OREANDA-NEWS. February 28 2011. The Uralkali Board of Directors met on February 21, 2011, and resolved to appoint Vladislav Baumgertner CEO. The meeting also resolved to cancel the position of Uralkali president. Following receipt of the letter of resignation submitted by Vladislav Baumgertner, the Silvinit Board of Directors may form a temporary executive body which, as currently planned, will head Silvinit until completion of the merger. The combination of Uralkali and Silvinit is expected to be completed by the second quarter this year.

Alexander Voloshin, Chairman of the Uralkali Board of Directors, said:

Today the Uralkali Board resolved to appoint Mr. Vladislav Baumgertner the Company’s CEO in place of Mr. Pavel Grachev. Mr Grachev headed the Company during the transition period which saw preparations for the merger with Silvinit. We are grateful to Mr. Grachev whose great experience in handling corporate issues enabled the Company successfully to go through the key procedures required to finalize the transaction. We expect Mr. Grachev to continue his work in the Company as its Member of the Board of Directors.

Uralkali is now facing new goals of efficiently integrating Silvinit and realising the synergistic potential of the combined company, thereby transforming it into a global market leader. We are fully confident that Mr. Baumgertner, given his intimate knowledge of business processes in both companies, will successfully meet these challenges.

Vladislav Baumgertner, Uralkali CEO, said:

I would like to thank the Uralkali Board of Directors for their confidence in me as demonstrated by my appointment as the Company’s CEO. The combined company will pursue a growth strategy based on realising synergies from joint production capacity, achieving the lowest industry production costs and leadership in key potash markets. The combined company will aim to match the world’s best corporate governance standards so as to attain the greatest possible level of efficiency.

Authorised capital increase

 Uralkali’s Board of Directors also resolved to increase the Company’s authorized capital by placing 1.2 billion additional uncertificated registered ordinary shares, each with an individual par value of 0.5 rubles, and a total par value of 600 million rubles and approved additional share issuances and securities prospectus with respect to the shares. The new additional Uralkali shares are expected to be listed after registration by the Russian Federal Financial Markets Service through conversion of Silvinit ordinary and preferred shares into new Uralkali ordinary shares so as to complete the merger. The conversion ratio for Silvinit’s ordinary and preferred shares is 0.007495 and 0.019297 per Uralkali’s ordinary share, respectively. 1,565,151 ordinary shares of Silvinit planned for acquisition by Uralkali, as well as ordinary and preferred shares of Silvinit subject to redemption under applicable law in accordance with requests from shareholders of Silvinit that voted against or abstained from voting on reorganization and/or approval of a merger agreement as a major transaction, will be cancelled upon completion of the merger.