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.

News provided by

Evraz Group S.A.

Mar 02, 2017, 04:45 ET

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
Notes

Common
code/ISIN for
Regulation S
Notes

Common
code/ISIN/
CUSIP for Rule
144A Notes

Outstanding
Principal
Amount

Minimum
Denomination

Purchase
Price

Amount
subject to the
Tender
Offers













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
per U.S.$1,000 in principal amount of the 2020 Notes

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
in respect of the 2018 Notes

 

17:00 on 14 March 2017

 

 

Payment

 

15 March 2017 for the 2018 Notes Tender Offers and 21 March
2017 for the 2020 Notes Tender Offer

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
[email protected]

Citigroup Global Markets Limited
+44-20-7986-8969 / +1-(800)-558-3745 / +1-(212)-723-6106
[email protected]

Deutsche Bank AG, London Branch
+44-20-7545-8011 / +1-855-287-1922 / +1-(212)-250-7527
[email protected]

J.P. Morgan Securities plc
+44-20-7134-2468
[email protected]

VTB Capital plc
+44-20-333-48029
[email protected]

The Information and Tender Agent

D.F. King Ltd
[email protected]
+44-20-7920-9700

SOURCE Evraz Group S.A.

21%

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