Russia’s Yandex will repurchase 84.9% of convertibles due 2025

Chicago, June 16 – Yandex NV formally entered into an agreement on Wednesday to purchase 84.9% of its $1.25 billion 0.75% convertible notes due 2025, according to a press release.

The agreement was necessary after the company’s stock was delisted earlier in the year and the notes became putable.

Noteholders will receive $140,000 in cash and 957 Yandex class A shares for each $200,000 principal amount of notes.

Funding for the cash portion will come from a commercial loan.

The shares will be delivered when permissible under applicable laws and regulations.

Yandex expects to complete the purchase by June 24.

Repurchased notes will be surrendered to the paying agent for cancellation.

Extension agreements

Yandex has additionally entered into agreements with noteholders holding a simple majority of the notes to extend certain time periods.

The delisting event period will be between Sept. 14 and Sept. 28 if Yandex has canceled or redeemed at least 75% of the notes. In all other cases, though, the delisting event period will begin July 16 and end on July 29.

The issuer call option period will start the date Yandex has canceled or redeemed at least 75% of the notes and end on Sept. 12. The issuer call option price will be the purchase price.

And, finally, the maturity date will be Sept. 13 if Yandex has repurchased at least 75% of the notes by June 30.

The issuer anticipates all of the notes will either be repurchased or redeemed by Sept. 12.

Details

Noteholders who are not part of the ad hoc group should contact the company to be included in future discussions in relation to the notes (askIR@yandex-team.ru).

The financial adviser for Yandex can be contacted at project.phoenix@alvarezandmarsal.com.

As previously reported, Houlihan Lokey is the financial adviser for the ad hoc group, and Weil, Gotshal & Manges LLP is the legal adviser.

Yandex is a Netherlands-registered company. It is also the leading search and ride-hailing provider in Russia. The company priced the five-year notes on Feb. 25, 2020.

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