SCHEDULE 13D
Amendment No. 0
Vimpel Communications
American Depositary Receipt
Cusip # 68370R109
Cusip # 68370R109
Item 1: Reporting Person - FMR Corp. - (Tax ID: 04-2507163)
Item 4: PF
Item 6: Commonwealth of Massachusetts
Item 7: None
Item 8: None
Item 9: 161,000
Item 10: None
Item 11: 304,160
Item 13: 5.80%
Item 14: HC
PREAMBLE
The filing of this Schedule 13D is not, and should not be deemed to be,
an admission that such Schedule 13D is required to be filed. See the
discussion under Item 2.
Item 1. Security and Issuer.
This statement relates to shares of the American Depositary Receipt,
$0.00 par value (the "ADR's") of Vimpel Communications, a Russia corporation
(the "Company"). The principal executive offices of the Company are located
at 10-12 Ulitsa; 8-Marta, Moscow, Russian Federation.
Item 2. Identity and Background.
This statement is being filed by FMR Corp., a Massachusetts Corporation
("FMR"). A separate Schedule 13D is being filed by Fidelity International
Limited, a Bermuda joint stock company incorporated for an unlimited duration
by private act of the Bermuda legislature ("FIL"). FMR is a holding company
one of whose principal assets is the capital stock of a wholly-owned
subsidiary, Fidelity Management & Research Company ("Fidelity"), which is also
a Massachusetts corporation. Fidelity is an investment advisor which is
registered under Section 203 of the Investment Advisors Act of 1940 and which
provides investment advisory services to more than 30 investment companies
which are registered under Section 8 of the Investment Company Act of 1940 and
serves as investment advisor to certain other funds which are generally
offered to limited groups of investors (the "Fidelity Funds"). Various
directly or indirectly held subsidiaries of FMR are also engaged in investment
management, venture capital asset management, securities brokerage, transfer
and shareholder servicing and real estate development. The principal offices
of FMR and Fidelity are located at 82 Devonshire Street, Boston, Massachusetts
02109.
FIL is an investment adviser which provides investment advisory and
management services to a number of non-U.S. investment companies or instrument
trusts (the "International Funds") and certain institutional investors. Prior
to June 30, 1980, FIL was a majority-owned subsidiary of Fidelity. On that
date, the shares of FIL held by Fidelity were distributed, as a dividend, to
the shareholders of FMR. FIL currently operates as an entity independent of
FMR and Fidelity. The International Funds and FIL's other clients, with the
exception of Fidelity and an affiliate of Fidelity, are non-U.S. entities.
Various foreign-based subsidiaries of FIL are also engaged in investment
management. The principal office of FIL is located at Pembroke Hall, 42 Crow
Lane, Hamilton, Bermuda.
Members of the Edward C. Johnson 3d family are the predominant owners of
Class B shares of common stock of FMR representing approximately 49% of the
voting power of FMR. Mr. Johnson 3d owns 12.0% and Abigail Johnson owns 24.5%
of the aggregate outstanding voting stock of FMR. Mr. Johnson 3d is the
Chairman of FMR. The Johnson family group and all other Class B shareholders
have entered into a shareholders' voting agreement under which all Class B
shares will be voted in accordance with the majority vote of Class B shares.
Accordingly, through their ownership of voting common stock and the execution
of the shareholders' voting agreement, members of the Johnson family may be
deemed, under the Investment Company Act of 1940, to form a controlling group
with respect to FMR. The business address and principal occupation of Mr.
Johnson 3d is set forth in Schedule A hereto.
The ADR's to which this statement relates are owned directly by two of
the Fidelity Funds, and by Fidelity International Limited, through its
subsidiaries and affiliates.
FMR and FIL are of the view that they are not acting as a "group" for
purposes of Section 13(d) under the Securities Exchange Act of 1934 (the "1934
Act") and that they are not otherwise required to attribute to each other the
"beneficial ownership" of securities "beneficially owned" by the other
corporation within the meaning of Rule 13d-3 promulgated under the 1934 Act.
Therefore, they are of the view that the ADR's held by the other corporations
need not be aggregated for purposes of Section 13(d). However, FMR is making
this filing on a voluntary basis as if all of the ADR's are beneficially owned
by FMR and FIL on a joint basis.
The name, residence or business address, principal occupation or
employment and citizenship of each of the executive officers and directors of
FMR are set forth in Schedule A hereto.
Within the past five years, none of the persons named in this Item 2 or
listed on Schedule A has been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) or has been a party to any civil
proceeding and as a result thereof was or is subject to any judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to federal or state securities laws or finding any
violations with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The Fidelity Funds which own or owned ADR's purchased in the aggregate
171,500 ADR's for cash in the amount of approximately $3,747,001, including
brokerage commissions. The Fidelity Funds used their own assets in making
such purchase and no part of the purchase price is represented by borrowed
funds. Proceeds from 10,500 ADR's sold aggregated approximately $324,368.
The attached Schedule B sets forth ADR's purchased and/or sold since November
25, 1996.
The International Funds and accounts, which own or owned ADR's,
purchased in the aggregate 150,500 ADR's for cash in the amount of
approximately $3,493,614, including brokerage commissions. The International
Funds and accounts used their own assets in making such purchase and no part
of the purchase price is represented by borrowed funds. Proceeds from 7,340
ADR's sold aggregated approximately $236,340.
Item 4. Purpose of Transaction.
The purpose of Fidelity in having the Fidelity Funds and the Accounts
purchase ADR's (see Item 5 below) is to acquire an equity interest in the
Company in pursuit of specified investment objectives established by the Board
of Trustees of the Fidelity Funds and by the investors in the Accounts.
