At Rosbank’s extraordinary shareholders meeting decisions were adopted to make amendments to the lender’s charter that aim to increase authorized shares to 1.1 bln and upsize the charter capital by placing 497,368,958 additional common registered non-documentary shares with Rub 10.00 par value each. The shares will be floated via closed subscription among the following participants: Societe Generale S. A. and ICFI (Cyprus) Ltd. The placement price for the securities to be offered to the participants via closed subscription and persons who have the preemptive right to acquire the stocks issued is Rub 100.27 per share, Rosbank’s press service reported on Tuesday.
The shareholders also gave the green light to a number of transactions. Among them is the placement (sale) of Rosbank’s additional common registered non-documentary shares to Societe Generale S. A. in the amount not exceeding 406,522,220. “As payment for the said securities Societe Generale S. A. will give, and the bank will accept money denominated in the currency of the Russian Federation. The transaction price is no more than Rub 40.76 bln," the bank said in a statement.
Furthermore, the EGM approved a transaction to float (swap) the lender’s additional common registered non-documentary shares for real estate held by ICFI (Cyprus) Ltd. on ownership rights. “The bank will assign, and ICFI (Cyprus) Ltd. will buy via closed subscription no more than 73,909,211 common registered non-documentary shares. In exchange for the said shares the bank will buy a building (a premise) where a bank may operate that is held by ICFI (Cyprus) Ltd. on ownership rights. The value of the building accepted from the company may not exceed 20% of the aggregate amount of funds previously contributed as payment for Rosbank’s securities and money contributed as payment for Rosbank securities in the course of increasing the charter capital. The transaction price is no more than Rub 7.41 bln," the bank noted in a press release.
Approval was also given to a transaction to float (sell) Rosbank’s 16,937,527 additional common registered non-documentary shares to ICFI (Cyprus) Ltd. “As payment for the said securities ICFI (Cyprus) Ltd. will give, and the bank will accept money denominated in the currency of the Russian Federation. The transaction price is not higher than Rub 1.69 bln," the lender’s press service emphasized.
The bank said the green light was given “to the purchase by Rosbank from Rusfinance SAS of a stake constituting 100% of Rusfinance’s charter capital and an equity position equaling 100% of Rusfinance Bank’s charter capital. “The price of the transactions is not over Rub 10.93 bln and no more than Rub 20.009 bln, respectively, provided that the sum of both transactions does not exceed Rub 25.78 bln," the press service added. Furthermore, the EGM greenlighted Rosbank’s acquisition from DC Mortgage Finance Netherlands, B.V. of shares constituting 100% of DeltaCredit’s charter capital. The transaction price is no more than Rub 10.34 bln.
