RUSSIAN SEA GROUP ANNOUNCES INTENTION TO LAUNCH AN INITIAL PUBLIC OFFERING
According to the press-release, the Offering will comprise an offering of existing ordinary shares in the Company by Corsico Limited (the "Selling Shareholder") and the Company to investors in the Russian Federation, in certain jurisdictions outside the Russian Federation under circumstances not constituting an offer to the public in such jurisdictions, and outside the United States in reliance on Regulation Sunder the U.S. Securities Act of 1933, as amended. The Company intends to apply for listing of its ordinary shares on the Russian Trading System Stock Exchange ("RTS") and on the Moscow Interbank Currency Exchange ("MICEX").
Renaissance Capital and VTB Capital have been appointed as Joint Global Coordinators and Joint Bookrunners for the Offering.
The Company will sell its ordinary shares which are currently held as treasury shares in the Offering and will receive the respective portion of the net proceeds from the Offering directly. Following completion of the Offering, the Company will offer additional ordinary shares ("New Shares") in a closed subscription to the Selling Shareholder, who will be the sole participant in the closed subscription. The Selling Shareholder will use a portion of its net proceeds from the Offering to pay for the New Shares offered in the closed subscription. As a result, the Company expects to receive approximately half of the proceeds of the Offering. The Company intends to use these proceeds for investments in its production facility, fish farming (aquaculture) operations, partial repayment of debt and increase in working capital required to support sales growth.
Commenting on the proposed Offering, Mr. Dmitry Dangauer, Chief Executive Officer of the Company, said:
"We have seen consistent growth in the demand for fish and seafood products in Russia, including during the recent economic downturn. We are confident that the revival of economic activity, combined with the shift in consumer preferences towards fish and seafood products will provide us with a firm basis for the further development of the Group. In order to take full advantage of this opportunity, we will continue to invest in broadening our product lines and distribution network, as well as developing our aquaculture business."
Russian Sea Group
Russian Sea Group was founded in 1997 and began its operations by importing herring and mackerel from Norway. In 1999, the Company launched production of the ready-to-eat fish products under its core ‘Russian Sea' brand and then continued its development as a producer and distributor of fish and fish products. At present, Russian Sea Group comprises three business divisions, operated respectively by Russian Sea Company, Russian Fish Company and Russian Sea Aquaculture, each a wholly-owned subsidiary of Russian Sea Group.
The "ready-to-eat' business (Russian Sea Company) produces and sells "ready-to-eat" fish and seafood products under well-recognized brands, such as "Russian Sea", "Islandka", "Selyodochka Stolichnaya", "Mediterana", "7 Uzlov" and "Flottika". These products include salted and smoked salmon and trout, red caviar, a wide assortment of herring products, seafood, seaweed products and roe spreads. The Group operates a modern fish and seafood production facility in Noginsk, Moscow region (approximately 40 km from Moscow).
The Group's ‘chilled and frozen' business (Russian Fish Company) sells and distributes over 60 types of fish and seafood, including, among others, salmon, trout, cod, herring, mackerel, pollock, flounder, shrimp and squid, to nationwide and regional retail chains, regional distributors and fish processing companies throughout Russia. The chilled and frozen fish and seafood business sources fish from domestic suppliers, as well as foreign suppliers from 18 countries, including, among others, Norway, the UK, the USA, Chile, Iceland, Vietnam and China. Its major international suppliers include Marine Harvest, Shetland Catch and Norway Pelagic. The Company sells fish and seafood to over 85% of the regions of the Russian Federation.
The Group's fish farming business (Russian Sea Aquaculture) commenced operations in 2007 following the Group's purchase of a trout farm at Lake Segozero in Karelia, Russia, the entire output of which is currently sold to Russian Fish Company for further distribution.
Cautionary note concerning forward looking statements
Matters discussed in this press release may constitute forward-looking statements. Forward-looking statements are statements other than statements of historical facts. The words "aim," "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "guidance," "intend," "may," "plan," "potential," "predict," "projected," "should" or "will" or the negative of such terms or other similar expressions identify forward-looking statements. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; liquidity, capital resources and capital expenditures; economic outlook and industry trends; developments of our markets; the impact of regulatory initiatives; and the strength of our competitors.
The forward-looking statements in this press release are based upon various assumptions and estimates based on management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions and estimates were reasonable when made, they are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond our control. Such risks, uncertainties, contingencies and other important factors could cause the actual results of OJSC Russian Sea Group or the industry to differ materially from those results expressed or implied in this press release by such forward-looking statements. Such risks, uncertainties, contingencies and other important factors include, among others: political and social developments; general economic, market and business conditions; trends in the markets in which we operate or plan to operate; our business and growth strategies; planned acquisitions or divestitures; our expansion into other geographic regions or market segments; the effects of legislation, regulation, bureaucracy or taxation on our business; and our anticipated future revenues, capital expenditures and financial resources. Accordingly, such forward-looking statements cannot be relied on, and neither OJSC Russian Sea Group, nor any other person can assure you that projected results will be achieved in the future.
The information, opinions and forward-looking statements contained in this press release speak only as at the date of this press release, and are subject to change without notice. Neither OJSC Russian Sea Group, nor any other person undertakes, nor do they have any obligation, to provide updates or to revise any forward-looking statements except as may be required by applicable law and regulation.
* * *
This press release is not an offer for sale of any securities in the United States. Securities may not be offered or sold in the United Sates absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. OJSC Russian Sea Group has not registered and does not intend to register any portion of any offering in the United States or to conduct a public offering of any securities in the United States.
This press release is directed only at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this press release or any of its contents.
Information contained in this press release is not an offer, or an invitation to make offers, sell, purchase, exchange or transfer any securities in Russia or to or for the benefit of any Russian person or any person in Russia, and does not constitute an advertisement of any securities in Russia.
Information contained herein does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption of registration or qualification under the securities laws of any such jurisdiction.