Not for Release, Publication or Distribution, in Whole or in Part, in, into or from Any Jurisdiction Where to Do So Would Constitute a Violation of the Relevant Laws of Such Jurisdiction
MOSCOW, April 17 /PRNewswire-FirstCall/ -- Mechel OAO (NYSE: MTL), one ofthe leading Russian mining and metals companies, announces the followingupdate in relation to the recommended cash offer made by Mechel for the entireissued and to be issued ordinary share capital of Oriel by means of an OfferDocument dated 26 March 2008 (the 'Offer Document').
The Board of Mechel is pleased to announce that all the conditions of theOffer have now been satisfied or waived and that, accordingly, the Offer istoday declared unconditional in all respects.
1. Level of acceptances
The Board of Mechel announces that, as at 1.00 p.m. (London time) on 16April 2008, the first closing date of the Offer, valid acceptances had beenreceived in respect of a total of 611,660,984 Oriel Shares, representingapproximately 95.69 per cent. of Oriel's existing issued ordinary sharecapital.
The Board of Mechel is therefore pleased to announce that the 90 per cent.acceptance condition in respect of the Offer has been satisfied.
As set out in the Offer Document, Mechel had received irrevocableundertakings to accept the Offer in respect of a total of 296,698,351 OrielShares, representing approximately 46.4 per cent. of Oriel's existing issuedordinary share capital. As at 1.00 p.m. (London time) on 16 April 2008, validacceptances of the Offer (all of which are included in the total of validacceptances referred to above) had been received in respect of all of theseOriel Shares.
Save as disclosed above and in the Offer Document, neither Mechel nor anyperson acting in concert with Mechel for the purposes of the Offer isinterested in or has any rights to subscribe for any Oriel Shares nor does anysuch person have any short position or any arrangement in relation to OrielShares. For these purposes 'arrangement' includes any agreement to sell orany delivery obligation or right to require another person to purchase or takedelivery of, and borrowing or lending of, Oriel Shares. An 'arrangement' alsoincludes any indemnity or option arrangement, any agreement or understanding,formal or informal, of whatever nature, relating to Oriel Shares which may bean inducement to deal or refrain from dealing in such securities. 'Interest'includes any long economic exposure, whether conditional or absolute, tochanges in the prices of securities and a person is treated as having an'interest' by virtue of the ownership or control of securities, or by virtueof any option in respect of, or derivative referenced to, securities.
2. Settlement
The consideration due to Oriel Shareholders who have provided valid andcomplete acceptances under the Offer on or before the date of thisannouncement will be dispatched by 30 April 2008. The consideration due toOriel Shareholders who provide valid and complete acceptances under the Offerafter the date of this announcement but while the Offer remains open foracceptance will be dispatched within 14 days of such receipt.
3. Offer open for acceptance The Offer will remain open for acceptance until further notice.
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