Baltika has written to its shareholders approving the guiding principles for a proposed merger with the Pikra, Vena and Yarpivo brewing companies in Russia. The move follows unrest from Baltika's minority shareholders over the last few months. All four breweries are majority-owned by Carlsberg and Scottish & Newcastle's joint venture Baltic Beverages Holding (BBH).

Fears that Baltika would be saddled with debt for buying BBH's stakes in the other Russian breweries have seen minority shareholders reject moves to integrate the breweries.

In a letter to shareholders today (8 September), the board of directors at Baltika said: "BBH will take shares in the enlarged Baltika in exchange for its shares in Pikra, Vena and Yarpivo. On this basis, Baltika would not be required to pay cash for BBH's holdings in Pikra, Vena or Yarpivo."

Baltika has also agreed to appoint an independent appraiser "of established credentials" to conduct a full review in order to determine the value of Pikra, Vena and Yarpivo as well as Baltika in connection with the proposed merger.

"Baltika's goal is to develop the company into Russia's largest and most professional consumer goods business, and this proposed merger is a positive step toward achieving this," the company said in a statement.

Baltika president Anton Artemiev said: "This is an exciting time for Baltika. We have achieved a great deal in the last year and this merger would be a substantial further step forward for Baltika. The synergies that could be created through a merger would benefit all shareholders and the principles adopted today should be attractive to all those interested in seeing Baltika grow."

At an EGM on 7 July, minority shareholders defeated a proposal to integrate Pikra with Baltika. A preliminary hearing into the voting was held on 18 August, with a final hearing scheduled for 22 September.