NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
Completion of Initial Phase of Deleveraging Transaction
Kyiv, 07 September 2016
We hereby announce that on 1 September 2016 the DTEK Energy B.V. group of companies (the "Group") transferred (i) the entire share capital of its Russian subsidiaries, Donskoy Anthracite JSC and Mine Office Obukhovskaya JSC (together, the "Russian Subsidiaries"), and (ii) certain receivables owed to the Group by the Russian Subsidiaries (the "Receivables"), in each case, out of the Group to a wholly-owned subsidiary of DTEK BV, the sole shareholder of DTEK Energy B.V., (the "Assets Sale") for total aggregate consideration of US$400 million (the "Consideration").
The Consideration shall be satisfied by the transfer, release and discharge of US$400 million of Group indebtedness (the "Release and Discharge") upon the completion of the deleveraging transaction ("Completion") on or prior to 22 September 2016 or such later date as the transaction parties may agree (the "Long Stop Date"), provided that, if Completion and the Release and Discharge have not occurred by the Long Stop Date, the Assets Sale shall be unwound, in which case the Russian Subsidiaries and the Receivables shall be re-transferred to the Group and the Consideration shall cease to be payable (the "Transaction Unwind"). We will announce the occurrence of Completion or the Transaction Unwind or any extension to the Long Stop Date, as appropriate, in due course.
This notice is neither an offer to purchase nor a solicitation of an offer to sell securities. The Consent Solicitation is not being made to any person in any jurisdiction in which the making of the Consent Solicitation would not be in compliance with the securities or other laws of such jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States, unless registered under the Securities Act or unless an exemption from the registration requirements set forth in the Securities Act applies to them. No public offering of the securities will be made in the United States and the Company does not intend to make any such registration under the Securities Act.
In the United Kingdom, this communication is being distributed only to and is directed only at (a) persons who have professional experience in matters relating to investments falling within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (b) high net worth entities falling within Article 49(2)(a) to (d) of the Order and (c) other persons to whom it may be lawfully communicated (all such persons together being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this communication or any of its contents.
Statements contained herein may constitute "forward-looking statements". Forward-looking statements are generally identifiable by the use of the words "may", "will", "should", "aim", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology.
Forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause the Company's or its industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise.
No party accepts any responsibility or liability whatsoever for any loss or damage occasioned to any person arising out of the process described in this notice.
DTEK is a strategic holding company that manages three operational sub-holding companies with the assets in the coal production, thermal energy generation and distribution as well as alternative energy and gas production. It is part of the financial and industrial group System Capital Management (SCM). The shareholder of the group is Rinat Akhmetov. Maxim Timchenko is the Chief Executive Officer of DTEK. Currently, DTEK employs 118 thousand people.
The assets portfolio of DTEK in coal production, thermal generation and distribution sectors is represented by 31 mines and 13 coal processing plants; ten thermal power plants and two combined heat and power plants with 18 GW of total installed capacity; and six electricity distribution companies, which provide services to over 4.4 million customers. The alternative energy sector is represented by one wind farm with the designed installed capacity of 200 MW. The proven reserves of natural gas (С1, С2) at three fields amount to 26 billion cubic meters.
In 2015, DTEK's companies generated 38.3 bln kWh, including 634 mln kWh generated by the wind farm, transmitted 45.1 bln kWh of electricity, and produced 28.7 mln tonnes of coal and 1.3 bln cubic meters of natural gas. For more information, visit: www.dtek.com
For more information, please contact:
IR Manager, DTEK
Tel.: +38 (044) 581 45 22
E-mail: [email protected]
This information is provided by RNS