OJSC MMC Norilsk Nickel

08/10/2022 | Press release | Distributed by Public on 08/10/2022 10:21

Noteholders’ consent solicitation launch

August 10, 2022 - PJSC MMC Norilsk Nickel (LSE: MNOD, MOEX: GMKN) ("Norilsk Nickel", or the "Borrower") has today provided separate notices to solicit consents (the "Consent Solicitation") from the holders of the outstanding U.S.$1,000,000,000 6.625% Loan Participation Notes due 2022, U.S.$1,000,000,000 4.10 % Loan Participation Notes due 2023, U.S.$750,000,000 3.375 % Loan Participation Notes due 2024, U.S.$500,000,000 2.55 % Loan Participation Notes due 2025 and U.S.$500,000,000 2.80 % Loan Participation Notes due 2026 (together the "Notes" and each series of Notes a "Series"), each Series issued by MMC Finance Designated Activity Company (the "Issuer") for the sole purposes of financing a loan to the Borrower.

In the Consent Solicitation the Borrower seeks the consent of the holders of the Notes to approve certain amendments to the respective Trust Deeds, Terms and Conditions of the Notes, Loan Agreements in relation to the Notes and, if required, Global Certificates, as well as the appointment of the New Trustee.

Noteholders are advised to refer to the Consent Solicitation Memorandum dated 10 August 2022 (the "Memorandum") for meanings of capitalised terms used in this announcement and not otherwise defined herein, the full terms of the Consent Solicitation and the procedures related thereto.

Consent Solicitation General Terms and Conditions

  • Detailed terms and conditions are set out in the Consent Solicitation Memorandum dated 10 August 2022.
  • A copy of the Consent Solicitation Memorandum is available at the Consent Solicitation Website upon registration: https://i2capmark.com/event-details/70/Holder/mmc-norilsk-nickel.
  • Participation in the Consent Solicitation may only be done by delivery of a Voting Instruction to the Information and Tabulation Agent.
  • Only Noteholders who are holders or beneficial owners of the Notes as of the Record Date may submit a Voting Instruction.
  • No consent fee shall be payable with respect to the Consent Solicitation.

Transaction Schedule

  • Commencement of the Consent Solicitation - 10 August 2022.
  • Record Date - 23 August 2022.
  • Voting Deadline - 30 August 2022 (4:00 p.m. (London time)).
  • Meeting - 1 September 2022 (10.00 a.m. (London time)).
  • Announcement of the results - as soon as reasonably practicable after the Meeting and, if applicable, satisfaction (or not) of the Consent Conditions.