Mhp Reg S Regulatory News (MHPC)

PRESS RELEASE

December 27, 2012, Kyiv, Ukraine

MHP S.A.

Exchange of shares

MHP S.A. ("MHP" or the "Company", LSE ticker: "MHPC"), one of the leading agro-industrial companies in Ukraine focusing on the production of poultry and the cultivation of grain, today announces its use of MHP shares held in Treasury to acquire the 10% minority shareholding in PrJSC «RPC «Urozhay» ("Urozhay").

Urozhay is a subsidiary of PJSC «Myronivsky Hliboproduct», a wholly-owned subsidiary of MHP. Myronivsky Hliboproduct has to date owned 90% of the issued share capital of Urozhay. Mr. Oleg Vasetskiy a director of Urozhay has until now been the legal and beneficial owner of 625,000 shares of Urozhay, representing 10% of its issued share capital.

Mr. Vasetskiy has today exchanged these 625,000 shares for 1,257,032 shares of MHP, which represent 1.2% of MHP's outstanding GDR-share capital. The exchange of shares was structured through two reciprocal sale and purchase agreements, where an entity owned by Mr. Vasetskiy sold 625,000 Urozhay shares to MHP and applied the proceeds to the purchase of 1,257,032 MHP shares.

The number of MHP shares acquired by Mr. Vasetskiy was calculated on the basis of the relative consolidated EBITDA of MHP and Urozhay (without any discount or premium). These shares had previously been bought by the Company through the share buy-back programs and have since been held in the Treasury.

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