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Change of Control Put Event Notice

14 Sep 2022 07:00

RNS Number : 3468Z
Global Ports Investments PLC
14 September 2022
 

 

For immediate release 14 September 2022

Global Ports Investments PLC

 

GLOBAL PORTS (FINANCE) PLC(the "Issuer")

U.S.$350,000,000 6.50 per cent. Guaranteed Notes due 2023(ISINs: XS1405775450, US37955KAC62) (the "Notes")

issued by the Issuer and guaranteed by Global Ports Investments plc, First Container Terminal Incorporated, Joint-stock company "Petrolesport" and Vostochnaya Stevedoring Company Limited Liability Company

 

CHANGE OF CONTROL PUT EVENT NOTICE

 

The Issuer hereby informs that on 13 September 2022 the Issuer became aware that the Change of Control Put Event occurred whereby Limited Liability Company "Management Company "Delo" became the beneficial owner of more than 50 per cent. of the issued and outstanding voting share capital of Global Ports Investments PLC (the Parent).

 

Since Limited Liability Company "Management Company "Delo" is not a Permitted Holder, the above acquisition constitutes the Change of Control Put Event under Condition 5(c) (Redemption upon a change of control).

 

Pursuant to the Conditions, upon the Change of Control Put Event, the holder of a Note is entitled to exercise the Change of Control Put Option in accordance with the procedure set out in Condition 5(c) (Redemption upon a change of control).

 

Each holder of a Note which intends to exercise the Change of Control Put Option shall deliver no later than 30 days from the date hereof to the specified office of the Principal Paying Agent evidence satisfactory to the Principal Paying Agent of such holder's entitlement to such Note and a duly completed change of control put option notice specifying the principal amount of the Notes in respect of which the Change of Control Put Option is exercised, in the form obtainable from the Principal Paying Agent. The Principal Paying Agent will provide such Note holder with a non-transferable receipt.

 

This Notice is the Change of Control Put Event Notice.

 

Capitalized terms used in this Notice and not otherwise defined have the meanings given to them in the trust deed between the Issuer and BNY Mellon Corporate Trustee Services Limited dated 22 September 2016 relating to the Notes and the Terms and Conditions of the Notes.

 

ENQUIRIES

Global Ports Investor Relations

Mikhail Grigoriev / Tatiana Khansuvarova

+7 (812) 677 15 57

+7 916 991 73 96

E-mail: ir@globalports.com

Global Ports Media Relations

Margarita Potekhina

+7 (812) 677 15 57 ext. 2889

+7 921 963 54 27

E-mail: media@globalports.com

 

NOTES TO EDITORS

Global Ports Investments PLC is the leading operator of container terminals in the Russian market in terms of capacity and container throughput.[1]

Global Ports' terminals are located in the Baltic and Far East Basins, key regions for foreign Russian trade and transit cargo flows. Global Ports operates five container terminals in Russia (Petrolesport, First Container Terminal, Ust-Luga Container Terminal[2] and Moby Dik[3] in the Russian Baltics, and Vostochnaya Stevedoring Company in the Russian Far East) and two container terminals in Finland[4] (Multi-Link Terminals in Helsinki and Kotka). Global Ports also owns inland container terminal Yanino Logistics Park[5] located in the vicinity of St. Petersburg.

Global Ports' revenue for the first half of 2022 was USD 271.6 million and Adjusted EBITDA was USD 145.6 million. Consolidated Marine Container Throughput was 611 thousand TEUs in the first half of 2022.

Global Ports' major shareholder is Delo Group, the largest intermodal container and port operator in Russia[6] (61.5%). 20.5% of Global Ports shares are traded in the form of global depositary receipts listed on the Main Market of the London Stock Exchange (LSE ticker: GLPR).

For more information please see: www.globalports.com

 

LEGAL DISCLAIMER

Some of the information in these materials may contain projections or other forward-looking statements regarding future events or the future financial performance of Global Ports. You can identify forward-looking statements by terms such as "expect", "believe", "anticipate", "estimate", "intend", "will", "could," "may" or "might" or the negative of such terms or other similar expressions. Any forward-looking statement is based on information available to Global Ports as of the date of the statement and, other than in accordance with its legal or regulatory obligations, Global Ports does not intend or undertake to update or revise these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Forward-looking statements involve known and unknown risks and Global Ports wishes to caution you that these statements are only predictions and that actual events or results may differ materially from what is expressed or implied by these statements. Many factors could cause the actual results to differ materially from those contained in projections or forward-looking statements of Global Ports, including, among others, general political and economic conditions, the competitive environment, risks associated with operating in Russia and market change in the industries Global Ports operates in, as well as many other risks related to Global Ports and its operations. All written or oral forward-looking statements attributable to Global Ports are qualified by this caution.


[1] Company estimates based on 1H 2022 throughput and the information published by the "ASOP".

[2] In which Eurogate currently has a 20% effective ownership interest.

[3] Joint venture in which CMA Terminals currently has a 25% effective ownership interest.

[4] Joint ventures in each of which CMA Terminals currently has a 25% effective ownership interest.

[5] Joint venture in which CMA Terminals currently has a 25% effective ownership interest.

[6] According to publicly available data at www.delo-group.com

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
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