Uralkali (LSE: URKA; the Company), one of the world’s leading potash producers, announces that during a meeting on 22 October 2015, its Board of Directors reviewed the results of the tender offer to purchase PJSC Uralkali’s common shares and Global Depositary Receipts (GDRs), which was completed on 16 October 2015, as well as made the following decisions:
Several organisational and staff changes have been approved: effective from 1 November 2015, the Sales and Marketing Department will be dissolved. New Domestic Market Sales Department, which will report directly to the Company’s CEO, will be formed. Alexey Strakhov has been appointed as the Domestic Market Sales Director with effect from 1 November 2015.
Effective from 23 October 2015, Nikolay Ivanov will become Internal Audit Director and join the Management Board of Uralkali. He will replace Nikolay Morozov who led the Internal Audit Department from 2014 and left the Company in September 2015 and Management Board on 22 October 2015. Oleg Petrov will leave the Management Board from 1 November 2015.
The Board has resolved to convene an Extraordinary General Meeting of Shareholders (“EGM”) in the form of absentee voting on 9 December 2015 to vote on a number of matters including the approval of major transaction and major related-party transactions, as well as the approval of new editions of Uralkali’s Charter and Regulations on Remuneration and Reimbursement of the Members of the Board of Directors. Shareholders of record on 6 November 2015 will be eligible to participate in the EGM. Information regarding the EGM agenda will be available for review on Uralkali’s corporate website in line with the established rules.
In accordance with the Law “On Joint Stock Companies”, the Board has determined the price, conditions and order of PJSC Uralkali shares buyback from shareholders who have the right to claim buyback of all or part of their shares, if they voted against certain decisions (such as major transactions, amendments to the Company’s Charter), or did not participate in voting on such matters. The buyback price determined by the Board is RUB 158.63 per one common share of the Company. The overall amount of funds which may be spent by PJSC Uralkali for the purpose of share buyback cannot exceed 10% of the value of PJSC Uralkali’s net assets as of the date of the decision which triggered shareholders’ right to claim buyback of their shares by the Company. If the total number of shares, submitted by shareholders for the buyback, exceeds the total number of shares which can be bought back by the company in compliance with the limitation described above, shares must be bought back from shareholders on a pro rata basis. According to the financial statements of PJSC Uralkali as of 30 September 2015, the value of the Company’s net assets is RUB 110.9 billion.
Uralkali (www.uralkali.com) is one of the world’s largest potash producers and exporters. The Company’s assets consist of 5 mines and 7 ore-treatment mills situated in the towns of Berezniki and Solikamsk (Perm Region, Russia). Uralkali employs ca.11,000 people (in the main production unit). Uralkali’s shares and GDRs are traded on the Moscow Exchange and London Stock Exchange, respectively.