Fidelity may continue to have the Fidelity Funds and the Accounts
purchase ADR's subject to a number of factors, including, among others, the
availability of ADR's of sale at what they consider to be reasonable prices
and other investment opportunities that may be available to the Fidelity Funds
and Accounts.
Fidelity intends to review continuously the equity position of the
Fidelity Funds and Accounts in the Company. Depending upon future evaluations
of the business prospects of the Company and upon other developments,
including, but not limited to, general economic and business conditions and
money market and stock market conditions, Fidelity may determine to cease
making additional purchases of ADR's or to increase or decrease the equity
interest in the Company by acquiring additional ADR's, or by disposing of all
or a portion of the ADR's.
Fidelity has no present plan or proposal which relates to or would
result in (i) an extraordinary corporate transaction, such as a merger,
reorganization, liquidation, or sale of transfer of a material amount of
assets involving the Company or any of its subsidiaries, (ii) any change in
the Company's present Board of Directors or management, (iii) any material
changes in the Company's present capitalization or dividend policy or any
other material change in the Company's business or corporate structure, (iv)
any change in the Company's charter or by-laws, or (v) the Company's common
stock becoming eligible for termination of its registration pursuant to
Section 12(g)(4) of the 1934 Act.
Item 5. Interest in Securities of Issuer.
Although Item 5 assumes that FMR, Fidelity, and FIL beneficially own all
304,160 ADR's, reference is made to Item 2 for a disclaimer of beneficial
ownership with respect to the securities which are "beneficially owned" by the
other corporations.
(a) FMR beneficially owns, through Fidelity, as investment advisor to
the Fidelity Funds, 161,000 ADR's, or approximately 3.07% of the outstanding
ADR's of the Company. FIL beneficially owns, as investment advisor to the
International Funds, 143,160 ADR's, or approximately 2.73% of the outstanding
ADR's of the Company. Neither FMR, Fidelity, nor any of its affiliates nor,
to the best knowledge of FMR, any of the persons named in Schedule A hereto,
beneficially owns any other ADR's. The combined holdings of FMR, Fidelity,
and FIL are 304,160 ADR's, or approximately 5.80% of the outstanding ADR's of
the Company.
(b) FMR, through is control of Fidelity, investment advisor to the
Fidelity Funds, and the Funds each has sole power to dispose of the ADR's.
Neither FMR nor Mr. Johnson has the sole power to vote or direct the voting of
the 161,000 ADR's owned directly by the Fidelity Funds, which power resides
with the Funds' Boards of Trustees. Fidelity carries out the voting of the
ADR's under written guidelines established by the Funds' Board of Trustees.
(c) Except as set forth in Schedule B, neither FMR, or any of its
affiliates, nor, to the best knowledge of FMR, any of the persons named in
Schedule A hereto has effected any transaction in ADR's during the past sixty
(60) days.
Item 6. Contract, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
Neither FMR nor any of its affiliates nor, to the best knowledge of FMR,
any of the persons named in Schedule A hereto has any joint venture, finder's
fee, or other contract or arrangement with any person with respect to any
securities of the Company.
The Funds and Accounts may from time to time own debt securities issued
by the Company or its direct or indirect subsidiaries, and may from time to
time purchase and/or sell such debt securities.
Item 7. Material to be Filed as Exhibits.
Not Applicable.
This statement speaks as of its date, and no inference should be drawn
that no change has occurred in the facts set forth herein after the date
hereof.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
FMR Corp.
DATE: January 27, 1997 By: /s/Arthur Loring
Arthur Loring
Vice President-Legal
SCHEDULE A
The name and present principal occupation or employment of each
executive officer and director of FMR Corp. are set forth below. The business
address of each person is 82 Devonshire Street, Boston, Massachusetts 02109,
and the address of the corporation or organization in which such employment is
conducted is the same as his business address. All of the persons listed
below are U.S. citizens.
POSITION WITH
PRINCIPAL
NAME FMR CORP. OCCUPATION
Edward C. Johnson 3d President, Chairman of the
Director, CEO Board and CEO, FMR
Chairman &
Mng. Director
J. Gary Burkhead Director President-Fidelity
Caleb Loring, Jr. Director, Director, FMR
Mng. Director
James C. Curvey Director, Sr. V.P., FMR
Sr. V.P.
William L. Byrnes Vice Chairman Vice Chairman, FIL
Director & Mng.
Director
Abigail P. Johnson Director Portfolio Mgr - Fidelity
Management & Research
Company
Robert C. Pozen Sr. V.P. & Gen'l Sr. V.P. & Gen'l
Counsel Counsel, FMR
David C. Weinstein Sr. Vice President Sr. Vice President
Administration Administration
Gerald M. Lieberman Sr. Vice Pres. - Sr. Vice Pres. -
Chief Financial Chief Financial
Officer Officer
SCHEDULE B
Vimpel Communications
Two Fidelity Funds purchased ADR's since November 25, 1996 at the dates and at
the prices set forth below. The transactions were made for cash in open
market transactions or with other investment companies with the same or an
affiliated investment advisor.
DATE SHARES PRICE
12/23/96 58,500 $24.4030
SCHEDULE B
Vimpel Communications
One Fidelity Fund sold ADR's since November 25, 1996 at the dates and at the
prices set forth below. The transactions were made for cash in open market
transactions or with other investment companies with the same or an affiliated
investment advisor.
DATE SHARES PRICE
1/17/97 8,500 $31.3750
