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Sovcomflot exchanges Eurobonds for replacement Russian bonds

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10 October 2022

PAO Sovcomflot (MOEX:FLOT) announces its intention to issue replacement bonds, i.e. Russian bonds which will replace the Eurobonds issued by SCF Capital Designated Activity Company, Ireland, maturing on 26 April 2028 (ISIN: XS2325559396).

The replacement bonds will be issued taking into account the requirements of the Executive Order of the President of the Russian Federation No. 430 of 5 July 2022 ‘On repatriation by residents participating in foreign economic activity of foreign currency and Russian Federation currency.’

The Bank of Russia by its resolution of 6 October 2022 granted state registration for the corresponding issue by PAO Sovcomflot of uncertificated non-convertible interest bearing bonds Series ЗО-2028. The terms of the replacement bonds will be identical to those of the existing Eurobonds in terms of the amount and timing of the coupon payment, maturity and par value. Payments under the replacement bonds will be made in Russian roubles at the Bank of Russia's exchange rate on the date of the relevant payment.

PAO Sovcomflot has posted an invitation to its Eurobond holders to make the exchange. Depending on the place where the Eurobond ownership records are maintained, their holders are invited to send one of two offers to purchase replacement bonds:

  1. in exchange for the delivery of Eurobonds to PAO Sovcomflot – for holders of Eurobonds whose ownership records are maintained by NSD, whether directly or indirectly through another securities depository; or
  2. in exchange for the assignment to PAO Sovcomflot of their rights under the Eurobonds – for Eurobond holders whose ownership records are not maintained by NSD.

Offers from the holders of Eurobonds maturing on 26 April 2028 in relation to replacement bonds series ZO-2028 are accepted from 11 am Moscow time on 11 October 2022 to 6 pm Moscow time on 19 October 2022.

A document setting out the terms and conditions of the securities issuance, detailed exchange guidance, forms of offer and invitation to make offers are posted on PAO Sovcomflot’s website as appendices to this media release.

Sovcomflot is also planning to issue replacement bonds for its second Eurobond issue maturing on 18 June 2023 (ISIN: XS1433454243) and will further inform holders of the timing of that issue.

As a responsible and trustworthy borrower, Sovcomflot confirms that it is committed to fully discharging the obligations under the notes and that it has the necessary financial resources to do so.

For all questions relating to the exchange for replacement bonds, please contact PAO Sovcomflot’s external legal counsel, Legal Services International: scf-bonds@lsi-lawyers.com and irscf-group@lsi-lawyers.com

Appendices:

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