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Regulatory Announcement
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Company OJSC OC Rosneft
TIDM ROSN
Headline Admittance to LSE
Released 07:27 19-Jul-06
Number 4114G
RNS Number:4114G
OJSC OC Rosneft
19 July 2006
This document is not a prospectus but an advertisement. Investors should not
subscribe for any transferable securities referred to in this announcement
except on the basis of information in the prospectus.
Rosneft announces that the High Court of Justice of England and Wales on July
18, 2006 rejected Yukos' application for permission to apply for judicial review
of the U.K. Financial Services Authority's (FSA) and the London Stock Exchange's
(LSE) decisions to admit Rosneft's Global depositary receipts (GDR) to listing
and trading. The High Court also found that even if Yukos' case had been
arguable, which it was not, the Court would not have granted interim relief to
prevent the IPO from going ahead.
In its judgment, the High Court endorsed the view of the FSA and the LSE, and of
Rosneft (expressed in its Prospectus), that because of the 'act of State'
doctrine, certain matters alleged by Yukos could not be regarded as criminal
conduct within the UK Proceeds of Crime Act 2002 ("POCA"). Rosneft wishes to
remind investors that they should form their own view as to their obligations
under POCA, and take advice if they are in doubt.
Yukos has seven days from 18 July 2006 in which to file any application for
permission to appeal.
In light of the above, the FSA and the LSE have agreed to admit the GDRs to
listing and trading, and accordingly the IPO will settle today as expected.
NOTES FOR EDITORS
Rosneft is a vertically integrated oil and gas company with upstream and
downstream operations located principally in Russia. Rosneft had at 31 December
2005 18.9 billion boe of proved (SPE) reserves, including 14.9 billion barrels
of proved crude oil reserves and 24.4 trillion cubic feet of gas. Based on
production rates for 2005, the Company's proved reserves will last for 28 years.
Rosneft operates eleven oil and gas producing enterprises across Russia as well
as a portfolio of exploration projects located in strategic areas including
Russia's Far East, Eastern Siberia, the Black Sea and the Caspian Sea. In
addition to its strong upstream operations, the Company also owns four loading
terminals and two refineries, which have a combined capacity of 10 million tons
per year, as well as a nationwide network of over 650 service stations.
Rosneft's total revenues increased from approximately USD 3.6 billion in 2003 to
approximately USD 5.3 billion in 2004 and to approximately USD 24.0 billion in
2005. Rosneft's total revenues increased from approximately USD 4.4 billion in
the first quarter of 2005 to approximately USD 7.5 billion in the first quarter
of 2006. Similarly, Rosneft's net income increased from approximately USD 0.39
billion in 2003 to approximately USD 0.84 billion in 2004 and to approximately
USD 4.16 billion in 2005. Rosneft's net income increased from approximately USD
0.72 billion in the first quarter of 2005 to approximately USD 0.80 billion in
the first quarter of 2006.
OJSC OC Rosneft Information Division
221-31-07 phone
411-54-21 fax
n_manvelov@rosneft.ru
July 19, 2006
For further information please contact:
OJSC OC Rosneft Investor Relations
a_bogdanchikov@rosneft.ru
.: 221-35-55
BrunswickGroup
Tel: +44 7404 5959
Andrew Hood
Patrick Handley
Jonathan Rhodes
Pavla Shaw
*NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
Some of the information in this press release may contain projections or other
forward-looking statements regarding future events or the future financial
performance of the Company. You can identify forward looking statements by terms
such as "expect," "believe," "anticipate," "estimate," "intend," "will,"
"could," "may" or "might" the negative of such terms or other similar
expressions. The Company wishes to caution you that these statements are only
predictions and that actual events or results may differ materially. The Company
does 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 projections or forward-looking statements of the Company,
including, among others, general economic conditions, the competitive
environment, risks associated with operating in Russia, market change in the oil
and gas industry, as well as many other risks specifically related to the
Company and its operations.
Neither this press release nor any copy of it may be taken or transmitted into
the United States, Australia, Canada or Japan. This press release does not
constitute or form part of any offer or invitation to sell, or any solicitation
of any offer to purchase nor shall it (or any part of it) or the fact of its
distribution, form the basis of, or be relied on in connection with, any
contract therefor. The offer and the distribution of this press release and
other information in connection with the listing and offer in certain
jurisdictions may be restricted by law and persons into whose possession any
document or other information referred to herein comes should inform themselves
about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.
This communication is only directed at (i) persons who are outside the United
Kingdom or (ii) to investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order") or (iii) high net worth entities, and other persons to whom it may
lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order
(all such persons together being referred to as "relevant persons"). The GDRs
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 communication or any of its contents.
Stabilisation/FSA.
Any offer of securities to the public that may be deemed to be made pursuant to
this communication in any EEA Member State that has implemented Directive 2003/
71/EC (together with any applicable implementing measures in any Member State,
the "Prospectus Directive") is only addressed to qualified investors in that
Member State within the meaning of the Prospectus Directive.
This document is an advertisement for the purposes of the applicable measures
implementing the Prospectus Directive. A prospectus prepared pursuant to the
Prospectus Directive is intended to be published, which, if published, will be
made available to the public in accordance with the applicable rules.
These materials are not an offer for sale of any securities of Rosneft in the
United States. Any securities of the Company may not be offered or sold in the
United States absent registration or an exemption from registration under the
U.S. Securities Act of 1933. The Company has not registered and does not intend
to register any portion of the offering in the United States or to conduct a
public offering of any securities in the United States.
Information contained in this press release does not constitute a public offer
or an advertisement of the GDRs in Russia, is not an offer, or an invitation to
make offers, to purchase GDRs in Russia, and must not be passed on to third
parties or otherwise be made publicly available in Russia. The GDRs have not
been and will not be registered in Russia and are not intended for "placement"
or "public circulation" in Russia.
The price and value of, and income from, the ordinary shares and GDRs may go up
as well as down. Persons needing advice should consult a professional adviser.
This information is provided by RNS
The company news service from the London Stock Exchange