RusHydro Holds Regular Meeting of the Board of Directors

Апреля 06, 2011

The Board of Directors approved a valuation of shares of JSC INTER RAO UES and JSC OGK-1 to pursue an acquisition of an additional share issue of JSC INTER RAO UES (registered by Federal Service for Financial Markets of Russia as of November 16, 2010, state registration number 1-03-33498-Е-002D), placed through private offering.

The value of OGK-1 shares that are subject to sale by RusHydro is RUR 1.12 per share. Total value of 8,573,887,372 shares is RUR 9,602,753,856.64, which does not exceed 2% of the book value of RusHydro's assets.
The placement price of INTER RAO UES shares that are subject to acquisition by RusHydro is RUR 0.0535 per share. Total value of 179,490,726,307 shares is RUR 9,602,753,857.42, which does not exceed 2% of the book value of RusHydro's assets.
The Board of Directors approved the acquisition by RusHydro of additional share issue of INTER RAO UES shares in the amount mentioned above.
The price of shares equals their market value that had been previously determined by a group of independent appraisers.
RusHydro will pay for INTER RAO UES shares through swap of OGK-1 shares, currently held by RusHydro. In case of any difference between the total cost of purchased stock and the price of OGK-1 shares that are to be sold, this difference is be settled with cash payment (the actual payment will be a mere RUR 0.04).
In total, 202,919,747,552 additional shares of INTER RAO UES are expected to be purchased in the framework of assets swap between RusHydro and INTER RAO UES with a total value of RUR 10,856,206,494.03. RusHydro will carry out additional corporate actions in order to get the approval of the acquisition of the remaining shares.