional information about MTS can be found on MTS’ website at www1.mtsgsm.com.

***

Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of MTS, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify forward looking statements by terms such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “will,” “could,” “may” or “might,” and the negative of such terms or other similar expressions.  We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not intend to update these statements to reflect events and circumstances


(10)  Excluding intercompany eliminations of $2.4 million.

(11)  Total debt is comprised of the current portion of debt, current capital lease obligations, long-term debt and long-term capital lease obligations; net debt is the difference between the total debt and cash and cash equivalents and short-term investments; see Attachment B for reconciliation of net debt to our consolidated balance sheet.

(12)  LTM OIBDA represents the last twelve months of rolling OIBDA. See Appendix B for reconciliations to our consolidated statements.

4




occurring after the date hereof or to reflect the occurrence of unanticipated events. We refer you to the documents MTS files from time to time with the U.S. Securities and Exchange Commission, specifically the Company’s most recent Form 20-F. These documents contain and identify important factors, including those contained in the section captioned “Risk Factors” that could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, potential fluctuations in quarterly results, our competitive environment, dependence on new service development and tariff structures, rapid technological and market change, acquisition strategy, risks associated with telecommunications infrastructure, risks associated with operating in Russia, volatility of stock price, financial risk management and future growth subject to risks.

***

5




Attachments to the Second Quarter 2006 Earnings Press Release

Attachment A

Non-GAAP financial measures. This press release includes financial information prepared in accordance with accounting principles generally accepted in the United States of America, or US GAAP, as well as other financial measures referred to as non-GAAP. The non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with US GAAP.

Operating Income Before Depreciation and Amortization (OIBDA) and OIBDA margin. OIBDA represents operating income before depreciation and amortization. OIBDA margin is defined as OIBDA as a percentage of our net revenues. Our OIBDA may not be similar to OIBDA measures of other companies; is not a measurement under accounting principles generally accepted in the United States and should be considered in addition to, but not as a substitute for, the information contained in our consolidated statement of operations. We believe that OIBDA provides useful information to investors because it is an indicator of the strength and performance of our ongoing business operations, including our ability to fund discretionary spending such as capital expenditures, acquisitions of mobile operators and other investments and our ability to incur and service debt. While depreciation and amortization are considered operating costs under generally accepted accounting principles, these expenses primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or constructed in prior periods. Our OIBDA calculation is commonly used as one of the bases for investors, analysts and credit rating agencies to evaluate and compare the periodic and future operating performance and value of companies within the wireless telecommunications industry. OIBDA can be reconciled to our consolidated statements of operations as follows:

US$ million

 

Q1 2006

 

Q2 2006

 

Q2 2005

 

Operating income

 

334.2

 

465.2

 

434.7

 

Add: depreciation and amortization

 

264.4

 

265.1

 

216.9

 

OIBDA

 

598.6

 

730.3

 

651.6

 

 

 

Q1 2006

 

US$ million

 

Russia

 

Ukraine

 

Uzbekistan

 

Turkmenistan

 

Operating income

 

229.9

 

92.9

 

9.9

 

1.5

 

Add: depreciation and amortization

 

203.9

 

50.8

 

5.8

 

3.9

 

OIBDA

 

433.8

 

143.7

 

15.7

 

5.4

 

 

 

Q2 2006

 

US$ million

 

Russia

 

Ukraine

 

Uzbekistan

 

Turkmenistan

 

Operating income

 

316.6

 

126.5

 

9.1

 

13.0

 

Add: depreciation and amortization

 

195.7

 

58.6

 

6.9

 

3.9

 

OIBDA

 

512.4

 

185.1

 

16.0

 

16.9

 

 

6




 

 

Q2 2005

 

US$ million

 

Russia

 

Ukraine

 

Uzbekistan

 

Operating income

 

315.7

 

111.2

 

7.8

 

Add: depreciation and amortization

 

175.3

 

36.7

 

4.9

 

OIBDA

 

491.0

 

147.9

 

12.7

 

 

OIBDA margin can be reconciled to our operating margin as follows:

 

 

Q1 2006

 

Q2 2006

 

Q2 2005

 

Operating margin

 

25.9

%

31.2

%

35.2

%

Add: depreciation and amortization as a percentage of revenue

 

20.6

%

17.8

%

17.5

%

OIBDA margin

 

46.5

%

48.9

%

52.7

%

 

 

Q1 2006

 

 

 

Russia

 

Ukraine

 

Uzbekistan

 

Turkmenistan

 

Operating margin

 

