Egorov Puginsky Afanasiev & Partners acted as the only adviser on Russian law in the issuance of additional shares under Aeroflot’s SPO. The issuance raised over 80 billion rubles.
Under the transaction, the state was to keep its interest in Aeroflot authorized capital of at least 51.17% ordinary shares, which required mandatory approval of the relevant documents by governmental authorities.
The transaction was exceptional due to its issuance documents providing for several options of additional shares offering.
The ordinary shares in the company had been listed on the Moscow Exchange in the first quotation list with the additional shares being listed as well.
EPAM Banking & Finance, Capital Markets team, including Counsel Oleg Ushakov, Senior Associates Maxim Baryshev and Vladimir Goglachev, Associate Gilyana Haraeva and Junior Associate Dmitry Kabanov worked on the matter, which was supervised by Partner Dmitriy Glazounov.
“The offering price shall normally be determined either prior to commencement of the preemption right validity or after it has concluded. The listing prospectus provided for a flexible arrangement which would allow for a choice between any of the options after the state registration of the additional issue of shares. As a result, the offering price was set after the preemption right had expired, and a special deadline to pay for the shares listed was set for those who have exercised the right,” comments Oleg Ushakov.
“Timing was very tough and the level of those who approved the documents was very high. There was no margin for error,” says Dmitriy Glazounov.