3 Jul 2018 15:03
Results of the Board of Directors Meeting on June 27, 2018
PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces that the Company's Board of Directors held a meeting on June 27, 2018.
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Content of the resolutions adopted by the Issuer's Board of Directors:
1. To determine that the price (monetary value) of the 5,131,669,622.18 (five billion one hundred thirty-one million six hundred sixty-nine thousand six hundred twenty-two and 18/100) registered ordinary uncertified shares of PJSC Inter RAO with a nominal value of 2.809767 (two and eight hundred nine thousand seven hundred sixty-seven millionths) rubles each to be alienated by RusHydro and its controlled companies, state registration number of the issue of shares 1-04-33498-E (hereinafter referred to as the "Shares") is 3.3463 rubles per share, which is not lower than the market price determined on the basis of the report of an independent appraiser.
2. To approve the termination of the Company's participation in the authorized capital of Public Joint Stock Company Inter RAO UES (PJSC Inter RAO, location: Russian Federation, Moscow, OGRN 1022302933630, INN 2320109650) through the sale to Inter RAO Capital of 2,029,197,475.41 (two billion twenty-nine million one hundred ninety-seven thousand four hundred seventy-five and 41/100) registered ordinary shares of PJSC Inter RAO owned by the Company, which is 1.944% of its authorized capital, at the alienation price of 3.3463 rubles per share, which is not lower than the market price determined on the basis of the report of an appraiser, on material conditions, as per Schedule 1 to the Minutes.
3. To approve the termination of participation of controlled companies of RusHydro in the authorized capital of Public Joint Stock Company Inter RAO UES (PJSC Inter RAO, location: Russian Federation, Moscow, OGRN 1022302933630, INN 2320109650) as a result of the conclusion of contracts with Inter RAO Capital for the sale of 3,102,472,146.77 (three billion one hundred two million four hundred seventy-two thousand one hundred forty-six and 77/100) registered ordinary uncertified shares of PJSC Inter RAO, which is 2.972% of the authorized capital of PJSC Inter RAO, at the alienation price of 3.3463 rubles per share, which is not lower than the market price determined on the basis of the report of an appraiser, on material conditions, as per Schedules 2-4 to the Minutes.
4. The stake of RusHydro Group in the authorized capital of PJSC Inter RAO is:
‑ before the alienation of the Shares - 4.915%,
‑ after the alienation of the Shares - 0%.
5. To consider the resolution on clause 2 to be an approval in accordance with sub-clause 24 c) of clause 12.1 of the Articles of Association of the Company.
About RusHydro
RusHydro Group is one of Russia's largest generating companies. RusHydro is the leading producer of renewable energy in Russia with over 70 generating facilities in Russia and abroad. The company also manages a number of R&D, engineering and electricity retail companies. Group's thermal assets are operated by subsidiary - RAO Energy System of East in the Far East of Russia. Total electricity generation capacity of the Group is 39.0 GW, heat capacity - 18.5 thousand GCal/h.
Russian Federation owns 60.6% in RusHydro, the rest is held by other institutional and individual shareholders (over 360,000). The company's stock is traded on Moscow Exchange (MOEX), and included in MSCI EM и MSCI Russia indexes. Company's GDRs in the IOB section of LSE, ADRs - in OTCQX.
For more information:
Investor Relations Department
Tel. +7 (495) 225 3232 ext. 1607, 1319, 1304
ir@rushydro.ru
The information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of PJSC "RusHydro" ("RusHydro"). One can identify forward-looking statements by terms such as "expect", "believe", "anticipate", "plan", "aim", "target", "forecast", "project", "should", "estimate", "intend", "will", "could", "may" or "might", the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially from these statements.
We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic and political conditions, our competitive environment, risks associated with operating in Russia and rapid technological and market changes in our industries, as well as many other risks specifically related to RusHydro and its operations.