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Annual report 2007 - Magnitogorsk Iron & Steel Works ...

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• supply period – until next <strong>Annual</strong> General Shareholders’ Meeting;<br />

• settlement procedure — within 60 days from the date of supply.<br />

The beneficiaries under the transaction are OJSC MMK and «MMK Trading АG», Zug, Switzerland.<br />

Contract # Е150810 on the following terms:<br />

•<br />

•<br />

•<br />

ANNUAL REPORT OPEN JOINT-STOCK COMPANY MAGNITOGORSK IRON & STEEL WORKS<br />

SEASON <strong>2007</strong><br />

subject – supply of steel products;<br />

quantity of steel products — 180 000 tons;<br />

price — not less than the approved minimum reference price according to “Provisions on Approval and<br />

Establishment of Reference and Contract Prices for Sales of <strong>Steel</strong> Products in the International Market”;<br />

supply period – until next <strong>Annual</strong> General Shareholders’ Meeting;<br />

settlement procedure — within 60 days from the date of supply.<br />

•<br />

•<br />

The beneficiaries under the transaction are OJSC MMK and «MMK Trading АG», Zug, Switzerland.<br />

Contract # Е150811 on the following terms:<br />

• subject – supply of steel products;<br />

• quantity of steel products — 240 000 tons;<br />

• price — not less than the approved minimum reference price according to “Provisions on Approval and<br />

Establishment of Reference and Contract Prices for Sales of <strong>Steel</strong> Products in the International Market”;<br />

• supply period – until next <strong>Annual</strong> General Shareholders’ Meeting;<br />

• settlement procedure — within 60 days from the date of supply.<br />

The beneficiaries under the transaction are OJSC MMK and «MMK Trading АG», Zug, Switzerland.<br />

Contract # Е150812 on the following terms:<br />

• subject – supply of steel products;<br />

• quantity of steel products — 240 000 tons;<br />

• price — not less than the approved minimum reference price according to “Provisions on Approval and<br />

Establishment of Reference and Contract Prices for Sales of <strong>Steel</strong> Products in the International Market”;<br />

• supply period – until next <strong>Annual</strong> General Shareholders’ Meeting;<br />

• settlement procedure — within 60 days from the date of supply.<br />

The beneficiaries under the transaction are OJSC MMK and «MMK Trading АG», Zug, Switzerland.<br />

Contract # Е150813 on the following terms:<br />

• subject – supply of steel products;<br />

• quantity of steel products — 120 000 tons;<br />

• price — not less than the approved minimum reference price according to “Provisions on Approval and<br />

Establishment of Reference and Contract Prices for Sales of <strong>Steel</strong> Products in the International Market”;<br />

• supply period – until next <strong>Annual</strong> General Shareholders’ Meeting;<br />

• settlement procedure — within 60 days from the date of supply.<br />

The beneficiaries under the transaction are OJSC MMK and «MMK Trading АG», Zug, Switzerland.<br />

The following persons are recognized as interested or related parties with respect to the company’s transaction: Rashnikov V.F.,<br />

Senichev G.S., Takhautdinov R.S., Morozov A.A.<br />

The Body which approved the transaction is the Board of Directors of OJSC MMK.<br />

197) Underwriting Agreement regulated by the English law, in respect of which parties or beneficiaries are OJSC MMK<br />

(hereinafter “Issuer”), Mintha Holding Limited (hereinafter «Selling Shareholder»), ABN AMRO Rothschild, Morgan stanley & Co.<br />

International Limited and Renaissance Sесuгitiеs (Cyprus) Limited, Joint-Stock Bank of the Gas Industry Gazprombank (ZAO)<br />

and/or their affiliates as well as any other persons, which might be specified in the Underwriting Agreement or annexes thereto<br />

as underwriters (hereinafter jointly referred to as “Underwriters”), and also persons which will be subject to the provisions of<br />

Indemnity and Contribution (hereinafter «Underwriting Agreement»), under the following terms:<br />

Underwriters acquire or procure acquisition of, from the Issuer pursuant to the provisions of the Underwriting<br />

Agreement, ordinary registered shares of the Issuer in the amount to be specified in the Underwriting Agreement but not<br />

more than 1 450 000 000 (one billion four hundred fifty million) shares, each with a nominal value of 1 rouble per share,<br />

to be placed pursuant to the decision of the Board of directors of the Issuer on the increase of the Issuer’s stock capital by<br />

means of placement of additional ordinary registered shares of the Issuer of 15.12.2006 at the Placement Price to be specified<br />

in accordance with the procedure set forth by the decision on additional issue of ordinary shares of the Issuer (hereinafter<br />

“Offering”) provided all or part of, ordinary registered shares of the Issuer may be transferred to the Depositary - the Bank<br />

of New York for issuance of depositary receipts — securities of a foreign issuer certifying the rights in respect of ordinary<br />

registered shares of the Issuer to be transferred to the Underwriters or persons indicated by the Underwriters.<br />

In accordance with the Underwriting Agreement the Issuer (!) provides certain Representations and Warranties<br />

in favour of the Underwriters, provided such Representations and Warranties which will be specified in the Underwriting<br />

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