24.8

%

29.3

%

39.0

%

7.7

%

Add: depreciation and amortization as a percentage of revenue

 

21.9

%

16.0

%

22.8

%

20.6

%

OIBDA margin

 

46.7

%

45.3

%

61.8

%

28.3

%

 

 

Q2 2006

 

 

 

Russia

 

Ukraine

 

Uzbekistan

 

Turkmenistan

 

Operating margin

 

29.2

%

35.3

%

32.7

%

54.3

%

Add: depreciation and amortization as a percentage of revenue

 

18.0

%

16.4

%

24.6

%

16.4

%

OIBDA margin

 

47.2

%

51.7

%

57.3

%

70.7

%

 

 

Q2 2005

 

 

 

Russia

 

Ukraine

 

Uzbekistan

 

Operating margin

 

34.0

%

38.3

%

38.2

%

Add: depreciation and amortization as a percentage of revenue

 

18.9

%

12.7

%

23.7

%

OIBDA margin

 

52.9

%

51.0

%

61.9

%

 

***

7




Attachment B

Net debt represents total debt less cash and cash equivalents and short-term investments. Our net debt calculation is commonly used as one of the bases for investors, analysts and credit rating agencies to evaluate and compare our periodic and future liquidity within the wireless telecommunications industry. The non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with US GAAP.

Net debt can be reconciled to our consolidated balance sheets as follows:

US$ million

 

As of 30 Jun 2006

 

As of 31 Dec 2005

 

Current portion of debt and of capital lease obligations

 

519.3

 

768.7

 

 

 

 

 

 

 

Long-term debt

 

2,744.1

 

2,079.0

 

 

 

 

 

 

 

Capital lease obligations

 

3.5

 

2.9

 

 

 

 

 

 

 

Total debt

 

3,266.9

 

2,850.6

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

(535.8

)

(78.3

)

 

 

 

 

 

 

Short-term investments

 

(57.7

)

(28.1

)

 

 

 

 

 

 

Net debt

 

2,673.3

 

2,744.2

 

 

Last twelve month (LTM) OIBDA can be reconciled to our consolidated statements of operations as follows:

 

Six months ended
31 Dec 2005

 

Six months ended
30 Jun 2006

 

Twelve months ended
30 Jun 2006

 

US$ million

 

A

 

B

 

C=A+B

 

Net operating income

 

858.6

 

799.4

 

1,658.1

 

Add: depreciation and amortization

 

492.1

 

529.5

 

1,021.5

 

OIBDA

 

1,350.7

 

1,328.9

 

2,679.6

 

 

Free cash-flow can be reconciled to our consolidated statements of cash flow as follows:

US$ million

 

For six months ended
30 Jun 2006

 

For six months ended
30 Jun 2005

 

Net cash provided by operating activities

 

908.8

 

866.6

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Purchases of property, plant and equipment

 

(669.4

)

(646.7

)

 

 

 

 

 

 

Purchases of intangible assets

 

(77.1

)

(120.1

)

 

 

 

 

 

 

Purchases of other investments

 

(2.8

)

 

 

 

 

 

 

 

Investments in and advances to associates

 

3.2

 

1.0

 

 

 

 

 

 

 

Acquisition of subsidiaries, net of cash acquired

 

(23.6

)

(37.9

)

 

 

 

 

 

 

Free cash-flow

 

139.1

 

62.9

 

 

***

8




Attachment C

Definitions

Subscriber. We define a “subscriber” as an individual or organization whose account shows chargeable activity within sixty one days, or one hundred and eighty three days in the case of our Jeans brand tariff, or whose account does not have a negative balance for more than this period.

Average monthly service revenue per subscriber (ARPU). We calculate our ARPU by dividing our service revenues for a given period, including interconnect and guest roaming fees, by the average number of our subscribers during that period and dividing by the number of months in that period.

Average monthly minutes of usage per subscriber (MOU). MOU is calculated by dividing the total number of minutes of usage during a given period by the average number of our subscribers during the period and dividing by the number of months in that period.

Churn. We define our “churn” as the total number of subscribers who cease to be a subscriber as defined above during the period (whether involuntarily due to non-payment or voluntarily, at such subscriber’s request), expressed as a percentage of the average number of our subscribers during that period.

Subscriber acquisition cost (SAC). We define SAC as total sales and marketing expenses and handset subsidies for a given period. Sales and marketing expenses include advertising expenses and commissions to dealers. SAC per gross additional subscriber is calculated by dividing SAC during a given period by the total number of gross subscribers added by us during the period.

