Press releases | Archive 2007
Information Statement for Shareholders in OAO RBC Information Systems
This Information Statement does not present an offer in accordance with Article 435 of the Civil Code of the Russian Federation
OAO RBC Information Systems (hereinafter referred to as the 'Company') will start accepting purchase orders for a total of 9,500,000 shares in OAO Armada (hereinafter referred to as 'Armada') held by the Company at 9 a.m. Moscow time on March 12, 2007. Orders will be accepted until 6 p.m. Moscow time on April 23, 2007.
Orders will be accepted by the legal department at the RBC office located at Building 1, 78 Profsoyuznaya Street, Moscow 117393, on weekdays from 9 a.m. to 8 p.m. Contact phone: +7 495 363 1146.
Orders can be submitted at the above address on weekdays from 9 a.m. to 6 p.m. Moscow time by the purchaser or his/her representative or can be sent by registered mail with acknowledgement of the receipt.
A purchase order form for shares in Armada is attached hereto. The purchase order shall be submitted to the Company in the Russian language, purchase order forms in English are given for information purposes only.
The purchase order for shares in Armada can be submitted by any of the Company's shareholders included in the Company's registry as of March 7, 2007. The number of shares in Armada available to each of the shareholders for purchase is proportional to the percentage of shares in OAO RBC Information Systems held by the shareholder as of March 7, 2007:
shareholders in OAO RBC Information Systems are entitled to purchase shares in Armada according to the following formula: number of RBC shares held / 12.5537 = X, with the X figure rounded up to the nearest whole number and equaling no less than 1 share.
- Any shareholder may file only one purchase order for Armada shares within the limits of the total number of Armada shares that the shareholder is entitled to.
Any shareholder can request the purchase of Armada shares, to which he/her is entitled, in the name of a third party to be specified in the shareholder's order (a respective application form is attached hereto). In this case the shareholder shall lose the right to purchase shares in his/her own name, whereas the purchase order will be submitted to the Company by the third party as specified by the shareholder. A purchase order for Armada shares in the name of a third party can be made in the name of one third party and once only. Further transfer of rights to acquire Armada shares is not permitted. A purchase order for Armada shares by a third party shall be submitted to the Company simultaneously with the shareholder's application for transferring his/her shares in Armada to this third party.
In accordance with Article 435 of the Civil Code of the Russian Federation, the purchase order is recognized as an offer of the individual/legal entity submitting this order to buy Armada shares.
The Company will accept shareholders' offers from April 24, 2007 through April 30, 2007.
Acceptance is defined as the Company's written acknowledgement of acceptance of the purchase order for Armada shares. The Company will send such written acknowledgement to the address specified by the shareholder in the purchase order as a correspondence address.
The shareholder must pay for the requested number of Armada shares in full within 20 calendar days from the date of acceptance of the shareholder's order by the Company. Payment details are given by the Company in the letter of acceptance. To confirm the payment made, the shareholder must provide a copy of the money transfer order certified by the bank by fax to +7 495 363 1146 or +7 495 363 1125 addressed to the RBC Legal Department.
The Company shall transfer Armada shares to the offeror on condition of the 100% prepayment for the shares. In the event of non-payment for the Armada shares within the established period (i.e. within 20 calendar days from the date of acceptance of the offeror's purchase order by the Company), obligations of the parties as related to the purchase of Armada shares shall be deemed as terminated by the Company.
The Company shall effect the transfer of Armada shares to the offeror via a share transfer to his/her account or the account of the nominee shareholder (the registrar is ZAO Irkol, Building 1, 3 Boyarsky Pereulok, Moscow 107078, Russia) as provided in the share purchase order. All questions relating to the establishment of accounts in the register of Armada can be addressed to ZAO Irkol at +7 495 632 9090 (ext. 125, 129 and 174).
Shares shall be transferred by the Company within three calendar days from the date of submission of the confirmation of payment for the shares.
OAO RBC Information Systems
|1. Purchase order form for shares of OAO Armada for legal entities|
|2. Purchase order form for shares of OAO Armada for individuals|
|3. Application form to purchase OAO Armada shares in the name of third party (for corporate shareholders)|
|4. Application form to transfer OAO Armada shares in the name of third party (for individual shareholders)|
|5. A blank acceptance letter of the offer to buy Armada shares|