Rolf Holding

ROLF Group of Companies is one of the leaders of the Russian automobile market and the largest importer and seller of foreign cars in Russia.

Information Technology at Rolf

2020: Holding an online deal to buy a car on credit

On April 27, 2020, VTB informed TAdviser about the first online transaction in Russia to buy a car on credit. The pilot took place in Moscow. While at home, the client remotely chose the car, received loan approval, conducted a transaction and purchased the car from Rolf. Read more here.

History

= 2024

Appointment of Roman Antonov as CEO

At the end of March 2024, Roman Antonov became the new general director of the Rolf automobile dealer. This is evidenced by the data of the service "Kontur. Focus." Read more here.

Transfer of assets to the state

In February 2024, the Moscow District Court of St. Petersburg, at the suit of the Prosecutor General's Office, decided to transfer the assets of the once largest car dealer in Russia, Rolf, and the founder of the holding, Sergei Petrov, in favor of the state. This was reported by the joint press service of the courts of St. Petersburg.

It is noted that the court satisfied the claim, the initiator of which requested that all shares of Rolf JSC owned by Delans Limited, a private limited liability company, and Rolf Motors LLC, as well as 100% of shares in the authorized capital of Rolf Motors LLC, Rolf Estate St. Petersburg LLC, Rolf Tech LLC, as property obtained in violation of anti-corruption legislation. The total value of the collected assets of the holding is approximately 60 billion rubles, Kommersant reports.

Pexels

The lawsuit of the Prosecutor General's Office against Rolf and its founder was registered in December 2023. In addition to Petrov, private companies related to the car dealer became the defendants. The reason for the seizure of securities was the fact that Petrov, according to the prosecutor's office, was engaged in business, being a deputy of the State Duma. The defendants reject the arguments of the Prosecutor General's Office, and the situation itself is called nationalization.

On February 14, 2024, the Moscow District Court of St. Petersburg rejected the petition of the defendant's representatives to terminate the proceedings at the suit of the Prosecutor General's Office to seize the assets of the car dealer. The court also rejected the defendant's petitions regarding assistance in collecting materials for transferring the case to the arbitration court, providing letters from Rosinfomonitoring from the case, as well as materials on inspections against Petrov related to his status as a deputy and entrepreneur. According to the plaintiff, such petitions were aimed at delaying the trial.^[1]

2023: Putin signed a decree, which transferred the shares of Rolf under the temporary management of the Federal Property Management Agency

In December 2023, Russian President Vladimir Putin signed a decree transferring Rolf shares to the temporary management of the Federal Property Management Agency. Also transferred are Rolf Motors LLC, Rolf Estate St. Petersburg LLC and Rolf Tech LLC.

According to the document, 660 759 610 shares of Rolf owned by the Cyprus offshore company Delans Limited and 15,198 shares of Rolf owned by Rolf Motors are transferred to temporary management.

According to Spark for 2022, Rolf is 99.99% owned by the Cyprus offshore Delans Limited, and Rolf Motors has less than 0.01%. Rolf JSC itself is 99% owned by Rolf Estate St. Petersburg and Rolf Motors (the rest is owned by Delans Limited) and 100% by Rolf Those.

2022: Rolf and its founder recovered 19 billion rubles in the case of a fictitious deal

On February 16, 2022, the Khimki City Court of the Moscow Region satisfied the claim of the Prosecutor General's Office of the Russian Federation to recover more than 19 billion rubles from the Rolf car dealer and the founder of the company, Sergei Petrov, in favor of the state.

The entrepreneur's lawyer Alexei Kupriyanov told Interfax that the court's decision "shocked" the defendants, and there are "no legal grounds" for him.

19 billion rubles were recovered from Rolf and its founder in the case of a fictitious deal

In fact, the court introduced a new punishment - civil confiscation, which is not provided for by any law. This is especially true for bringing legal entities to joint responsibility with physical ones, which is impossible in the absence of victims, and there are no victims in this case, the lawyer said.

