The Great Buyback Scam Has Failed
Russian courts have invalidated all buyback schemes for western businesses who soft-exited russia.
After Russia’s invasion of Ukraine, many Western companies—like McDonald's, Peugeot, and Carlsberg—publicly announced their exit from the Russian market. However, instead of making a clean break, several of these firms structured their exits with hidden buyback clauses embedded in opaque agreements.
These arrangements allowed the companies to sell their Russian operations to local investors, often at a deep discount, while retaining the right to reclaim ownership later—once geopolitical conditions improved.
These buyback provisions were typically undisclosed, buried in non-public contracts, and often negotiated behind closed doors with Kremlin involvement or approval. The goal was to preserve long-term business interests while appearing to comply with sanctions or ethical divestment pressures.
However, Russian courts have since invalidated these buyback clauses, declaring them unenforceable under Russian law. This move effectively blocks Western firms from reclaiming their former assets, exposing what critics now call the “buyback scam”—a failed attempt to have it both ways: exit in name, but retain a backdoor path to return.
The result: Western companies have lost their assets permanently in Russia, and the Russian state has gained control over critical infrastructure under the guise of "local ownership", free from foreign claims.
15 July, 2025 update:
Departed companies will not be able to reclaim their businesses. The Russian government has supported amendments that allow the cancellation of buyback options for foreign companies that have left Russia. The new Russian owner will be able to deprive them of this right through court, according to "Vedomosti".
Buyback options remain in place in sectors like automotive, consumer goods, industrial manufacturing, services and hospitality, they are largely absent in high-tech fields like aviation and semiconductors, where Russia is eager to lure back Western firms due to domestic shortages.
The duration of buyback windows has shortened in recent years — from as long as five years in 2022 to three years in 2023 — and that companies leaving Russia now typically no longer have that option at all.
Experts note that the true share of lapsed options is difficult to assess, as some exit deals included undisclosed repurchase clauses. Several companies, including McDonald's and Renault, have included buy-back clauses in their agreements when exiting Russia, allowing them the option to potentially repurchase their assets in the future.
3 examples of secretive buyback arrangements:
McDonalds:
Has an option to repurchase its former restaurants in Russia within 15 years. In May 2022, just two months after McDonald’s said it was temporarily closing its outlets across Russia, the company reached a deal to sell all its restaurants. It said staying in the country was not “consistent with McDonald’s values”.
Renault:
Included a clause in the sale of its Russian factories allowing it to review a return to its production lines in six years. In February 2025, the CEO of automaker AvtoVAZ said that Renault, the Russian company’s former owner, would need to reinvest nearly $1.3 billion to exercise its six-year buyback option. The French carmaker sold its majority stake in AvtoVAZ in 2022 for a symbolic 1 ruble.
Carlsberg:
Is reportedly seeking a buyback clause in the sale of its Russian operations
Context:
While not all companies have publicly disclosed their specific arrangements, it's likely that some others have also included similar provisions to leave the door open for a potential return to the Russian market.
These buy-back clauses are often included to mitigate potential losses from exiting the market and to allow companies to potentially re-enter if circumstances change, such as an easing of sanctions or a change in the political climate.
About one-third of U.S. companies that left Russia after the full-scale invasion of Ukraine have seen their buyback options expire, the head of the American Chamber of Commerce in Russia AmCham reported in April 2025. “Some of the [buyback] options are still valid, but 30% have already expired,” AmCham Russia President Robert Agee told the Russian business news magazine Expert.
Agee previously estimated that around 150 U.S. companies had left Russia, with a similar number continuing operations in the country.
References and sources:
https://www.theguardian.com/world/2023/jun/14/sale-how-russia-wealthy-profited-from-exit-of-western-brands-starbucks-operations
https://www.bbc.com/news/business-61727807
https://www.nytimes.com/2023/03/02/business/russia-companies-exit.html
https://www.themoscowtimes.com/2025/03/07/us-chamber-of-commerce-in-russia-pushes-to-lift-aviation-sanctions-a88285
https://www.themoscowtimes.com/2025/02/25/want-to-return-to-russia-pay-up-13bln-avtovaz-ceo-tells-renault-a88165