Cyprus-based Barlenco Ltd., affiliated with the largest Ukrainian mining and metallurgical group Metinvest, in accordance with the law on joint stock companies has confirmed its intention to exercise the right to compulsory redemption of shares (squeeze-out) from minority shareholders of PrJSC Dniprovsky Coke Chemical Plant (formerly Evraz-Dniprodzerzhynsk Coke and Chemical Plant, Kamianske, formerly Dniprodzerzhynsk, Dnipropetrovsk region)
According to the official data of the plant in the information disclosure system of the National Securities and the Stock Market Commission, Dniprovsky Coke Chemical Plant received a notification from the shareholders on November 18 of this year.
As reported, PrJSC Dniprovsky Coke Chemical Plant received a notification from Metinvest B.V. on the achievement of a dominant controlling stake in the enterprise on October 21 of this year. Then it was clarified that the direct share of Metinvest B.V. increased from 73.37% (500.623 million shares) to 97.01%. At the same time, the aggregate ownership of shares in Dniprovsky Coke Chemical Plant by Metinvest (with the affiliated company Barlenco Ltd (Cyprus), which owns another 2.09% of the company’s shares) reached 99.1%. price of UAH 1.62 per ordinary share.
As reported, Metinvest B.V. in April 2019 announced a proposal to buy back shares from minority shareholders of Dniprovsky Coke Chemical Plant as part of the sell-out procedure (buyback at the request of the minority shareholder based on Articles 68 and 69 of the law on joint stock companies).Metinvest B.V. in mid-March 2020, announced the completion of the transaction to acquire a stake in PrJSC Dniprovsky Coke Chemical Plant and currently owns about 73% of the company’s shares. Back in 2014, Metinvest Group sent an application to the Antimonopoly Committee of Ukraine to acquire a controlling stake in Dniprovsky Coke Chemical Plant. About a year ago, the AMCU approved this deal subject to a number of restrictions. Prior to this, Metinvest received a number of permits from the antimonopoly authorities of other countries to acquire this enterprise.
The charter capital of the plant is UAH 170.584 million.
Bonds of Metinvest B.V. (Netherlands), the parent company of the Metinvest mining and metals group, due in 2027, is included in in the JPMorgan Corporate Emerging Markets Bond Index (CEMBI) series.
According to the company’s press release issued on Wednesday, the CEMBI indices provide a global benchmark tracking U.S.-dollar-denominated debt issued by emerging market corporations.
At the same time, the eurobond due in 2027 was issued on October 1, 2020 following the successful completion of a liability management exercise to extend the maturity of the group’s outstanding eurobonds. It met the criteria to be included in the CEMBI Broad and CEMBI Broad Diversified high-yield indices after a regular review on October 30, 2020. As a result, Metinvest’s U.S.-dollar-denominated eurobonds are all included in these two indices for the high-yield segment.
In addition, the eurobond due in 2029, which was issued on 17 October 2019, has effectively replaced the eurobond due in 2023 in the CEMBI and CEMBI Diversified high-yield indices after the size of the latter decreased to below $500 million.
The income of Metinvest B.V. (the Netherlands), the parent company of the Metinvest mining and metallurgical group, in August 2020 decreased by 7.9%, or $72 million, to $838 million from $910 million, compared to the previous month.
According to the published preliminary unaudited consolidated monthly results of the company’s financial statements, the overall rate of EBITDA amounted to $216 million in August, which is $12 million more than in July ($204 million), while EBITDA from participation in the joint venture was $48 million (in July $30 million).
According to the report, the adjusted EBITDA of the metallurgical division of the group for August 2020 amounted to ‘plus’ $91 million (in July ‘plus’ $57 million), including $7 million from participation in the joint venture (‘minus’ 5 million); EBITDA of the mining division totals $134 million (in July $154 million), including income from the joint venture $41 million ($35 million). The management company’s expenses amounted to $6 million ($6 million).
