EuroChem provides details on contemplated corporate reorganisation
Moscow, Russia, 3 October 2014 – EuroChem Mineral and Chemical Company JSC (hereinafter – “EuroChem”, “Group” or “Company”), one of the world’s leading global agrochemical companies, today provides further details on its contemplated corporate reorganisation, including plans to re-domicile its headquarters to Zug, Switzerland. The change in corporate structure is driven by the growing internationalization of the Group’s activities, potential M&A activity, and other capital markets considerations.
For this purpose, the Group has established EuroChem Group AG, a new holding company for the Group, earlier this year. The new holding company is a wholly-owned subsidiary of EuroChem Group SE (Cyprus) and based in Zug, Switzerland.
The reorganisation has been agreed with the Group’s lenders as well as pre-agreed by Eurobond holders upon issuance in December 2012. EuroChem Group AG will guarantee the Eurobonds issued by EuroChem Global Investments Limited.
Starting from the third quarter of 2014, consolidated financial results prepared in accordance with International Financial Reporting Standards (IFRS) will be reported quarterly from EuroChem Group AG level in US dollars. The first quarterly financial results for the new holding company will be made available 13 November 2014, with PwC remaining as the Group’s auditor. The Company’s management expects EuroChem Group AG to receive credit ratings similar to EuroChem’s current ratings (S&P: BB, Fitch: BB).
Initiated in 2012, the optimization of the Group’s structure was approved by the Board of Directors in 2014. This information has been previously disclosed in corporate presentations and the Information Memorandum for the Group’s Eurobonds issued in December 2012. While necessary amendments to the Group’s corporate governance structure will be implemented to reflect its new legal structure, the Group remains committed to following best international corporate governance practices.