• 2017 May 3 11:02

    EVRAZ enters into agreement to dispose of Nakhodka Port to Lanebrook Limited

    EVRAZ plc announces today that it has signed an agreement to dispose of the entire issued share capital of its fully owned subsidiary Joint Stock Company EVRAZ Nakhodka Trade Sea Port (the “Nakhodka Port”) to its majority shareholder Lanebrook Limited (“Lanebrook”) for consideration of US$354.4 million (the “Transaction”). As part of the Transaction, the Company and Nakhodka Port have also entered into a transhipment agreement (the "Transhipment Agreement"), pursuant to which the Group has agreed to supply and Nakhodka Port has agreed to tranship cargoes of coal and metals in specified volumes and at specified tariffs for a period of five years.     

    Financially and strategically attractive transaction enabling EVRAZ to further optimise its asset portfolio and focus on its core business by divesting a non-core asset and realising value for it today.

    The consideration of US$354.4 million (which is comprised of $339.7 million in respect of the sale of the shares of Nakhodka Port, the repayment of debt net of working capital adjustments and the payment of dividends from the Nakhodka Port to the Group) will generate US$295 million of net proceeds for EVRAZ (after deductions of applicable taxes, transaction fees and other related costs). The Transaction proceeds will principally be applied to reduce the outstanding indebtedness of the Company, thereby improving its overall financial position by reducing leverage.

    The Transaction removes the medium-term risks to EVRAZ of owning a stevedoring company, including the market risks associated with the potential over-supply of stevedoring capacities in the Far East of Russia as a result of new projects being implemented over the next several years as announced by several industry players, the costs of ensuring compliance with environmental requirements, and the exposure to potential capital expenditure costs to upgrade Nakhodka Port’s equipment.

    The Transhipment Agreement secures the continuity of transhipment services provided by the Nakhodka Port to EVRAZ for the next five years.

    As a result of Lanebrook’s 63.79 per cent. holding in EVRAZ, Lanebrook is considered a related party and the Transaction has been classified as a related party transaction and a Class 2 transaction for the purposes of the UK Listing Rules (the “Listing Rules”). Accordingly, the Transaction is subject to approval by the Company's independent shareholders at a general meeting, which will take place on 23 May 2017.

    Completion of the Transaction is expected to occur by 15 June 2017.    

    Sir Michael Peat, Senior Independent Non-Executive Director of EVRAZ, said: “The independent directors of EVRAZ unanimously believe the strategic rationale for the disposal of the Nakhodka Port is compelling, allowing for the realisation of value for the port now, whilst at the same time securing transhipment capacity for the Company for the next five years. The independent directors believe this Transaction will be financially beneficial to EVRAZ, enabling the Company to continue making further progress with its focus on reducing indebtedness.”

    The Nakhodka Port is one of the largest stevedoring companies in the Far East of Russia, which is connected to all points of the Eurasian continent by rail, assisting in both directions in the flow of goods between Asia and Europe.  EVRAZ acquired 91% of its share capital in 2003, with the remainder acquired in 2007. The port has a daily capacity to unload up to 500 rail wagons containing various cargoes, and in the year ended 31 December 2016 the port handled approximately 10 million tons of cargo.

    The port's main customers are EVRAZ and Sibuglemet. For the year ended 31 December 2016, the EVRAZ Group accounted for approximately 66 per cent. and Sibuglemet accounted for approximately 22 per cent. of the Nakhodka Port's total throughput. For the year ended 31 December 2016, the Nakhodka Port had gross assets of US$50.3 million and net income of US$44.5 million.

    The following individuals are deemed by the Company to be key to the operation of the Nakhodka Port: Vyacheslav Saraev, Chief Executive Officer; Tatyana Kamysheyeva, Finance and Economics Director; Sergey Pronin, Commercial Director.

    As at 28 April 2017 (the latest practicable date prior to this announcement), Lanebrook controlled 63.79 per cent. of the ordinary shares of the Company and accordingly is considered a related party under the Listing Rules.

    In addition, the Company’s Directors, Alexander Abramov, Alexander Frolov and Eugene Shvidler (together, the "Related Party Directors") are also shareholders of Lanebrook, through which they are the ultimate beneficial holders of 21.38 per cent., 10.68 per cent. and 3.09 per cent. respectively of the ordinary shares in the Company as at 28 April 2017 (the latest practicable date prior to this announcement).

    Accordingly, as a result of being classified as a related party transaction under the Listing Rules, the Transaction is subject to, and conditional upon, the approval of the Company’s shareholders excluding Lanebrook and the Related Party Directors (the “Independent Shareholders”) at the General Meeting that will be held on 23 May 2017 at 10 a.m. at the offices of Clifford Chance LLP, 10 Upper Bank Street, London, E14 5JJ. Notice of the General Meeting and the Form of Proxy will be sent to the Company’s shareholders today, 3 May 2017. Lanebrook, the Related Party Directors and their respective associates are not permitted to vote at the General Meeting in relation to the Transaction.

    The board of directors of the Company (the "Board"), which has been so advised by Morgan Stanley & Co. International plc ("Morgan Stanley"), acting in its capacity as sponsor, considers that the terms of the Transaction are fair and reasonable as far as the Company’s shareholders are concerned. In giving its advice, Morgan Stanley has taken account of the Board's commercial assessment of the Transaction.

