PAO Raspadskaya (MOEX: RASP; 'Raspadskaya' or the 'Company') announces that it has agreed to acquire AO UCC Yuzhkuzbassugol ('YUKU'), a wholly owned subsidiary of EVRAZ plc (LSE: EVR; 'EVRAZ') (the 'Transaction').
The contemplated Transaction values 100% of the equity capital of YUKU at RUB 67,741 million payable in cash.
Transaction rationale: Creation of a major Russian coking coal company with a high quality and low cost asset footprint: As a result of the Transaction, Raspadskaya to become Russia's largest coking coal producer by volume and a top-5 coking coal producer globally by revenue
The operating portfolio of Raspadskaya will comprise 7 mines, 2 open pits and 3 processing facilities in Kemerovo Region and 1 mine in the Tyva Republic. Combined reserve base of 1.9Bt
Reduced risks due to the diversification of coal type mix, expanded client base and assortment of final products
Increased transparency of results and prospective plans of the combined business
Joint development projects aimed at further extension of coal type mix, expansion of open pit mining and development of underground mines
Transaction highlights and corporate approvals
Under Russian corporate law the Transaction constitutes (i) a related party transaction and (ii) a major transaction whose value exceeds 50% of the total (balance sheet) value of Raspadskaya's assets. It is therefore subject to (i) approval as a related party transaction by a simple majority of those independent shareholders of Raspadskaya (i.e. excluding EVRAZ) who participate in the extraordinary general meeting of Raspadskaya's shareholders (the 'EGM') and (ii) approval as a major transaction by three quarters of all shareholders of Raspadskaya who participate in the EGM
The EGM is scheduled for December 18th, 2020 and a list of Raspadskaya's shareholders entitled to participate in the EGM is expected to be prepared on November 24th, 2020 ('Record Date')
In accordance with Russian corporate law, if the Transaction is approved at the EGM, shareholders of Raspadskaya who do not participate in voting on that matter or vote against the Transaction as a major transaction, will be entitled to submit their shares in an amount not exceeding the number of the shares owned by them as of the Record Date for redemption by Raspadskaya at a price of RUB 164 per share as determined by the Board (the 'Redemption')
The redemption price is equal to the market value of one Raspadskaya ordinary share determined by KPMG in its valuation report, acting as independent appraiser
The amount of funds that can be spent by Raspadskaya on the Redemption may not exceed 10% of Raspadskaya's net assets value as of the date of adoption of the EGM resolution on approval of the Transaction
The Transaction is expected to be completed by the end of December 2020, subject to corporate approvals
About the Company
PAO Raspadskaya is an integrated group of coal mining and enrichment facilities located in the Kemerovo region of Russia. It comprises three underground mines, two open-pit operations, a coal preparation plant, and several coal transportation and production infrastructure enterprises. Raspadskaya is a subsidiary of EVRAZ, a major vertically integrated metals and mining company.
About YUKU
YUKU is a leading Russian coal producer, which mines almost all types of coking coal. It is a sophisticated technical complex for coal mining and processing that consists of mines, concentrating facilities and specialized ancillary enterprises. YUKU supplies coal to the majority of metal production plants and companies in Russia and CIS.
Contact:
Maria Starovoit
Tel: +7 495 937 6871
Email: media@evraz.com
EVRAZ PLC 
