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Notification of Successful Share Placing by TIHL

16 Oct 2012 08:21

RNS Number : 7770O
Globaltrans Investment PLC
16 October 2012
 



 

**NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE RUSSIAN FEDERATION**

 

For immediate release 16 October 2012

 

Globaltrans Investment PLC

Notification of Successful Share Placing by TIHL at $19.50 per GDR

Globaltrans Investment PLC ("Globaltrans" or the "Company" and together with its consolidated subsidiaries, the "Group"; LSE ticker: GLTR), a leading private freight rail transportation group with operations in Russia, the CIS and the Baltic countries, has been informed by its shareholder Transportation Investments Holding Limited ("TIHL") that it has successfully completed a Placing of 10,256,411 existing shares of the Company owned by it (the "Placing") in the form of global depositary receipts ("GDRs").

The successful Placing amounts to 5.74% of Globaltrans' outstanding ordinary share capital. The GDRs were placed by way of an accelerated private placement process with international institutional investors on a Reg S basis, and to US QIBs on a 144A basis, at a price of $19.50, representing an aggregate value of approximately $200 million.

 

Following the Placing, TIHL remains Globaltrans' single largest shareholder with a holding equivalent to 34.5% of the Company's ordinary share capital.

 

TIHL has made clear its intention to remain a long-term strategic investor in the Group and that the proceeds from Placing will be used to pursue other investment opportunities in Russia.

 

ENQUIRIES

Globaltrans Investor Relations

Mikhail Perestyuk

+357 25 503 153

irteam@globaltrans.com

 

 

For international media

Holloway & Associates

Laura Gilbert / Zoe Watt

+44 20 7240 2486

globaltrans@rholloway.com

 

NOTES TO EDITORS

Globaltrans is a leading private freight rail transportation group with operations in Russia, the CIS and the Baltic countries. The Group's main business is the provision of freight rail transportation services. Globaltrans provides services to more than 650 customers and its key customers include a number of large Russian industrial groups in the metals and mining and the oil products and oil sectors.

The Group's fleet of rolling stock owned and leased amounted to 62,710 units at 30 June 2012, including 39,997 gondola cars, 21,818 rail tank cars, 57 locomotives and 838 other railcars.

In the first six months of 2012 the Group's Freight Rail Turnover was 53.6 billion tonnes-km with 34.2 million tonnes of freight transported. The Group's Adjusted Revenue was USD 664.7 million* with Adjusted EBITDA reaching USD 328.6 million* in the first six months of 2012.

Globaltrans' global depositary receipts (ticker symbol: GLTR) have been listed on the Main Market of the London Stock Exchange since May 2008. Globaltrans was the first freight rail transportation group with operations in Russia to have an international listing.

To learn more about Globaltrans, please visit www.globaltrans.com.

Certain financial information which is derived from the management accounts is marked in this announcement with an asterisk {*}.

LEGAL DISCLAIMER

Neither this announcement nor any copy of it may be taken or transmitted, directly or indirectly, into the United States. These materials do not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase or subscribe nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor. The offer and the distribution of these materials and other information in connection with the listing and offer in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not an offer for sale of any securities in the United States. Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. person (as defined in Regulation S under the Securities Act of 1933, as amended (the " Securities Act")) absent registration or an exemption from registration under the Securities Act. The Company has not registered and does not intend to register any portion of any offering in the United States or to conduct a public offering of any securities in the United States.

This announcement is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(2) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended from time to time (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order or (iv) certified high net worth individuals and certified and self-certified sophisticated investors as described in Articles 48, 50, and 50A respectively of the FPO or (v) persons to whom this communication may otherwise be lawfully communicated (all such persons together being referred to as "relevant persons"). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

This announcement is distributed in any member state of the European Economic Area which applies Directive 2003/71/EC (this Directive together with any implementing measures in any member state, the "Prospectus Directive") only to those persons who are qualified investors for the purposes of the Prospectus Directive in such member state, and such other persons as this document may be addressed on legal grounds, and no person that is not a relevant person or qualified investor may act or rely on this document or any of its contents.

This announcement or information contained therein is not an offer, or an invitation to make offers, to sell, exchange or otherwise transfer securities in the Russian Federation to or for the benefit of any Russian person or entity and does not constitute an advertisement or offering of securities in the Russian Federation within the meaning of Russian securities laws. Information contained herein is intended only for persons who are "qualified investors" within the meaning of Article 51.2 of the Federal Law no. 39-FZ "On the Securities Market" dated 22 April 1996, as amended (the "Russian QIs") and must not be distributed or circulated into Russia or made available in Russia to any persons who are not Russian QIs, unless and to the extent they are otherwise permitted to access such information under Russian law. Any securities relating to this announcement, including global depositary receipts, have not been and will not be registered in Russia and are not intended for "offer" "placement" or "circulation" in Russia (each as defined in Russian securities laws) unless and to the extent otherwise permitted under Russian law.

Deutsche Bank AG, London Branch, J.P. Morgan Securities plc, Morgan Stanley & Co. International plc and SIB (Cyprus) Limited, are acting exclusively for TIHL and no-one else in connection with the Placing. They will not regard any other person as their respective clients in relation to the Placing and will not be responsible to anyone other than TIHL for providing the protections afforded to their respective clients, nor for providing advice in relation to the Placing, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

None of Deutsche Bank AG, London Branch, J.P. Morgan Securities plc, Morgan Stanley & Co. International plc, SIB (Cyprus) Limited or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of, the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith.

Each of Deutsche Bank AG, London Branch, J.P. Morgan Securities plc and Morgan Stanley & Co. International plc and SIB (Cyprus) Limited may participate in the Placing on a proprietary basis.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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