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PJSC RusHydro (HYDR)
PJSC RusHydro: Results of the Board of Directors Meeting on April 19, 2019
23-Apr-2019 / 08:48 CET/CEST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer / publisher is solely responsible for the content of this
announcement.
Results of the Board of Directors Meeting on April 19, 2019
PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces that
the Company's Board of Directors held a meeting in absentia on April 19,
2019.
Resolutions passed on Items of the agenda:
Item 1: On approval of the report on the fulfillment of the Annual
Comprehensive Procurement Program of the Company for 2018.
The resolution adopted: To approve the Report on the fulfillment of the
Annual Comprehensive Procurement Program of RusHydro PJSC for 2018 (Appendix
1 to the Minutes).
Item 2: On approval of transactions to be performed by the Company:
2.1. On approval of a transaction related to the alienation of the Company's
property consisting of fixed assets used for the purpose of generating
electrical power (conclusion of an agreement for the sale of the immovable
and movable property of Khorobrovskaya SHPP).
The resolution adopted:
To approve the conclusion of the agreement for the sale of the immovable and
movable property of Khorobrovskaya HPP (hereinafter the Agreement) on the
following material terms and conditions:
Parties to the Agreement:
The Seller is RusHydro PJSC;
The Buyer is the winner of the Auction:
Subject Matter of the Agreement:
The Seller shall convey and the Buyer shall pay for and accept the immovable
and movable property of Khorobrovskaya HPP (hereinafter, the Property) in
accordance with the Sale agreement.
The list of the Property is set out in Appendices 2 and 3 to the Minutes.
Property sale method:
Selling at open auction on an electronic trading platform (hereinafter, the
Auction).
Auction starting price:
4,587,199 (four million five hundred eighty-seven thousand one hundred
ninety-nine) rubles 20 kopecks, including VAT, in accordance with the
valuation report of the independent appraiser on the market value of the
Property.
Price of the Agreement:
To be determined based on the Auction results.
Payment procedure (term) for the Property:
The Buyer is provided an interest-free installment plan to pay for the
Property in equal annual instalments for 5 years.
2.2. On approval of a transaction related to the alienation of the Company's
property consisting of fixed assets used for the purpose of generating
electrical power (conclusion of an Agreement of gratuitous transfer of the
property of Bekanskaya HPP).
The resolution adopted:
1. To approve the conclusion of the Agreement of gratuitous transfer of the
property of Bekanskaya HPP (donation), which is to be used for the purpose
of generating electrical power (hereinafter the Agreement), on the following
material terms and conditions:
Parties to the Agreement:
The Donor is RusHydro PJSC;
The Donee is the municipal entity Ardonsky district of the Republic of North
Ossetia-Alania, as represented by the Administration of the local government
of the municipal entity Ardonsky district of the Republic of North
Ossetia-Alania.
Subject Matter of the Agreement:
The Donor shall gratuitously transfer and the Donee shall takes into
possession the immovable and movable property facilities of Bekanskaya HPP
(Appendices 4 and 5 to the Minutes).
Price (historical (residual) value) of the Property:
28,510,749 (twenty-eight million five hundred ten thousand seven hundred
forty-nine) rubles 32 kopecks.
2. To determine that the decision specified in clause 1 of this resolution
is also a decision to perform a transaction in accordance with subclause 26
of clause 12.1 of the Company's Charter.
Item 3: On determining the position of RusHydro (RusHydro's delegates) in
the management bodies of its subsidiaries:
The resolution adopted: Confidential.
Item 4: Considering matters of significance to the Company:
On the review of the results of field audits by Ministry of Energy of
Russia, conducted in 2018, and on the course of corrective measures as of
December 31, 2018.
The resolution adopted:
To take into account the results of the field inspections by Ministry of
Energy of Russia, conducted in 2018, and information on the course of the
corrective measures as of December 31, 2018 (Appendix 7 to the Minutes).
About RusHydro
RusHydro Group is one of Russia's largest generating companies. RusHydro is
the leading producer of renewable energy in Russia with over 400 generating
facilities in Russia and abroad. The company also manages a number of R&D,
engineering and electricity retail companies. Group's thermal assets are
operated by subsidiary - RAO Energy System of East in the Far East of
Russia. Total electricity generation capacity of the Group is 39.4 GW, heat
capacity - 18.5 thousand GCal/h.
Russian Federation owns 60.56% in RusHydro, the rest is held by other
institutional and individual shareholders (over 360,000). The company's
stock is traded on Moscow Exchange (MOEX), and included in MSCI EM - MSCI
Russia indexes. Company's GDRs in the IOB section of LSE, ADRs - in OTCQX.
For more information:
Investor Relations Department
Tel. +7 (800) 333 8000 ext. 1607, 1319, 1304
ir@rushydro.ru
The information in this press release may contain projections or other
forward-looking statements regarding future events or the future financial
performance of PJSC "RusHydro" ("RusHydro"). One can identify
forward-looking statements by terms such as "expect", "believe",
"anticipate", "plan", "aim", "target", "forecast", "project", "should",
"estimate", "intend", "will", "could", "may" or "might", the negative of
such terms or other similar expressions. We wish to caution you that these
statements are only predictions and that actual events or results may differ
materially from these statements.
We do not intend to update these statements to reflect events and
circumstances occurring after the date hereof or to reflect the occurrence
of unanticipated events. Many factors could cause the actual results to
differ materially from those contained in our projections or forward-looking
statements, including, among others, general economic and political
conditions, our competitive environment, risks associated with operating in
Russia and rapid technological and market changes in our industries, as well
as many other risks specifically related to RusHydro and its operations.
ISIN: US7821834048, RU000A0JPKH7
Category Code: MSCM
TIDM: HYDR
LEI Code: 2534005TJN9DX4YWVT97
OAM Categories: 2.2. Inside information
Sequence No.: 8295
EQS News ID: 802211
End of Announcement EQS News Service
(END) Dow Jones Newswires
April 23, 2019 02:48 ET (06:48 GMT)
