United Company RUSAL Plc: Update on the Refinancing
21 August 2014 - 10:39AM
Business Wire
Regulatory News:
United Company RUSAL Plc (Paris:RUSAL) (Paris:RUAL):
Pursuant to Chapter 38 of the Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited, the
Securities and Futures Commission regulates United Company RUSAL
Plc in relation to the listing of its shares on The Stock Exchange
of Hong Kong Limited. The Securities and Futures Commission takes
no responsibility for the contents of this announcement, makes no
representation as to its accuracy or completeness and expressly
disclaims any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of
this announcement.
UNITED COMPANY RUSAL PLC(Incorporated
under the laws of Jersey with limited liability)(Stock Code:
486)
UPDATE ON THE REFINANCING
This announcement is made pursuant to Rule 13.09 of the Listing
Rules, the Inside Information Provisions (as defined under the
Listing Rules) under Part XIVA of the Securities and Futures
Ordinance (Cap. 571, Laws of Hong Kong) and applicable French laws
and regulations.
Reference is made to the announcements of the Company dated 24
June 2011, 29 August 2011, 18 January 2012, 30 March 2012 and 30
October 2012 in relation to the USD4.75 Billion PXF, the
announcement of the Company dated 31 January 2013 in relation to
the USD400 Million PXF, the announcement of the Company dated 21
March 2014 in relation to the Amendment Agreement, the announcement
of the Company dated 9 April 2014 in relation to the Forbearance
Request Letter, the announcement of the Company dated 27 June 2014
in relation to the Lock-Up Agreement, extension of the forbearance
period and the Schemes of Arrangement, the announcement of the
Company dated 2 July 2014 in relation to the effectiveness of the
Lock-Up Agreement and extension of the forbearance period, the
announcement of the Company dated 11 July 2014 in relation to the
outcome of the application to the English High Court and the number
of Lenders executing the Lock-Up Agreement, the announcement of the
Company dated 16 July 2014 in relation to the outcome of the
application to the Royal Court of Jersey and the number of Lenders
executing the Lock-Up Agreement and the announcement of the Company
dated 4 August 2014 in relation to the obtaining of the credit
approvals from all its Lenders with respect to the Amendment
Agreement.
The Company is pleased to announce that the Amendment Agreement
became effective on 20 August 2014. Upon effectiveness of the
Amendment Agreement, the Lock-Up Agreement terminated and the
defaults specified in the Lock-Up Agreement have been permanently
waived. The Company will no longer be pursuing the Schemes of
Arrangement, which processes are now discontinued.
Shareholders and potential investors are advised to exercise
caution when dealing in the securities of the Company.
DEFINITIONS
In this announcement, the following expressions have the
following meanings, unless the context otherwise requires:
“Amendment Agreement” the agreement dated 18 August
2014 pursuant to which the USD4.75 Billion PXF and the USD400
Million PXF are combined into a single facility agreement.
“Company” United Company RUSAL Plc, a limited liability company
incorporated in Jersey, the shares of which are listed on the main
board of The Stock Exchange of Hong Kong Limited.
“Director(s)” the director(s) of the Company. “Forbearance
Request Letter” the Forbearance Request Letter as announced and
defined in the Company’s announcement dated 9 April 2014.
“Lenders” the lenders under the USD4.75 Billion PXF and the USD400
million PXF. “Listing Rules” Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited.
“Lock-Up Agreement” the Lock-Up Agreement as announced and defined
in the Company’s announcement dated 27 June 2014. “Schemes
of Arrangement” the Schemes of Arrangement as announced and defined
in the Company’s announcement dated 27 June 2014. “USD4.75
Billion PXF” the up to USD4,750,000,000 aluminium pre-export
finance facility agreement dated 29 September 2011 between, amongst
others, BNP Paribas (Suisse) SA (as facility agent and security
agent) and the Company (as borrower) as amended on each of 26
January 2012 and 9 November 2012, and consisting of two tranches,
Tranche A and Tranche B. “USD400 Million PXF” the up to
USD400,000,000 multicurrency aluminium pre-export finance facility
agreement dated 30 January 2013 between, amongst others, ING BANK
N.V. (as facility agent and security agent) and the Company (as
borrower). By Order of the Board of Directors
of
United Company RUSAL PlcAby Wong Po YingCompany
Secretary
21 August 2014
As at the date of this announcement, the executive Directors are
Mr. Oleg Deripaska, Ms. Vera Kurochkina, Mr. Vladislav Soloviev and
Mr. Stalbek Mishakov, the non-executive Directors are Mr. Maxim
Sokov, Mr. Dmitry Afanasiev, Mr. Len Blavatnik, Mr. Ivan
Glasenberg, Mr. Maksim Goldman, Ms. Gulzhan Moldazhanova, Mr.
Daniel Lesin Wolfe, Ms. Olga Mashkovskaya and Ms. Ekaterina
Nikitina, and the independent non-executive Directors are Mr.
Matthias Warnig (Chairman), Dr. Peter Nigel Kenny, Mr. Philip
Lader, Ms. Elsie Leung Oi-sie and Mr. Mark Garber.
All announcements and press releases published by the Company
are available on its website under the links
http://www.rusal.ru/en/investors/info.aspx and
http://www.rusal.ru/en/press-center/press-releases.aspx,
respectively.
United Company RUSAL Plc