Completion of settlements under the Third-Party Cash Tender Offer
29.04.2025
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
THE TRANSACTIONS CONTEMPLATED BY THIS ANNOUNCEMENT ARE NOT CARRIED OUT, EITHER DIRECTLY OR INDIRECTLY, ON THE TERRITORY OF THE UNITED STATES OF AMERICA, NOR ARE THEY CARRIED OUT THROUGH THE USE OF THE UNITED STATES POSTAL SERVICE, ANY INSTRUMENTS OF INTERSTATE OR FOREIGN TRADE OF THE UNITED STATES OF AMERICA, OR ANY INFRASTRUCTURE OF THE NATIONAL STOCK EXCHANGE OF THE UNITED STATES OF AMERICA. THE AFOREMENTIONED RESTRICTION APPLIES, INTER ALIA, TO THE TRANSMISSION BY FAX, EMAIL, TELEPHONE, AND THE INTERNET. ACCORDINGLY, COPIES OF THIS MEMORANDUM, AS WELL AS ANY OTHER DOCUMENTS OR MATERIALS RELATED TO THE TRANSACTIONS SHALL NOT, DIRECTLY OR INDIRECTLY, BE SENT BY MAIL OR OTHERWISE TRANSMITTED, DISTRIBUTED, OR FORWARDED (INCLUDING BY CUSTODIANS, NOMINEES, OR TRUST MANAGERS) WITHIN THE TERRITORY OF THE UNITED STATES OF AMERICA. ANY OFFER THAT DIRECTLY OR INDIRECTLY VIOLATES THE AFOREMENTIONED RESTRICTIONS, AS WELL AS ANY OFFER MADE BY A PERSON LOCATED IN THE UNITED STATES OF AMERICA, OR BY ANY AGENT, ATTORNEY, OR OTHER INTERMEDIARY ACTING ON THE INSTRUCTIONS OF A PRINCIPAL ORIGINATING IN THE UNITED STATES OF AMERICA, SHALL BE INVALID AND SHALL NOT BE ACCEPTED.
THIS ANNOUNCEMENT IS NOT ADDRESSED TO U.S. PERSONS (AS DEFINED IN REGULATION S OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED AND SUPPLEMENTED) OR PERSONS LOCATED IN THE TERRITORY OF THE USA.
Globaltrans Investment PLC (the “Company”) today announces that, based on the publicly available information and the disclosure made by Aqniet Holding Group Ltd. (the “Purchaser”), the Purchaser has completed settlements under an invitation to make offers to sell global depositary receipts (ISIN: US37949E2046), representing ordinary shares of the Company as described in the Tender Offer Memorandum (as defined below) made available by the Purchaser (the “GDRs" and the “Invitation”, respectively).
Company statement
Below is the summary of the Purchaser’s disclosure in connection with the Invitation. Although the Invitation is not a corporate action initiated by the Company, the relevant information is made available by the Company bearing in mind its ongoing disclosure and transparency obligations. The Company did not independently verify or endorse the Purchaser’s disclosure in connection with the Invitation.
Completionof settlements under the Invitation
The GDRs subject to the accepted Tender Instructions have been transferred to the Purchaser and the Purchaser’s obligations to pay the Purchase Price have been duly fulfilled in accordance with the terms of the Invitation. Accordingly, the relevant settlements have now been completed.
Further information is set out in the Tender Offer Memorandum dated 18 April 2025 and available on the website https://aqniet-holding.com/ (the “Tender OfferMemorandum”). Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Tender Offer Memorandum.
FURTHER INFORMATION
For further information please see the Tender Offer Memorandum available at https://aqniet-holding.com/
Should you have any questions related to the Invitation or need assistance, please use the contacts below:
E-mail: tenderoffer@ahgl-invest.com
ENQUIRIES
For investors
Mikhail Perestyuk / Daria Plotnikova
+971 2 877 6840
For media
Anna Vostrukhova
+971 2 877 4166
LEGAL DISCLAIMER
Information contained in this announcement concerning Globaltrans Investment PLC, a company organised and existing under the laws of the Abu Dhabi Global Market (the “Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”) is for general information purposes only. The statements and any opinions presented herein are based on general information gathered at the time of writing and are subject to change without notice.
None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this announcement or otherwise arising in connection therewith. This announcement does not constitute an offer or an advertisement of any securities in any jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and any such restrictions should be observed.
This announcement may contain forward-looking statements regarding future events. 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. These forward-looking statements include matters that are not historical facts and statements regarding the Company’s intentions, beliefs or current expectations. By their nature, forward looking statements involve risks and uncertainties, because they relate to events and depend on circumstances that may or may not occur in the future. The Company cautions you that forward-looking statements are not guarantees of future performance and that Globaltrans’ actual results of operations, financial condition, liquidity, prospects, growth, strategies and the development of the industry in which Globaltrans operates may differ materially from those described in or suggested by the forward-looking statements contained in this announcement.
In addition, even if Globaltrans’ results of operations, financial condition, liquidity, prospects, growth strategies and the development of the industry in which the Company operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in future periods. Unless otherwise set out herein, the Company does not intend to update this announcement or reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause actual results to differ materially from those contained in forward-looking statements of Globaltrans, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, market changes in the Russian freight rail market, as well as many of the risks specifically related to Globaltrans and its operations. No reliance may be placed for any purposes whatsoever on the forward-looking statements contained in this announcement.