***

9




MOBILE TELESYSTEMS

CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE SIX MONTHS ENDED JUNE 30, 2006 AND 2005

(Amounts in thousands of U.S. dollars, except share and per share amounts)

 

 

Three months ended

 

Three months ended

 

Six months ended

 

Six months ended

 

 

 

June 30, 2006

 

June 30, 2005

 

June 30, 2006

 

June 30, 2005

 

 

 

 

 

 

 

 

 

 

 

Net operating revenue

 

 

 

 

 

 

 

 

 

Service revenue and connection fees

 

$

1 469 080

 

$

1 222 597

 

$

2 719 628

 

$

2 261 532

 

Sales of handsets and accessories

 

22 937

 

13 971

 

61 098

 

32 064

 

 

 

1 492 017

 

1 236 568

 

2 780 726

 

2 293 596

 

Operating expenses

 

 

 

 

 

 

 

 

 

Cost of services

 

282 344

 

175 624

 

521 372

 

318 239

 

Cost of handsets and accessories

 

51 084

 

58 709

 

113 203

 

118 882

 

Sales and marketing expenses

 

152 581

 

141 367

 

281 003

 

268 797

 

General and administrative expenses

 

240 056

 

188 454

 

445 991

 

357 533

 

Depreciation and amortization

 

265 058

 

216 897

 

529 485

 

415 065

 

Provision for doubtful accounts

 

17 105

 

11 344

 

52 833

 

25 655

 

Other operating expenses

 

18 579

 

9 500

 

37 408

 

16 034

 

 

 

 

 

 

 

 

 

 

 

Net operating income

 

465 210

 

434 673

 

799 431

 

773 391

 

 

 

 

 

 

 

 

 

 

 

Currency exchange and transaction losses / (gains)

 

3 867

 

1 046

 

(7 294

)

446

 

 

 

 

 

 

 

 

 

 

 

Other (income) / expenses:

 

 

 

 

 

 

 

 

 

Interest income

 

(4 165

)

(9 831

)

(7 912

)

(14 925

)

Interest expense

 

47 775

 

33 598

 

89 850

 

64 035

 

Other (income) / expenses

 

(15 336

)

(7 806

)

2 330

 

(15 248

)

Total other expenses, net

 

28 274

 

15 961

 

84 268

 

33 862

 

 

 

 

 

 

 

 

 

 

 

Income before provision for income taxes and minority interest

 

433 069

 

417 666

 

722 457

 

739 083

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

136 097

 

106 252

 

239 005

 

190 150

 

 

 

 

 

 

 

 

 

 

 

Minority interest

 

2 311

 

7 547

 

4 367

 

12 591

 

 

 

 

 

 

 

 

 

 

 

Net income

 

294 661

 

303 867

 

479 085

 

536 342

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding, in thousands

 

1 987 926

 

1 986 124

 

1 987 926

 

1 986 124

 

Earnings per share - basic and diluted

 

0.15

 

0.15

 

0.24

 

0.27

 

 

10




MOBILE TELESYSTEMS

CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2006 and DECEMBER 31, 2005

(Amounts in thousands of U.S. dollars, except share amounts)

 

 

As of June 30,

 

As of December 31,

 

 

 

2006

 

2005

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

535 842

 

$

78 284

 

Short-term investments

 

57 707

 

28 059

 

Trade receivables, net

 

237 184

 

209 320

 

Accounts receivable, related parties

 

985

 

7 661

 

Inventory and spare parts

 

224 725

 

156 660

 

VAT receivable

 

324 566

 

398 021

 

Prepaid expenses and other current assets

 

452 042

 

413 248

 

Total current assets

 

1 833 051

 

1 291 253

 

 

 

 

 

 

 

PROPERTY, PLANT AND EQUIPMENT

 

5 027 429

 

4 482 679

 

 

 

 

 

 

 

INTANGIBLE ASSETS

 

1 349 252

 

1 439 362

 

 

 

 

 

 

 

INVESTMENTS IN AND ADVANCES TO ASSOCIATES

 

135 295

 

107 959

 

 

 

 

 

 

 

OTHER INVESTMENTS

 

152 583

 

150 000

 

 

 

 

 

 

 

OTHER ASSETS

 

74 698

 

74 527

 

 

 

 

 

 

 

Total assets

 

8 572 308

 

7 545 780

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Accounts payable

 

370 798

 

363 723

 

Accrued expenses and other current liabilities

 

1 423 320

 

749 600

 

Accounts payable, related parties

 