Total income in August consisted of $671 million ($700 million in July) from the metallurgical division, $258 million ($283 million) from the mining division, and intercompany sales of $91 million ($73 million).
The company’s total debt in August decreased by $64 million, to $3.017 billion from $3.081 billion, compared to July, while the total amount of money decreased by $88 million, to $523 million from $611 million.
Funds used in investment activities amounted to $54 million, in financial activities to $71 million.
Metinvest B.V. (the Netherlands), the parent company of Metinvest Group, has announced the acquisition of a dominant stake in PrJSC Dniprovsky Coke Chemical Plant (formerly Evraz-Dniprodzerzhynsk Coke and Chemical Plant, Kamianske, formerly Dniprodzerzhynsk, Dnipropetrovsk region) and intends to buy out the remaining shares from minority shareholders on the squeeze-out procedure.
According to the information of the plant, the issuer received a notification on October 21 from Metinvest B.V. company (the Netherlands) on the acquisition of a dominant controlling stake in the company.
At the same time, it is specified that the direct stake of Metinvest B.V. increased from 73.37% (500.623 million shares) to 97.01%. The aggregate ownership of shares in the plant by Metinvest (with the affiliated company Barlenco Ltd, Cyprus, which owns another 2.09% of the company’s shares), reached 99.1%.
The shares will be redeemed at a price of UAH 1.62 per ordinary share.
As reported, Metinvest B.V. in April 2019 announced an offer to buy out shares from the plant’s minority shareholders as part of the sell-out procedure (buyout at the request of a minority shareholder on the basis of Articles 68 and 69 of the law on joint-stock companies).
Metinvest B.V. (the Netherlands), the parent company of the Metinvest mining and metallurgical group, will buy back all 2021 eurobonds previously issued by the company for $ 115.3 million and part of 2023 eurobonds for $ 193.2 million, according to Metinvest B.V.’s report on the first results of obtaining consent to buy back its eurobonds maturing in 2021 and 2023 and the issue of new eurobonds.
According to the document, there are currently 2021 eurobonds in the amount of $ 115.3 million in circulation, and with amendments and recalculation with a fixed interest rate, $ 118.020 million will be spent on their redemption.
Currently, there are also 2023 eurobonds for a total of $ 504.515 million in circulation, while within the first stage (with the end of acceptance on September 28) applications for the redemption of these bonds for the amount of $ 193.227 million were accepted.
As reported, Metinvest is placing seven-year eurobonds worth $ 333 million with a yield of 7.95%. The demand for eurobonds exceeded $ 1.6 billion.
Metinvest, the largest Ukrainian mining and metallurgical holding, has offered the buyback of its eurobonds maturing in 2021 and 2023 for a total amount of up to $ 290 million, in particular through the issue of new eurobonds.
The purpose of the offer is to proactively manage and extend the maturity of the issuer’s debt, and leverage favorable market conditions to refinance bonds to provide a more stable and long-term capital structure with a lower refinancing risk, the company said on the website of the Irish Stock Exchange.
Metinvest reminds that its 2021 eurobonds with a par value of $ 115.31 million and 2023 eurobonds with a par value of $ 504.52 million are in circulation. According to the proposal, the volume of redemption of 2023 eurobonds is limited by the condition to keep this issue in circulation in the amount of at least $ 300 million. In particular, it is indicated that if all 2021 eurobonds are submitted for redemption, the volume of redemption of 2023 eurobonds will amount to $ 164.25 million.
Metinvest also said that it had already received information from the holder of 2021 eurobonds for $ 80.8 million about the intention to make such a buyout. If this intention is confirmed, then for the general agreement on the operation of these securities, the participation of the holders of these bonds for about $ 5.7 million will be required.
According to the promulgated terms, 2021 eurobonds are redeemed at a price of 103% of the face value, 2023 eurobonds at 104.25% of the face value.
Redemption applications are accepted until September 28 inclusive. The earliest expected settlement date is October 1, the final one is October 16.