O1 Properties announces the sale of shares in Moonbow Limited (Avrasis Project)

July 16, 2018.

1. On 16 June 2018, O1 Properties Limited and Cesium Limited entered into a sale and purchase agreement in relation to 100% of shares in Moonbow Limited (the "Moonbow Shares") (the "Moonbow Sale"). In consideration for O1 Properties Limited selling the Moonbow Shares to Cesium Limited, Cesium Limited agreed to pay O1 Properties Limited RUB 2,372,519,119 (approximately US$ 37,850,000 based on the Central Bank of Russia exchange rate as of 16 June 2018) in the following manner:

  • RUB 873,900,000 (approximately US$ 13,940,000) in cash – by way of a wire transfer (this amount was paid on 13 July 2018);

  • RUB 1,000,923,454 (approximately US$ 15,970,000) in cash – by way of a wire transfer (to be paid by 16 March 2019); and

  • RUB 497,695,665 (approximately US$ 7,940,000) – by way of transfer of 100% of shares in Mumford Limited, a company which owns apartments valued at RUB 497,695,665 (the "Mumford Share Transfer").

2. In addition, as a result of the Moonbow Sale, Cesium Limited indirectly assumed liability for a loan incurred by Avrasis Limited, a wholly-owned subsidiary of Moonbow Limited, from VTB Bank (EUROPE) SE (formerly, VTB BANK (DEUTSCHLAND) AG), in the amount of EUR 32,965,937.12 as of 16 June 2018 (the "VTB Loan").

3. The terms of the Moonbow Sale also envisage, by the settlement date, the termination of the guarantee granted by O1 Properties Limited in relation to the VTB Loan and O1 Properties Limited is currently taking all necessary steps to give effect to the termination thereof.

4. In addition, the terms of the Moonbow Sale envisage the transfer of shares in Goldflavour Limited, the borrower under the loan from Credit Suisse AG in the principal amount of EUR 3,586,335.26 as of 16 June 2018 (the "Credit Suisse Loan"), to Cesium Limited, as well as the termination of the guarantee granted by O1 Properties Limited in relation to the Credit Suisse Loan. O1 Properties Limited is currently in the process of transferring the Credit Suisse Loan and terminating the guarantee relating to it.

5. The Moonbow Sale resulted in the sale of assets valued at approximately US$ 80,140,000. The proceeds from the Moonbow Sale are yet to be invested.

  1. O1 Properties announces the sale of shares in Moonbow Limited (Avrasis Project) 16 July 2018
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