73 500

 

40 829

 

Current portion of long-term debt, capital lease obligations

 

519 340

 

768 674

 

Total current liabilities

 

2 386 958

 

1 922 826

 

 

 

 

 

 

 

LONG-TERM LIABILITIES

 

 

 

 

 

Long-term debt

 

2 744 086

 

2 078 955

 

Capital lease obligations

 

3 468

 

2 928

 

Deferred income taxes

 

113 742

 

158 414

 

Deferred revenue and other

 

50 252

 

57 824

 

Total long-term liabilities

 

2 911 548

 

2 298 121

 

 

 

 

 

 

 

Total liabilities

 

5 298 506

 

4 220 947

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

 

MINORITY INTEREST

 

35 114

 

30 744

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY:

 

 

 

 

 

 

 

 

 

 

 

Common stock: (2,096,975,792 shares with a par value of 0.1 rubles authorized and 1,993,326,138 shares issued as of June 30, 2006 and December 31, 2005, 777,349,125 of which are in the form of ADS as of June 30, 2006 and 763,554,870 - as of December 31, 2005)

 

50 558

 

50 558

 

Treasury stock (5,400,486 common shares at cost as of June 30, 2006 and December 31, 2005)

 

(5 534

)

(5 534

)

Additional paid-in capital

 

568 049

 

568 104

 

Unearned compensation

 

 

(1 210

)

Shareholder receivable

 

 

(7 182

)

Accumulated other comprehensive income

 

69 422

 

50 614

 

Retained earnings

 

2 556 193

 

2 638 739

 

Total shareholders’ equity

 

3 238 688

 

3 294 089

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

8 572 308

 

7 545 780

 

 

11




MOBILE TELESYSTEMS

CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2006 AND 2005

(Amounts in thousands of U.S. dollars)

 

 

Six months ended

 

Six months ended

 

 

 

June 30, 2006

 

June 30, 2005

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

479 085

 

$

536 342

 

 

 

 

 

 

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Minority interest

 

4 367

 

12 591

 

Depreciation and amortization

 

529 485

 

415 065

 

Amortization of deferred connection fees

 

(22 983

)

(23 668

)

Equity in net income of associates

 

(30 857

)

(18 016

)

Inventory obsolescence expense

 

7 322

 

1 752

 

Provision for doubtful accounts

 

52 833

 

25 655

 

Deferred taxes

 

(84 291

)

(36 629

)

Non-cash expenses associated with stock bonus and stock options

 

1 029

 

734

 

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

Increase in accounts receivable

 

(74 021

)

(43 916

)

Increase in inventory

 

(75 387

)

(20 854

)

Increase in prepaid expenses and other current assets

 

(106

)

(79 257

)

Increase in VAT receivable

 

73 455

 

(27 975

)

Increase in trade accounts payable, accrued liabilities and other current liabilities

 

48 892

 

124 731

 

Net cash provided by operating activities

 

908 823

 

866 555

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

Acquisition of subsidiaries, net of cash acquired

 

(23 618

)

(37 931

)

Purchases of property, plant and equipment

 

(669 429

)

(646 733

)

Purchases of intangible assets

 

(77 085

)

(120 106

)

Purchases of short-term investments

 

(56 071

)

(18 021

)

Proceeds from sale of short-term investments

 

26 423

 

194

 

Purchase of other investments

 

(2 799

)

 

Investments in and advances to associates

 

3 174

 

1 007

 

Net cash used in investing activities

 

(799 405

)

(821 590

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

Proceeds from issuance of notes

 

 

400 000

 

Notes and debt issuance cost

 

(14 970

)

(6 784

)

Capital lease obligation principal paid

 

(2 864

)

(4 655

)

Dividends paid

 

(56 754

)

(100 023

)

Proceeds from loans

 

983 382

 

225 038

 

Loan principal paid

 

(568 100

)

(195 855

)

Payments from Sistema

 

7 308

 

5 095

 

Net cash provided by financing activities

 

348 002

 

322 816

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

138

 

(4 712

)

 

 

 

 

 

 

NET INCREASE IN CASH AND CASH EQUIVALENTS:

 

457 558

 

363 069

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, at beginning of period

 

78 284

 

274 150

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, at end of period

 

535 842

 

637 219

 

 

 

 

12




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

MOBILE TELESYSTEMS OJSC

 

 

 

 

 

By:

Leonid Melamed

 

 

 

Name:

Leonid Melamed

 

 

Title:

CEO

 

 

 

Date:   September 05, 2006

 

 

13