Completion of acquisition of indirect controlling interest in OJSC Raspadskaya by EVRAZ plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
Further to the announcement on 4 October 2012 by EVRAZ plc (LSE: EVR) (“EVRAZ”) that it had agreed the terms of an acquisition of a further 50% interest in Corber Enterprises Limited (“Corber”), which holds an 82% interest in OJSC Raspadskaya and its subsidiaries (“Raspadskaya”), from Adroliv Investments Limited (the “Seller”), a company jointly owned in equal share by two shareholders (the "Shareholders of the Seller") (the “Acquisition”), EVRAZ today announces that it has completed the Acquisition, subject to admission to listing and to trading.
Pursuant to the terms of the Acquisition, EVRAZ has issued 132,653,006 new ordinary shares (the “New EVRAZ Shares”) (representing 9.9% of the existing issued share capital) to the Shareholders of the Seller, with each receiving 50% of the New Evraz Shares issued. The New EVRAZ Shares will be admitted to the Official List of the UKLA and to trading on the Main Market of the London Stock Exchange with effect from 8am today.
As consideration for the Acquisition, EVRAZ will further (i) issue 33,944,928 new warrants to subscribe for 33,944,928 new ordinary shares in EVRAZ representing 2.53% of the existing issued share capital of EVRAZ (the " Warrants"), and (ii) pay an amount, in cash, of US$201,999,280, payable in four equal instalments in Q1, Q2, Q3 2013 and Q1 2014, with each Shareholder of the Seller receiving 50% of the Warrants and 50% of the cash consideration. The Warrants may be exercised at any time between 12 months and 15 months after completion of the Acquisition and the Warrants contain customary provisions relating to adjustments. Upon exercise of the Warrants, it is expected that the Shareholders of the Seller will own 11.06% of EVRAZ.
For further information:
VP, Corporate Communications
London: +44 207 832 8998 Moscow: +7 495 937 6871
London: +44 207 832 8990 Moscow: +7 495 232 1370