United Company RUSAL Plc: Update on the Refinancing

HONG KONG--()--Regulatory News:

United Company RUSAL Plc (Paris:RUSAL) (Paris:RUAL)

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

UNITED COMPANY RUSAL PLC
(Incorporated under the laws of Jersey with limited liability)
(Stock Code: 486)

UPDATE ON THE REFINANCING

This announcement is made pursuant to Rule 13.09 of the Listing Rules, the Inside Information Provisions (as defined under the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Cap. 571, Laws of Hong Kong) and applicable French laws and regulations.

Reference is made to the announcements of the Company dated 24 June 2011, 29 August 2011, 18 January 2012, 30 March 2012 and 30 October 2012 in relation to the USD4.75 Billion PXF, the announcement of the Company dated 31 January 2013 in relation to the USD400 Million PXF, the announcement of the Company dated 21 March 2014 in relation to the Amendment Agreement, the announcement of the Company dated 4 August 2014 in relation to the obtaining of the credit approvals from all its Lenders with respect to the Amendment Agreement, the announcement of the Company dated 21 August 2014 in relation to the effectiveness of the Amendment Agreement and the announcement of the Company dated 24 December 2014 in relation to the Combined PXF Facility.

Following the comments made on the debt refinancing process as disclosed in the Company´s announcement dated 21 March 2016 with respect to financial result for the year ended 31 December 2015, the Company would like to provide details of the amendments expected to be made to the Combined PXF Facility in this regard. The amendments disclosed in this announcement will become effective only once the relevant documentation is signed by the relevant parties and the conditions precedent are met. The Company continues negotiations with the lenders under the other financings in its credit portfolio and will announce any future developments in this regard in due course.

Amendments to the Combined PXF Facility

The Company is pleased to announce that it intends to enter into an amendment and restatement agreement with the lenders under the Combined PXF Facility to introduce new refinancing tranches under the Combined PXF Facility on the following terms:

Amount and purpose:    

Maximum amount of up to USD700million which corresponds to the
Company’s scheduled repayment instalments falling due in 2016 and 1Q
2017 under the Combined PXF Facility and aims at the refinancing of
those repayments.

 
Final maturity date and repayment schedule:

Final maturity date will fall 48 calendar months and quarterly repayments
will start from the 22nd calendar month after utilisation

 
Interest:

Interest shall accrue on the amounts outstanding under the refinancing
tranches at a rate of 3-month LIBOR plus margin. Margin for the loans
under the new tranche will be in accordance with the below margin grid:

 
 

 

Leverage ratio

Margin (per cent. per annum)
 

 

Above 5x

5.75
 

 

Above 4.5 and at or below 5.0

5.30
 

 

Above 4.0 and at or below 4.5

4.75
 

 

Above 3.5 and at or below 4.0

4.25
 

 

Above 3.0 and at or below 3.5

3.75
 

 

Above 2.5 and at or below 3.0

3.50
 

 

Above 2.0 and at or below 2.5

3.25
 

 

At or below 2.0

3.00
 
 
Security The Company will extend the security given under the Combined PXF Facility
 

The relevant documentation is expected to be signed and to be effective by the end of April 2016.

Shareholders and potential investors are advised to exercise caution when dealing in the securities of the Company.

DEFINITIONS

In this announcement, the following expressions have the following meanings, unless the context otherwise requires:

“Amendment Agreement”

    the agreement dated 18 August 2014 pursuant to which the USD4.75 Billion PXF and the USD400 Million PXF are combined into a single facility agreement (“Combined PXF Facility”).
“Company” United Company RUSAL Plc, a limited liability company incorporated in Jersey, the shares of which are listed on the main board of The Stock Exchange of Hong Kong Limited.
“Director(s)” the director(s) of the Company.
“Lenders” the lenders under the USD4.75 Billion PXF and the USD400 million PXF.
“Listing Rules” Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

“USD”

United States dollars, the lawful currency of the United States of America.
“USD4.75 Billion PXF” the up to USD4,750,000,000 aluminium pre-export finance facility agreement dated 29 September 2011 between, amongst others, BNP Paribas (Suisse) SA (as facility agent and security agent) and the Company (as borrower) as amended on each of 26 January 2012 and 9 November 2012, and consisting of two tranches, Tranche A and Tranche B.
“USD400 Million PXF” the up to USD400,000,000 multicurrency aluminium pre-export finance facility agreement dated 30 January 2013 between, amongst others, ING BANK N.V. (as facility agent and security agent) and the Company (as borrower).
 
  By Order of the Board of Directors of
United Company RUSAL Plc
Aby Wong Po Ying
Company Secretary

26 April 2016

As at the date of this announcement, the executive Directors are Mr. Oleg Deripaska, Mr. Vladislav Soloviev and Mr. Stalbek Mishakov, the non-executive Directors are Mr. Maxim Sokov, Mr. Dmitry Afanasiev, Mr. Len Blavatnik, Mr. Ivan Glasenberg, Mr. Maksim Goldman, Ms. Gulzhan Moldazhanova, Mr. Daniel Lesin Wolfe, Ms. Olga Mashkovskaya and Ms. Ekaterina Nikitina, and the independent non-executive Directors are Mr. Matthias Warnig (Chairman), Dr. Peter Nigel Kenny, Mr. Philip Lader, Dr. Elsie Leung Oi-sie, Mr. Mark Garber and Mr. Dmitry Vasiliev.

All announcements and press releases published by the Company are available on its website under the links http://www.rusal.ru/en/investors/info.aspx, http://rusal.ru/investors/info/moex/ and http://www.rusal.ru/en/press-center/press-releases.aspx, respectively.

Contacts

United Company RUSAL Plc

Contacts

United Company RUSAL Plc