REG - LUKOIL Capital DAC - Important Information to Holders of Notes due 2031

CitigroupAnnouncement

05/04/2023 17:00

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RNS Number : 5277V  LUKOIL Capital DAC  05 April 2023

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

THIS ANNOUNCEMENT IS IMPORTANT AND REQUIRES IMMEDIATE ATTENTION OF HOLDERS. IF
HOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD
IMMEDIATELY CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS.

THIS ANNOUNCEMENT CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS ANNOUNCEMENT
ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE NOTES
IN A TIMELY MANNER. IF HOLDERS OR BENEFICIAL OWNERS OF THE NOTES ARE IN ANY
DOUBT AS TO THE MATTERS REFERRED TO IN THIS ANNOUNCEMENT, THEY SHOULD CONSULT
THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT
DELAY.

IMPORTANT ANNOUNCEMENT TO NOTEHOLDERS

 

LUKOIL CAPITAL DAC (THE "ISSUER")

 

U.S.$1,150,000,000 3.60 per cent. Notes due 2031 issued by the Issuer and
guaranteed by PJSC Lukoil ("Lukoil") (Regulation S ISIN: XS2401571521;
Regulation S Common Code: 240157152; Rule 144А ISIN: US549875AB88; Rule 144А
Common Code: 240155290)

(the "Notes")

5 April 2023

On 26 April 2023, the Issuer is due to make a scheduled coupon payment (the
"April 2023 Payment").

Having regard to the above, the Issuer hereby informs the Noteholders that, in
light of the ongoing disruption of the clearing and settlement infrastructure,
to the best of the Issuer's and Lukoil's knowledge, some of the previous
payments under the Notes made by or on behalf of the Issuer to Citibank, N.A.,
London Branch, acting as a principal paying agent with respect to the Notes
(the "Principal Paying Agent") which then transferred payments onward to the
relevant clearing systems (the "Clearing Systems") for further distribution to
the Noteholders have not been properly processed by the Clearing Systems and
distributed to the Noteholders.

Although the Issuer has taken all reasonable action to engage with the
Principal Paying Agent and the Clearing Systems to seek necessary
clarifications with a view to resolve the above situation to the satisfaction
of all parties concerned and ensure that the rights of the relevant
Noteholders are not prejudiced, it is the Issuer's understanding that the
affected payments have still not reached the relevant Noteholders for the
reasons beyond Lukoil's and/or the Issuer's control. Furthermore, despite
enquiries having been sent to the parties concerned, the Issuer has not
received any official response to date from the Clearing Systems, including if
and when the relevant payments are expected to be processed.

In light of the upcoming coupon payment, the Issuer is deeply concerned that
any funds remitted to the Principal Paying Agent for onward distribution to
the Clearing Systems may not reach the Noteholders and such Noteholders could
face issues with receiving payments under the Notes in time or at all. Today
Lukoil made another enquiry to the Principal Paying Agent and the Clearing
Systems requesting an update on the status of October 2022 coupon payments and
information on if and when the Clearing Systems will effect these payments.

 

For the avoidance of doubt, nothing contained herein shall constitute
repudiation or avoidance of the Issuer's or Lukoil's payment obligations under
the Notes.

The distribution of this announcement in certain jurisdictions may be
restricted by law. Persons into whose possession this announcement comes are
required by Lukoil and the Issuer to inform themselves about, and to observe,
any such restrictions.

This announcement contains important information which should be read
carefully. If any Noteholder is in any doubt as to the action it should take
or is unsure of this announcement, it is recommended to seek its own financial
advice, including in respect of any legal and/or tax consequences of utilizing
the Direct Payment Option, immediately from its stockbroker, bank manager,
solicitor, accountant or other independent financial or legal adviser.

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