Pjsc Novor. S Regulatory News (NCSP)

7 Nov 2007 09:48

PJSC Novorossiysk Comm. Sea Port07 November 2007 This document (and the information contained herein) is not for release,publication or distribution in or into the United States, Australia, Canada,Japan and Russian Federation. Exercise of over-allotment option In connection with the offering of 3,375,156,114 ordinary shares in the form ofshares and GDRs in Public Joint Stock Company Novorossiysk Commercial Sea Port("NCSP"), a multi-purpose Russian stevedoring and port services company andRussia's largest commercial sea port operator, the selling shareholder grantedMorgan Stanley and Troika Dialog, as Joint Global Coordinators, anover-allotment option to purchase up to an additional 4,756,230 GDRs at theoffer price to cover over-allotments in the offering. One GDR represents 75ordinary shares. The Joint Global Coordinators have notified the selling shareholder that theyhave exercised the over-allotment option in full. Conditional dealings in the GDRs commenced on the London Stock Exchange on 2ndNovember 2007. Admission of the GDRs to the Official List of the UK ListingAuthority, and unconditional dealing of the GDRs on the London Stock Exchange'smain market under the symbol NCSP, is expected to take place on 8th November2007. 7th November 2007 For further information please contact: College Hill Associates, LondonSimon Whitehead/Tony FriendTel. +44(0)20 7457 2020Simon.Whitehead@collegehill.com Mikhailov & Partners Agency, MoscowAlexey Ryabinkin/ Alexey YudinTel. + 7 (495) 956 39 72NCSP@m-p.ru Notes for Editors NCSP operates primarily at the Port of Novorossiysk (the "Port"), amulti-purpose, year-round, deep-water port located on the Russian shore of theBlack Sea which has geographic, topographic and infrastructure advantages incomparison to ports and potential port sites in the Black Sea-Azov basin. ThePort is Russia's largest sea port in terms of cargo turnover volume according tothe Association of Russian Sea Ports, and Europe's fifth largest commercial seaport by cargo volume in 2005, according to Global Insight/ISL. NCSP is a key Southern gateway for the import and export of a wide range ofcargoes to and from the Russian economy (including oil, oil products, timber,grain, fertilizers, ferrous metals, containers, automobiles and general cargo).NCSP handles approximately 20% by volume of cargoes shipped through Russian seaports according to the Association of Russian Sea Ports. During 2006, NCSP consolidated its shareholdings in the majority of otheroperators and stevedores in the Port. In addition to its stevedore operations atthe Port, NCSP operates a fleet at Novorossiysk for bunkerage and towingservices, owns a large ship repair yard and operates a stevedoring company inBaltiysk on the Baltic Sea. Disclaimer This press release does not constitute or form part of any offer or invitationto sell, or any solicitation of any offer to purchase nor shall it (or any partof it) or the fact of its distribution, form the basis of, or be relied on inconnection with, any contract therefor. The offer and the distribution of thispress release and other information in connection with the listing and offer incertain jurisdictions may be restricted by law and persons into whose possessionany document or other information referred to herein comes should informthemselves about and observe any such restriction. Any failure to comply withthese restrictions may constitute a violation of the securities laws of any suchjurisdiction. Any purchase of or application for the securities referred to herein should onlybe made on the basis of the information contained in the prospectus published inconnection with the Global Offering. The price and value of, and income from,such securities may go up as well as down. Persons needing advice shouldconsult a professional adviser. This press release is not being issued in the United States of America and isnot for publication or distribution in the United States. This press releasedoes not contain or constitute an offer to sell or a solicitation of any offerto buy any securities of NCSP in the United States. In addition, the securitiesof NCSP have not been and are not intended to be registered under the SecuritiesAct, and may not be offered or sold in the United States absent registrationunder that Act or an available exemption from registration requirements underthat Act. This communication is directed only at (i) persons who are outside the UnitedKingdom, (ii) investment professionals falling within Article 19(5) of theFinancial Services and Markets Act 2000 (Financial Promotion) Order 2001 (the"Order'") and (iii) high net worth entities, and other persons to whom it maylawfully be communicated, falling within Article 49(2)(a) to (d) of the Order(all such persons together being referred to as "relevant persons'"). Anyinvestment activity to which this communication relates will only be availableto and will only be engaged with, relevant persons. Any person who is not arelevant person should not act or rely on this document or any of its contents.Stabilization/FSA. This document is an advertisement and is not a prospectus for the purposes ofDirective 2003/71/EC (such Directive, together with any applicable implementingmeasures in the United Kingdom under such Directive, the 'Prospectus Directive'). A prospectus prepared pursuant to the Prospectus Directive has beenpublished and can be obtained from the Company at its registered office.Investors should not subscribe for any securities referred to in this documentexcept on the basis of information contained in the prospectus. In any EEA Member State that has implemented the Prospectus Directive, thiscommunication is only addressed to and is only directed at qualified investorsin that member state within the meaning of the Prospectus Directive. This press release is not an offer or advertisement of securities in the RussianFederation, and is not an offer to sell to or for the benefit of any personresident, incorporated, established or having their usual residence in theRussian Federation, or to any person located within the territory of the RussianFederation, or any invitation to or for the benefit of any such person to makeoffers to purchase any securities in the Russian Federation. It is not intendedto be and must not be publicly distributed in or into the Russian Federation. The depositary receipts to be issued against shares of PJSC "NSCP" have not beenand will not be issued in Russia, and are not intended for placement and publiccirculation in Russia. Certain statements in this press release are not historical facts and areforward-looking. Forward-looking statements include statements concerning ourplans, expectations, projections, objectives, targets, goals, strategies, futureevents, future revenues or performance, capital expenditures, financing needs,plans or intentions relating to acquisitions, our competitive strengths andweaknesses, plans or goals relating to forecasted production, reserves,financial position and future operations and development, our business strategyand the trends we anticipate in the industries and the political and legalenvironment in which we operate and other information that is not historicalinformation. By their very nature, forward-looking statements involve inherentrisks and uncertainties, both general and specific, and risks exist that thepredictions, forecasts, projections and other forward-looking statements willnot be achieved. Such forward-looking statements speak only as of the date on which they aremade. Accordingly, we do not undertake any obligation to update or revise any ofthem, whether as a result of new information, future events or otherwise. We donot make any representation, warranty or prediction that the results anticipatedby such forward-looking statements will be achieved, and such forward-lookingstatements represent, in each case, only one of many possible scenarios andshould not be viewed as the most likely or standard scenario. This information is provided by RNS The company news service from the London Stock Exchange