1. General information
1.1. Issuer’s full name (name of a nonprofit organization) Limited liability company Aeroexpress
1.2. Issuer’s short name OOO Aeroexpress
1.3. Location of the issuer Sheremetyevo International Airport, Khimki, Moscow Oblast, 141400, Russian Federation
1.4. Issuer’s OGRN 1055009320695
1.5. Issuer’s INN 5047066172
1.6. Issuer’s unique code, assigned by the registration authority 36406-R
1.7. Website used by the Issuer for information disclosure http://www.aeroexpress.ru/
2. Notification Сontent
2.1. Data on the securities issue, for which the following is registered:
2.1.1. Type, category, series, and other identification characteristics of the securities:
3,500,000 (three million and five hundred thousand) series 01 inconvertible interest-bearing certified bearer bonds kept in obligatory centralised storage with a par value of RUB 1,000 (one thousand roubles) each and the total nominal value of RUB 3,500,000,000 (three billion and five hundred million roubles) (hereinafter referred to as the ‘Bonds’, ‘Bonds of the Issue’ or ‘Series 01 Bonds’). The maturity date is the 1,820th (one thousand eight hundred and twentieth) day following the date when the public bond offering was commenced. The Bonds can be repaid ahead of schedule at the Issuer’s discretion or at the bondholder’s request.
2.1.2. Maturity date (for Issuer’s bonds and options)
The maturity date is the 1,820th day following the date when the bond offering was commenced.
The redemption of Series 01 Bonds shall be commenced and completed on the same day.
2.1.3. State registration number and date of the securities issue
4-01-36406-R dated 13 December 2011
2.1.4. Name of the registration authority that registered the securities issue:: Federal Service for Financial Markets
2.1.5. Number of securities offered to the public and the nominal value (if applicable in compliance with Russian Federation legislation) of each security offered to the public:
3,500,000 (three million and five hundred thousand) bonds with a par value of RUB 1,000 (one thousand roubles) each and the total nominal value of RUB 3,500,000,000 (three billion and five hundred million roubles).
2.1.6. Method for securities’ placement and, in the case of a private offering, the list of potential buyers of such securities: Public offering
2.1.7. Term of the securities’ placement (dates when the offering commences and is completed) and the order for its determination.
The placement of the bonds shall commence no earlier than two weeks after the Issuer has published a notification on the issue’s state registration, having defined the procedure for accessing the information described in the Prospectus by the interested parties in accordance with the requirements stipulated by the Federal Law ‘On the Securities Market’ and regulations of the federal body of the executive authority for the securities market in the manner specified in Item 11 of the Decision to Issue Securities and Item 2.9 of the Prospectus. The two-week term shall begin as of the date when the notification on the bonds’ state registration has been published in the ‘Daily News. Moscow Oblast’ newspaper.
The date when the bond offering commences shall be determined by the management body of the authorised Issuer.
Should an event occur where the Issuer must disclose information in compliance with existing federal laws and regulations of the federal executive body for the securities market, and the order and if the terms of disclosing information on that event differ from the procedure described in the Decision to Issue Securities and the Prospectus, information on that event shall be disclosed in compliance with the procedure and terms stipulated under federal laws and regulations of the federal executive body for the securities market, which are effective as of the moment when the event occurred.
The Issuer shall publish notification about the date when the bond offering shall commence, in accordance with the Regulations on Information Disclosure by Equity Securities Issuers, approved by the Federal Service for Financial Markets Order No.06-117/pz-n, dated 10.10.2006, within the following time periods:
- in the news feeds of the Interfax news agency and other news agencies, authorised by the federal executive body for the securities market to disclose information on the securities market (hereinafter referred to as the ‘news feeds’) - no later than 5 (five) days before the date when the securities placement commences;
- on the Issuer’s website http://www.aeroexpress.ru/ - no later that 4 (four) days before the date when the securities placement commences.
The Issuer shall notify the Moscow Interbank Currency Exchange (hereinafter referred to as the MICEX or Stock Exchange) and the National Depositary on the date specified to start offering the Bonds no later than 5 (five) days before the date that the securities placement is to commence.
