6 May 2020 15:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (EXCEPT TO QUALIFIED INSTITUTIONAL BUYERS AS DEFINED IN RULE 144A UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED), AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL.
LUKOIL ANNOUNCES THE COMPLETION OF THE ISSUANCE OF US$1,500,000,000 OF EUROBONDS
PJSC "LUKOIL" announces the completion of the issuance of US$1,500,000,000 of Rule 144A/Regulation S notes. The offering consists of 10-year notes with a coupon of 3.875% per annum. The notes have been issued by LUKOIL Securities B.V. and guaranteed by PJSC "LUKOIL", and an application has been made for the notes to be admitted to the Official List of the United Kingdom Financial Conduct Authority and to trading on the Regulated Market of the London Stock Exchange plc. LUKOIL intends to use the net proceeds of the offering for general corporate purposes. The notes have been assigned a rating of BBB+ by Fitch and BBB by Standard & Poor's.
The prospectus dated 30 April 2020 relating to the notes has been approved by the United Kingdom Financial Conduct Authority and is available at the registered office of LUKOIL Securities B.V. at Zuidplein 198, H Tower, Level 24, 1077 XV Amsterdam, The Netherlands and at http://www.rns-pdf.londonstockexchange.com/rns/5237L_1-2020-4-30.pdf.
THIS ANNOUNCEMENT IS NOT FOR GENERAL PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES. THESE MATERIALS DO NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES. THE SECURITIES DISCUSSED HEREIN HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION AS PROVIDED IN THE SECURITIES ACT AND THE RULES AND REGULATIONS THEREUNDER. THE SECURITIES ARE BEING OFFERED AND SOLD (I) OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS PURSUANT TO REGULATION S UNDER THE SECURITIES ACT AND (II) INSIDE THE UNITED STATES TO QUALIFIED INSTITUTIONAL BUYERS IN ACCORDANCE WITH AND WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT. THE COMPANY DOES NOT INTEND TO REGISTER ANY PORTION OF THE PROPOSED OFFERING UNDER THE APPLICABLE SECURITIES LAWS OF THE UNITED STATES OR CONDUCT A PUBLIC OFFERING OF ANY SECURITIES IN THE UNITED STATES. THE INFORMATION CONTAINED HEREIN SHALL NOT CONSTITUTE OR FORM PART OF ANY OFFER TO SELL OR SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, EXEMPTION FROM REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
THIS COMMUNICATION DOES NOT CONSTITUTE AN OFFER OF SECURITIES TO THE PUBLIC IN THE UNITED KINGDOM. CONSEQUENTLY, THIS COMMUNICATION IS DIRECTED ONLY AT (I) PERSONS WHO ARE OUTSIDE THE UNITED KINGDOM, (II) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(1) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER"), (III) HIGH NET WORTH ENTITIES FALLING WITHIN ARTICLE 49(2) OF THE ORDER AND (IV) OTHER PERSONS TO WHOM IT MAY LAWFULLY BE 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.
IN MEMBER STATES OF THE EEA, THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE "QUALIFIED INVESTORS" WITHIN THE MEANING OF PROSPECTUS REGULATION (REGULATION (EU) 2017/1129). MANUFACTURER TARGET MARKET (MIFID II PRODUCT GOVERNANCE) IS ELIGIBLE COUNTERPARTIES AND PROFESSIONAL CLIENTS ONLY (ALL DISTRIBUTION CHANNELS). NO PRIIPS KEY INFORMATION DOCUMENT (KID) HAS BEEN PREPARED AS NOT AVAILABLE TO RETAIL INVESTORS IN EEA.
This announcement is not an offer, or an invitation to make offers or to purchase, sell, exchange or transfer any securities in Russia or to or for the benefit of any Russian person or entity, and does not constitute an advertisement or offering of the securities in Russia within the meaning of Russian securities laws. Information contained in this communication is not intended for any persons in the Russian Federation who are not "qualified investors" within the meaning of Russian securities laws. The securities have not been and will not be registered in Russia AND are not intended for "placement" or "circulation" in Russia (each as defined in Russian securities laws) unless and to the extent otherwise permitted under Russian law.
A RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE SUBJECT TO REVISION, SUSPENSION OR WITHDRAWAL AT ANY TIME BY THE ASSIGNING RATING ORGANISATION. SIMILAR RATINGS FOR DIFFERENT TYPES OF ISSUERS AND ON DIFFERENT TYPES OF NOTES DO NOT NECESSARILY MEAN THE SAME THING. THE SIGNIFICANCE OF EACH RATING SHOULD BE ANALYSED INDEPENDENTLY FROM ANY OTHER RATING.
THIS ANNOUNCEMENT MAY INCLUDE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF APPLICABLE SECURITIES LAWS. ANY SUCH STATEMENTS ARE NOT GUARANTEES OF FUTURE EVENTS OR PERFORMANCE, WHICH INVOLVE RISKS, UNCERTAINTIES AND ASSUMPTIONS. ACCORDINGLY, ACTUAL OUTCOMES AND RESULTS MAY DIFFER MATERIALLY FROM SUCH STATEMENTS. We do not intend to update these statements to make them conform with actual results.