OREANDA-NEWS. November 13, 2009. LUKOIL completed the issuance of an aggregate principal amount of  USD 1.5 billion in a dual-tranche Rule 144A / Regulation S offering consisting of USD 900 million of 6.375% notes due 2014 and USD 600 million of 7.250% notes due 2019. 

The 2014 notes were issued at a price of 99.474% of their face value, resulting in a yield to maturity of 6.500%, and the 2019 notes were issued at a price of 99.127% of their face value, resulting in a yield to maturity of 7.375%. 

LUKOIL intends to use the net proceeds of the offering for general corporate purposes, including the repayment of existing indebtedness.

This press release is being issued pursuant to and in accordance with Rule 135c under theUnited States Securities Act of 1933, as amended (the “Securities Act”). This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.  The notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

This press release is not an invitation nor is it intended to be an inducement to engage in investment activity for the purpose of section 21 of the Financial Services and Markets Act 2000 (as amended) of the United Kingdom (the “FSMA”). To the extent that this press release does constitute an inducement to engage in any investment activity included within this press release, it is directed only at (i) persons who are outside the United Kingdom, (ii) persons who are investment professionals within the meaning of article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) of the United Kingdom (the “Financial Promotion Order”); (iii) persons who fall within articles 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order; and (iv) any other persons to whom this announcement for the purposes of section 21 of FSMA can otherwise lawfully be made (all such persons together being referred to as “relevant persons”), and must not be acted on or relied upon by persons other than relevant persons. Any invitation or inducement to engage in any investment activity included within this press release is available only to relevant persons and will be engaged in only with relevant persons. Anyone other than a relevant person must not rely on this press release.

This press release is an advertisement and is not a prospectus for the purposes of EU Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the “Prospectus Directive”). A prospectus has been prepared and made available to the public in accordance with the Prospectus Directive and can be obtained in accordance with the Prospectus Directive. Investors should not subscribe for or purchase any securities referred to in this press release except on the basis of the information contained in the prospectus relating to the securities.

Information in this press release does not constitute an advertisement or offering of securities in Russia within the meaning of Russian securities laws and must not be passed on to third parties or otherwise be made publicly available in Russia. The securities have not been and will not be registered in Russia and are not intended for “offering”, “placement” or “circulation” in Russia (each as defined in Russian securities laws).

This press release contains forward-looking statements regarding future events or the future financial performance of OAO LUKOIL, including in relation to OAO LUKOIL’s use of the proceeds from the transaction described above.  We caution you that these statements are not guarantees of future performance and future performance involves risks, uncertainties and assumptions that we cannot predict with certainty.  Accordingly, our actual outcomes and results may differ materially from what we have expressed or forecasted in the forward-looking statements.  As a result of such risks and uncertainties, there can be no assurance that OAO LUKOIL will be able to use the proceeds from the transaction described above in the manner described in this press release.  We do not intend to update these statements to make them conform with actual results.