Evraz Group S.A. Announces Invitations to Purchase Notes for Cash
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
PR Newswire
LUXEMBOURG, March 2, 2017
LUXEMBOURG, March 2, 2017 /PRNewswire/ — Evraz Group S.A. (the “Company“) has today launched invitations to holders (the “Noteholders“) of the notes listed below (the First 2018 Notes together with the Second 2018 Notes (each as defined below), the “2018 Notes“, and the 2018 Notes together with the 2020 Notes, the “Notes“), subject to the offer and distribution restrictions below, and upon the terms and subject to the conditions set forth in a tender offer memorandum dated 2 March 2017 (the “Tender Offer Memorandum“), to tender for purchase for cash (a) any and all of the 2018 Notes and (b) the 2020 Notes up to the 2020 Notes Maximum Acceptance Amount (equal to U.S.$300,000,000), in accordance with the procedures described therein. The invitations to tender the Notes for purchase are referred to as the “Tender Offers“, and each of them, a “Tender Offer“. Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum.
This announcement does not constitute an offer to acquire any of the Notes, which is being made solely pursuant to the Tender Offer Memorandum. Holders are advised to read the Tender Offer Memorandum for full details of, and information on, procedures for participating in the Tender Offers. Copies of the Tender Offer Memorandum are available, subject to offer and distribution restrictions, on the Offer Website: https://sites.dfkingltd.com/evraz.
Summary of the Tender Offers
Description of the |
Common |
Common |
Outstanding |
Minimum |
Purchase |
Amount |
||||||
U.S.$700,000,000 9.50% Notes due 24 April 2018 issued by the Company (the “First 2018 Notes“) |
035938133/ XS0359381331 |
035938362/ US30050AAB98/ 30050AAB9 |
U.S.$125,095,000 |
U.S.$100,000 and integral multiples of U.S.$1,000 thereafter |
U.S.$ 1,080.00 per U.S.$1,000 in principal amount of the First 2018 Notes |
Any and all |
||||||
U.S.$850,000,000 6.75% Notes due 27 April 2018 issued by the Company (the “Second 2018 Notes“) |
061890521/ XS0618905219 |
062063190/ US30050AAD54/ 30050AAD5 |
U.S.$527,410,000 |
U.S.$200,000 and integral multiples of U.S.$1,000 thereafter |
U.S.$1,053.75 per U.S.$1,000 in principal amount of the Second 2018 Notes |
Any and all |
||||||
U.S.$1,000,000,000 6.50% Notes due 22 April 2020 issued by the Company (the “2020 Notes“) |
080863861/ XS0808638612 |
78394986/ US30050AAF03/ 30050AAF0 |
U.S.$1,000,000,000 |
U.S.$200,000 and integral multiples of U.S.$1,000 thereafter |
U.S.$1,075.00 |
Up to U.S.$ 300,000,000 in principal amount of the 2020 Notes (the “2020 Notes Maximum Acceptance Amount“) |
Rationale for the Tender Offers
The purpose of the Tender Offers is to extend the maturity profile of a portion of the Company’s indebtedness and to optimise the use of cash and cash equivalents. Each Tender Offer is subject to the Financing Condition. Notes acquired in the Tender Offers will be cancelled.
Expected Timetable of Events
The times and dates below are indicative only (All times NYC).
Action
|
Date and time
|
Commencement
|
2 March 2017
|
Expiration Deadline
|
17:00 on 10 March 2017
|
Results Announcement Date
|
13 March 2017.
|
Guaranteed Delivery Deadline
|
17:00 on 14 March 2017
|
Payment
|
15 March 2017 for the 2018 Notes Tender Offers and 21 March |
For Further Information
Holders may access the Tender Offer Memorandum at https://sites.dfkingltd.com/evraz. Further details about the Tender Offers can be obtained from:
The Joint Dealer Managers
Bank GPB International S.A.
+7-495-988-2353
dcm@gazprombank.ru
Citigroup Global Markets Limited
+44-20-7986-8969 / +1-(800)-558-3745 / +1-(212)-723-6106
Liabilitymanagement.europe@citi.com
Deutsche Bank AG, London Branch
+44-20-7545-8011 / +1-855-287-1922 / +1-(212)-250-7527
liability.management@db.com
J.P. Morgan Securities plc
+44-20-7134-2468
em_europe_lm@jpmorgan.com
VTB Capital plc
+44-20-333-48029
liability.management@vtbcapital.com
The Information and Tender Agent
D.F. King Ltd
evraz@dfkingltd.com
+44-20-7920-9700
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SOURCE Evraz Group S.A.
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