The reason for the lawsuit was that, according to the Prosecutor General's Office, Petrov managed the Rolf company, being a State Duma deputy, and did not declare his true income. As a security for the claim, the bailiff service seized funds in the company's accounts.

The investigation believes that Sergei Petrov and several other top managers of Rolf in 2014 illegally transferred 4 billion rubles to the accounts of its parent company Panabel Ltd, located in Cyprus. According to the UK, the deal concluded in the redemption of the share of Rolf Estate, owned by Panabel Ltd, was fictitious, and the true value of the securities did not exceed 200 million rubles.

As another evidence, the Prosecutor General's Office pointed out with reference to the FSB data that in his free time in the State Duma, Petrov held meetings with the leadership of Rolf, gave him instructions and instructions, and also discussed issues of "withdrawing assets abroad and creating new investment projects.

Petrov was charged in absentia, by mid-February 2022 the businessman was put on the international wanted list.^[2]

2021

"Klyuchavto" announces the purchase of "Rolf," but later freezes the deal

On December 13, 2021, the sale of Rolf to the regional car dealer Klyuchavto was officially announced. It is planned to close the transaction, the cost of which the companies did not disclose in the first quarter of 2022 after corporate procedures and approval of the regulator.

Rolf JSC and subsidiaries of the largest car dealer in Russia will be consolidated within the framework of the combined company SBSV-Klyuchavto Group of Companies. The transaction will be financed by the company's own funds and a long-term loan from Alfa-Bank.

Klyuchavto acquired Rolfa

The owner of Klyuchavto is Gaena Sargsyan. Among other business participants, Victor Sergeyev was named.

The deal will take place in three stages: dealerships selling cars of the mass segment will be sold separately , enterprises engaged in cars of the premium segment will be sold separately, and, finally, the large Rolf Yasenevo automobile complex, where four dealerships operate (Lexus, Toyota, Porsche, Jaguar/Land Rover), will be sold as a separate asset.

The deal will allow the combined company to increase business stability, diversify sales geography and quickly introduce digital technologies, car dealers said. The development strategy of the combined company involves an IPO within three years from the date of closing the transaction, according to a press release.

Rolf CEO Svetlana Vinogradova expressed confidence that the integration will take place quickly and "will not require a significant reconfiguration of business processes."

Sources of Kommersant among dealers say that the deal has been discussed for some time, and an estimate of 80 billion rubles appeared. At the same time, other interlocutors note to the publication that this is lower than the standard estimate of three annual EBITDA. Based on this estimate and taking into account EBITDA over the past 12 months, the cost of Rolf should be above 87 billion rubles. One of the sources says that against the background of the claims of the Prosecutor General's Office to jointly recover 12.85 billion rubles from Rolf and its founder Sergei Petrov, Klyuchavto Group of Companies got the opportunity to knock down the price.

Earlier, Petrov fell under criminal prosecution together with several top managers of the company, they are charged with illegal withdrawal abroad of almost 4 billion rubles.

In early December 2021, Moody's downgraded the company's rating precisely because of the claim of the Prosecutor General's Office. After that, Vinogradova confirmed the placement plans in an interview with Bloomberg, calling the second half of 2022 a possible date.^[3]

In April 2022, Klyuchavto announced a freeze on the acquisition of the company.

Seizure of company property at the suit of the prosecutor's office

The prosecutor's office of the Russian Federation filed a lawsuit to recover 12.85 billion rubles. from the car dealer "Rolf" and its founder Sergei Petrov, who fell under criminal prosecution. The court seized the property "Rolf" within the requirements.

2019: Criminal case against company founder Sergei Petrov

Against the founder of the largest car dealer "Rolf" Sergei Petrov^[4]criminal case, on the morning of June 27, searches began in the company's offices in Moscow and St. Petersburg. According to investigators, Petrov brought four billion rubles to the Cypriot offshore under the guise of reselling shares between companies controlled by him. The entrepreneur recalled that a similar case was back in 2014 and even then the company confirmed the valuation of the shares sold. Petrov himself and his family are now abroad. He's not going to come back.

Later, Sergei Petrov was put on the international wanted list.

Notes