    The Board considers the Transaction to be in the best interests of the Company’s shareholders as a whole. Accordingly, the Board recommends that the Independent Shareholders vote in favour of the ordinary resolution, as each of the Directors (save for the Related Party Directors who, in accordance with the Listing Rules, have not taken part in the Board's consideration of this matter) intends to do in respect of their own entire legal and beneficial holdings.




2017 November 24

20:49 Pella Shipyard launches Karakurt-class first serial corvette (Project 2280) ‘Typhoon’
18:06 Sanmar delivers two ASD tugs
18:06 RN Bunker supplies fuel to Rosmorport's STS Mir
17:36 DHT Holdings announces sale of its three oldest VLCCs
17:15 IMO holds training for port security staff in Guinea
16:47 Wärtsilä introduces its Smart Marine Ecosystem vision
16:46 Cargo traffic in Kama Basin of Russia’s IWW grew by 22.4% to 13.40 mln t (photo)
16:27 IMO addresses invasive aquatic species carried in ballast water through BWM Convention
15:59 State Duma approves prolongation of RF Government Decree No 383 through 2019
15:28 Bolwerk LLC selected as general contractor to build an international marine terminal in Pionersky, Kaliningrad Region
15:03 PSA Singapore and NUS sign MOU to develop Human Capital to support the growth of the port industry
14:31 Design works under MTH project to be completed in 2018
14:03 APM Terminals Inland Services expands to serve the industrial belt around Pune, India
13:40 Euronav sells VLCC Artois
13:29 Navigation season is over in White Sea – Onega Lake Basin of Russia’s IWW (photo)
13:02 The Port of Montreal invests in greening
12:30 ZIM posts Q3 2017 results
12:12 Lead buoy tender of Project BLV04 build for FSUE Rosmorport is put into operation (photo)
12:00 Public Transport Authority raises Saudi flag on Bahri’s fifth VLCC received in 2017
11:30 GVT to increase the frequency of its rail shuttle service between Rotterdam and Chengdu in China
11:14 Europort confirms role as international maritime business hub
11:01 British ports welcome Budget announcements on Brexit scenario funding and freight review
10:45 Financial support for the Polar Code and the Sustainable Development Goals
10:31 European ports welcome the EP Transport Committee vote for a stronger CEF budget
10:11 Finnlines finishes the first lengthening project of ro-ro vessel
10:01 Brent Crude futures price down 0.27% to $63.38, Light Sweet Crude – up 0.76% to $58.46
09:37 Bunker prices are flat at the Port of Saint-Petersburg, Russia (graph)
09:20 Baltic Dry Index up to 1,445 points
07:48 Palau International Ship Registry is the fastest growing flag

2017 November 23

18:05 CMA CGM announces FAK rates from Asia to Mediterranean
17:54 Mercury-1 ferry of Azerbaijan Caspian Shipping Company successfully passed sea test after major repairs
17:35 Ophir issues update on the status of the Fortuna FLNG project
17:20 Opatija, Croatia hosts three-day conference “The Port of Rijeka, Gateway of the Baltic-Adriatic Core Network Corridor”
17:05 Navantia and Bath Iron Works team for the US Navy Future Guided Missile Frigates
16:50 Throughput of Chinese ports up 7.2% to 7.23 bln t in 10M’17
16:35 COSCO (Guangdong) Shipyard delivers research/survey vessel to Guangzhou Marine Geological Survey
16:05 CMA CGM announces GRI from Asia to ECSA
16:03 Bunker prices may turn into irregular phase in the lead-up to OPEC’s meeting
15:44 Okskaya shipyard lays down the first non-self-propelled oil barge in a series of ten vessels ordered by STLC
15:33 European Sea Ports Organisation welcomes a deadline for global solution on CO2 from shipping
15:00 Ports of Ayr and Troon celebrate delivery of new Scottish-built pilot vessel
14:19 Corvette Soobrazitelny, Baltic Fleet, performed some training missions in piracy affected areas in Gulf of Aden
14:02 Wärtsilä engines and exhaust gas cleaning chosen for new cruise ship
13:23 Navigation 2017 to close in Azov-Don Basin of Russia’s IWW on 1 December 2017
13:02 Oldendorff Carriers receives IBJ Bulk Ship Operator of the Year award
12:36 Russia’s General Board of State Expert Review approves Phase I of Bagayevsky Hydrosystem project
12:10 Ports of Ayr and Troon celebrate delivery of new Scottish-built pilot vessel
11:52 Marine Recruiting Agency goes on with the program of RTG operators training
11:29 Coal exports via Rosterminalugol terminal hit 22 mln t milestone this year (photo)
11:04 MGO prices are still high at the Far East ports of Russia (graph)
10:41 Throughput of port Kaliningrad in Jan-Oct'17 grew by 16% to 11.28 mln t
10:18 Brent Crude futures price down 0.25% to $63.16, Light Sweet Crude – down 0.21% to $57.90
09:53 Ukraine’s water transport carried 0.5 mln passengers in Jan-Oct'17, up 30.2%, Y-o-Y
09:35 Port of Singapore throughput up 5.9% to 519.68 mln t in 10M’17
09:17 Baltic Dry Index up to 1,413 points

2017 November 22

18:02 Throughput of port Vyborg up 13% to 1.24 mln t in 10M’17
17:46 New research reveals ‘golden period’ ahead for the Port of Barrow
17:24 Iceland accedes to air pollution treaty
17:03 MSC receives the ‘Container Line of the Year’ award
16:35 Throughput of port Primorsk in 10M’17 down 9% Y-o-Y to 49.40 mln t