RUSSIAN AQUACULTURE ANNOUNCES INTENTION TO CONDUCT SECONDARY PUBLIC OFFERING OF SHARES
Moscow, 9 November 2017. Russian Aquaculture ("Russian Aquaculture" or "the Company"), Russia's largest aquaculture company, announces its intention to conduct a secondary public Offering (the "Offering") of new ordinary shares of the Company (the "Shares")
DETAILS OF THE OFFERING
- Shares will be placed on Moscow Exchange
- The Company has already registered the issue of 32,769,223 new shares with the Central Bank of the Russian Federation. This represents the maximum potential volume of shares to be placed, and a final decision on the size of the Offering will be taken following the marketing period.
- Shareholders as of 10 July 2017 will have pre-emptive rights to purchase additional shares, proportional to the number of shares that they owned as of that date. These shareholders must announce the exercise of this right within eight working days following the Company's announcement online of the ability to exercise pre-emptive rights to buy shares, at the following websites: http://www.e-disclosure.ru/portal/company.aspx?id=17531
and www.russaquaculture.ru. - The placement price will be determined by the Board of Directors of the Company, which will take into consideration an analysis of demand, and will be announced after the end of the period when shares may be purchased under pre-emptive rights. Pricing is expected to be announced before the end of November 2017.
- Funds from the Offering will be used by the Company for general corporate needs and for implementation of the Company's investment programme aimed at creating Russia's leading aquaculture company
- Russian Aquaculture's core shareholders are committed to the long-term growth of the Company and do not currently plan to sell their shares.
- Following the placement of the newly-issued shares, an additional independent director may join the Board of Directors to represent the interests of new investors
- Otkritie Bank and Gazprombank are acting as the joint global coordinators and bookrunners for the Offering. Otkritie Bank is also acting as the broker for the Offering
Russian Aquaculture CEO Ilya Sosnov said:
"In recent years, we have successfully restructured the business and optimised our platform for growth. The management of Russian Aquaculture is focused on implementing our strategy, which aims to create long-term, sustainable growth and further improve the Company's operating efficiency.
"Russian Aquaculture's financial results serve as proof that our new business model is the right one. I have full confidence that our unique experience in the production of high-quality salmon in Russia, and the business's significant potential for growth will be interesting for a wide array of domestic and international institutional and private investors."
COMMITMENT TO STRENGTHENING RUSSIAN AQUACULTURE'S STATUS
AS A PUBLIC COMPANY
The Company remains committed to high standards of corporate governance and information disclosure. The Board of Directors already has two independent directors, including an expert on the aquaculture business.
The Company is in an active growth phase and intends to expand its access to high-quality sources of financing that are available only to open and transparent issuers. The SPO is an important step in the future development of Russian Aquaculture as a publicly listed company, diversification of the shareholder structure, and increasing liquidity and strengthening the Company's investment case.
INVESTMENT HIGHLIGHTS
- Focus on the high-margin aquaculture sector. 2016 was a watershed in the history of Russian Aquaculture: the business was entirely restructured, the composition of the Board of Directors and shareholders changed, and a new long-term strategy was approved. As part of the transformation plan, the Company sold its distribution business in order to concentrate on the most profitable segment, i.e., aquaculture.
- Leader on the Russian chilled fish market. Russian Aquaculture is currently the only company in Russia that farms Atlantic salmon in maritime conditions. The Company has about 20% market share of the market for chilled salmon in Russia. Thanks to its developed infrastructure, close proximity to sales markets, and quality control, the Company Offerings one of the best products on the Russian market in the chilled fish segment in terms of quality for consumers.
- Well-considered long-term growth strategy. The Company has adopted a new long-term growth strategy that aims to create Russia's leading aquaculture company, with its own production of feedstock and fry, as well as facilities for primary processing and a diversified base of biological assets. As part of the strategy the Company plans to increase production volumes to 25-30 thousand tonnes in the next few years, to build a smolt plant in Russia in the long term, and also to become one of the world's largest producers of Atlantic salmon by volumes. Company's core shareholders fully share and support Russian Aquaculture's drive to build a high-quality new business and for the Company's long-term future as a publicly listed company.
ABOUT RUSSIAN AQUACULTURE
Russian Aquaculture is one of the leaders in the production of Atlantic salmon and trout in Russia. Development of aquaculture is one of the Company's strategic priorities.
The Company's core business areas are:
- Commercial farming of Atlantic Salmon in the Barents Sea in the Murmansk region
- Commercial farming of trout in lakes of the Republic of Karelia
- The Company currently owns cultivation rights for 29 sites for the farming of salmon and trout
The Company's long-term development strategy involves the creation of the largest player in Russia's aquaculture segment, including production of own fry and primary processing of the Company's own products.
OPERATING AND FINANCIAL INDICATORS
| RUB mln | 1H 2017 | 1H 2016 | Change | LTM[1] |
| Sales volumes, tonnes | 6,936.3 | 833.1 | 8.3x | 13,417.6 |
| Revenue | 3,343.4 | 295.8 | 11.3x | 6,650.0 |
| Operating profit | 1,651.2 | 13.8 | 119.5x | 3,332.2 |
| Operating EBIT | 1,363.1 | -88.0 | - | 2,828.4 |
| EBIT/kg | 196.5 | - | - | 210.8 |
| Operating EBITDA | 1,516.0 | -55.0 | - | 3,092.7 |
| Net profit from continuing operations | 57.7 | -88.0 | - | 2,783.8 |
Source: Company IFRS financial statements for 1H 2017, management accounts
Contacts for media
Moscow
Denis Denisov
Mobile: +7-985-410-3544
denisov@em-comms.com
Moscow/London
Tom Blackwell
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London
Maria Levitov
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levitov@em-comms.com
New York
Sergii Pershyn
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pershyn@em-comms.com
This document (the "Document") has been prepared for the purpose of the proposed open subscription offering of securities of PJSC Russian Aquaculture, OGRN 1079847122332, INN 7816430057 (also the "Company") in the form of thirty-two million, seven hundred sixty-nine thousand, two hundred twenty-three (32,769,223) newly issued uncertificated registered ordinary shares with a par value of one hundred roubles (RUB 100) each, state registration number 1-01-04461-D of 05 October 2017 (also the "shares", "securities", "securities of PJSC Russian Aquaculture").
This Document is published for information purposes, solely and only in connection with the potential future offering of the securities of PJSC Russian Aquaculture.
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This Document must not be treated as and is not a recommendation to acquire securities of PJSC Russian Aquaculture or any other securities or assets mentioned herein.
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[1] Last twelve months - starting from September 1, 2016 to August 31, 2017 basing on management accounts excl. revaluation of biological assets