OREANDA-NEWS. As disclosed in Brunswick Rail Limited's (the "Company") press release of 24 June 2016, the Company continues to seek solutions to its capital structure despite the present inability to reach agreement on a consensual transaction between the Company and the ad-hoc committee representing certain holders of Brunswick Rail Finance Limited's US$ 600,000,000 6.50 per cent. Guaranteed Notes due 2017 (the "Notes").

The Company currently intends to launch a transaction in respect of the Notes. The proposed transaction, as currently envisaged, would provide each noteholder with a choice between an all-cash exit from the Notes and an alternative in which they would receive a combination of a cash payment and new subordinated convertible PIK toggle notes.  

As currently envisaged, noteholders consenting to the transaction would have the choice of either:

a)   a cash payment of RUR 33,419.64 (equivalent to US$ 510) for each $1,000 principal amount of the Notes; or

b)   a combination of a cash payment of RUR 24,900.91 (equivalent to US$ 380) for each $1,000 principal amount of the Notes and new subordinated convertible PIK toggle notes with a principal amount of RUR 22,935.05 (equivalent to US$ 350) for each $1,000 principal amount of the Notes.

As currently envisaged, the new subordinated convertible PIK toggle notes would have the right to acquire in aggregate up to 25% of the Company's ordinary equity.

The two alternatives would be allocated to noteholders under a mix-and-match facility with alternative (a) uncapped, and alternative (b) capped at 25% of the original principal amount of the Notes.

The transaction as currently envisaged would be subject to noteholders providing the requisite consents to an extraordinary resolution. All non-consenting or abstaining noteholders would receive a cash payment of RUR 33,419.64 (equivalent to US$ 510) for each US$ 1,000 principal amount of the Notes.

The launch of the proposed transaction remains subject to further structuring, discussions with noteholders and market conditions.

In this release, US$-equivalents of RUB-denominated sums were calculated using a RUB/US$ exchange rate of 65.5287 - the official exchange rate of Central Bank of the Russian Federation valid at the date of the release.

The Company has engaged VTB Capital as advisor.

About Brunswick Rail:

Brunswick Rail is a private railcar operating lessor providing freight railcars to large corporate clients in Russia. Established in 2004, Brunswick Rail currently owns a fleet of ca. 25.8 thousand railcars (as of 31 December 2015), which represents approximately 2% of the total Russian railcar fleet.

This announcement is for general information only and does not constitute or form part of, and should not be construed as, an offer for sale or subscription of, or a solicitation of any offer to buy or exchange or subscribe for, any securities.

This announcement may contain forward-looking statements regarding future events or the future financial performance of Brunswick Rail (the "Company"). You can identify forward looking statements by terms such as "expect", "believe", "estimate", "anticipate", "intend", "will", "could", "may", or "might", the negative of such terms or other similar expressions.