Ozon seeks license to restructure bonds under U.S. sanctions laws

By Marisa Wong

Los Angeles, Oct. 7 – Ozon Holdings plc provided an update with respect to the restructuring of its $750 million 1.875% senior convertible bonds due 2026 (ISIN: XS2304902443).

As previously disclosed, the company and an ad hoc group of bondholders successfully reached agreement with respect to the terms of the restructuring of the bonds and entered into a lock-up agreement (along with a Russian lock-up agreement).

The company also delivered a notice of a physical meeting of bondholders to be held on Oct. 17 at 9 a.m. ET at the London offices of Cleary Gottlieb Steen & Hamilton LLP.

The U.S. sanctions authorities have since requested that a license application be filed in connection with the restructuring under U.S. sanctions laws and regulations. The company and the ad hoc group submitted an application for such a license on Oct. 6, according to a Friday press release.

The company requested in the license application that the U.S. sanctions authorities issue the license as soon as possible.

If there is no timely response from the U.S. sanctions authorities, the company will consider extending the meeting date and the submission deadline for voting instructions and will make a separate announcement on that.

Details

Ozon is requesting that a license be issued by the U.S. sanctions authorities to authorize U.S. persons, including (i) U.S. financial institutions, bondholders, funds, fund managers, investment advisers and subadvisers; (ii) U.S. intermediary banks, clearing systems and trading systems involved in the administration of the bonds or whose participation may be required in connection with the restructuring; (iii) U.S. financial service providers, financial advisors, bond trustees, paying agents, registrars, other intermediaries and third parties; (iv) U.S. legal service providers serving as counsel for the relevant parties, including, without limitation, Cleary Gottlieb Steen & Hamilton LLP and Akin Gump Strauss Hauer & Feld LLP; and (v) any other U.S. persons (for example, U.S. citizens working for non-U.S. person bondholders) whose participation may be required in connection with the restructuring, to engage in any and all transactions that are necessary to the restructuring.

The company and the ad hoc group have further agreed to proceed with an application to obtain licenses or authorizations in connection with the restructuring in each of the United Kingdom and Cyprus under the relevant sanctions laws and regulations. The relevant applications are intended to be submitted in the near term.

In addition, under the previously announced lock-up agreements and the definition of the redemption long stop date, upon filing of the U.S. sanctions license application, the initial redemption long stop date will be automatically extended. The initial redemption long stop date will, as a result, be the later of (i) Nov. 22; and (ii) the date that is the earlier of (a) 14 days after the latest responses from all relevant sanctions authorities, either granting the requested license or authorization or confirming that no license or authorization is required, (b) the date on which all relevant sanctions authorities issue decisions other than stated in (a) or (c) Jan. 31.

Ozon is a Russian e-commerce and internet company. The holding company is registered in Cyprus.

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