The date of the securities placement’s commencement, as scheduled by the authorised Issuer’s management body, may be changed by a decision taken by the Issuer’s management body, given that the requirements for the procedure for disclosing information about the date change for the securities placement’ commencement has been complied with, as stipulated by Russian legislation and in the Decision to Issue Securities, and the Prospectus.
The Issuer shall notify the MICEX and the National Depositary about any change in the date when the securities placement commences no later than the date that this decision is made.
The procedure for defining the date to complete the placement.
The date for the completion of the bond offering shall not be prior to: a) the 10th (tenth) day following the date when the bond offering was commenced; b) the date when the last bond from this issue has been placed. The date when the bond offering is completed shall not be later than one year following the bond issue’s date of registration.
The bond issue shall not be placed in separate tranches.
2.1.8. The securities offer price and order of its calculation:
The Bond offer price is RUB 1,000 (one thousand roubles) per Bond.
Starting from the second day of the Bond issue offering procedure, the purchasers shall pay the accumulated coupon interest on the purchased bonds (ACI), calculated using the following formula:
ACI = Nom * C * ((T - T0) / 365)/ 100%, where
ACI - accumulated coupon interest income, RUB;
Nom - nominal value of one bond, RUB;
C - interest rate of the first coupon period, annual interest;
T - date when the bond offering is completed; and
T0 - date when the bond offering is commenced.
The amount of the accumulated coupon interest per bond shall be calculated to the accuracy of one kopeck. (The amount shall be rounded in accordance with the rules of mathematical rounding, which mean that the rounding value of an integer kopeck is not changed, if a digit next to it varies between 0 and 4, and it is rounded up by one, if the next digit varies from 5 to 9.)
2.1.9. Preemptive rights to purchase securities provided to the Issuer’s participants (shareholders) and/or other individuals
The preemptive right to purchase securities is not granted when offering the securities.
2.2. Prospectus registration together with the state registration of this securities issue.
The prospectus shall be registered at the same time as the state registration of the securities issue.
2.3. The Procedure for Providing Access to Prospectus Information.
The Issuer shall publish the registered Prospectus and the Decision to Issue Securities on its website no later than 2 (two) days following the date when information on the state registration of the Issuer’s securities was published on the Internet or the date that the Issuer received a written notification on the state registration of the securities issue from the relevant registration authority by mail, fax, email, or registered mail, depending on which of these dates occur first.
The Decision to Issue Securities, which is published on the Internet, must contain the state registration number of the securities issue, the state registration date, and the name of the registration authority that registered the securities (additional) issue.
The Decision to Issue Securities must be available at http://www.aeroexpress.ru/ as of the date of its online publication until all securities from the issue have been redeemed (cancelled).
The Prospectus published online must contain the state registration number of the securities issue (additional issue), in relation to which the Prospectus is registered, as well as its registration date and the name of the registration authority that registered the Prospectus.
The registered Prospectus shall be available on the Issuer’s website at http://www.aeroexpress.ru starting from the date of its online publication and for at least 6 months following the date that the Report on Securities Issue Results is published online. In the case that the securities are issued without the state registration of the Report on Securities Issue Results, in accordance with the Federal Law ‘On Financial Markets’ or any other federal laws, the Prospectus shall be available for at least 6 months after the Notification on Securities Issue Results has been submitted to the registration authority and published online.
All interested parties may inspect the Decision to Issue Securities and the Prospectus, as well as obtain their copies, for a price not exceeding the cost of their preparation, at the following address:
Location: Sheremetyevo International Airport, Khimki, Moscow Oblast, 141400, Russian Federation
Telephone: +7 (495) 748 60 92
Fax: +7 (495) 748 60 92
2.4. In the case that the Prospectus was signed by a securities market financial advisor, this fact should be mentioned, together with the full and abbreviated names of the financial advisor, as well as his location.
The Prospectus is not signed by a securities market financial advisor.
2.5. Issuer’s obligation to disclose information in the form of quarterly reports and corporate action notifications in the manner stipulated by Russian Federation legislation.
The Issuer commits itself to disclose information in the form of quarterly reports and corporate action notifications in the manner stipulated by Russian Federation legislation.
2.6. The Issuer does not represent an incorporated investment fund.
3.1. Chief Executive Officer
OOO Aeroexpress A.Yu. Krivoruchko
3.2. Date: 15 December 2011