Eurobond 2021 (2018)

Public Joint Stock Company “Ukrainian Railway” (the “Company”) has completed the reprofiling of the U.S.$500,000,000 9.5 per cent. 2018 notes issued by Shortline plc (the “2018 Notes”).

In accordance with the terms announced by the Company on 9 December 2015 and approved by a meeting of holders of the 2018 Notes on 17 February 2016, the reprofiling consisted of an exchange of the 2018 Notes for the new U.S.$500,000,000 9.875 per cent. notes due 2021 (the “New Notes”) and an amendment and restatement of the underlying loan agreement that included, among other things:

(i)      an increase in coupon from 9.5% to 9.875% which will be effective as from 21 November 2015;

(ii)     an extension of maturity from 21 May 2018 to 15 September 2021;

(iii)    a modification of the amortisation schedule to provide for repayment as follows:

(a)     60% of the outstanding principal amount in 2019: (A) 30% on 15 March 2019 and (B) 30% on 15 September 2019,

(b)     20% of the outstanding principal amount in 2020: (A) 10% on 15 March 2020 and (B) 10% on 15 September 2020, and

(c)     20% of the outstanding principal amount in 2021 (i) 10% on 15 March 2021 and (ii) 10% on 15 September 2021;

(iv)    a modification of the interest payment dates to 15 March and 15 September;

(v)     certain other amendments to the terms of the loan agreement, including certain modifications of the negative pledge covenant and amendments to the documentation required to reflect the reorganisation of the Company (including waiver of any breach which may have occurred or may occur in connection with implementation of the reorganisation).

The Effective Date (defined in the consent solicitation memorandum dated 19 January 2016) occurred on 14 March 2016. On the Effective Date, the 2018 Notes were cancelled, the New Notes were issued and the initial distribution of the New Notes was made.

Eurobond issue and reprofiling details