12 May 2017
International law firm Clifford Chance has advised EVRAZ plc in connection with its US$354 million disposal of the Nakhodka Trade Sea Port to Lanebrook Limited
A multi-jurisdictional team has advised EVRAZ plc, the London listed globally integrated steel, mining and vanadium company, on its disposal of the entire issued share capital of its fully owned subsidiary Joint Stock Company EVRAZ Nakhodka Trade Sea Port to its majority shareholder Lanebrook Limited for cash consideration of US$354.4 million. As part of the transaction, EVRAZ entered into a long-term transhipment agreement with Nakhodka Port pursuant to which the EVRAZ Group has agreed to supply, and Nakhodka Port has agreed to tranship, coal and metals for a period of five years.
The Clifford Chance team was led by Moscow-based Corporate partner Arthur Iliev, assisted by senior associate Ekaterina Matveychuk, who advised EVRAZ on the sale and purchase agreement, ancillary documents and various aspects of Russian corporate and antimonopoly law. Advice in connection with the transhipment agreement and guarantee deeds was provided by Perth-based Corporate partner Paul Lingard, who specialises in assisting natural resource clients on complex transactions, operational issues and large-scale development projects. Paul was assisted by counsel Jessica Davies and associate Niall O'Shea. A team led by Equity Capital Markets partner Simon Thomas in London advised EVRAZ and its independent directors on the related party transaction regime under the UK Listing Rules and EVRAZ's shareholder circular and announcement obligations. Simon was assisted by ECM senior associate Tony Lally, associate James Koessler and trainee Louise Baxter.
EVRAZ is a long-standing client of the firm, with the firm having previously advised:
- EVRAZ in connection with its acquisition of an indirect controlling interest in Raspadskaya;
- EvrazInvest, an investment arm of EVRAZ, on its joint venture with Centerra Gold in relation to Sakhtakhan gold mine exploration;
- EVRAZ in connection with its tender offer in relation to outstanding US$1,300 million 8.875 per cent. notes due 2013 and the issue of US$850 million 6.75 per cent. notes due 2018;
- EVRAZ in connection with its US$850 million eurobond offering, as well as in connection with the tender offer in relation to Eurobond issue; and
- EVRAZ in connection with its US$150 million offering of notes with a further tap issue of a US$25 million.
"It has been a pleasure once again to work with EVRAZ, a strategically important client for the firm, in connection with this important transaction", said Moscow Corporate partner Arthur Iliev. "What is particularly pleasing is that we were able to put together a multi-jurisdictional and cross-practice area team, with both an in depth knowledge of the client and specialist sector expertise, to execute a technically difficult transaction within a short time frame."