Publication of Final Terms of Bond Issue

 

Not for release, publication or distribution in whole or in part, directly or indirectly, in or into the United States of America.

Publication of Final Terms

The following Final Terms are available for viewing:

The attached Final Terms were executed on 15 2012 in relation to the forthcoming issuance by, but with limited recourse to, Steel Capital S.A., a company incorporated under the laws of Luxembourg as a société anonyme, of US$ 750,000,000 5.9% Notes due 2022 for the sole purpose of financing a US$750,000,000 5.9% ten-year loan to OAO Severstal (the "Notes") under the US$3,000,000,000 Programme for the issuance of loan-participation notes.

The Final Terms contain the final terms of the Notes and must be read in conjunction with the Base Prospectus dated 5 October 2012 relating to the Programme (the “Base Prospectus”), which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) and is attached hereto for convenience. Full information on Steel Capital S.A., OAO Severstal and the offer of the Notes is available only on the basis of the combination of the Final Terms and the Base Prospectus.

To view the Final Terms in full, please paste the following URL into the address bar of your browser.

http://www.rns-pdf.londonstockexchange.com/rns/7672O_-2012-10-16.pdf

Copies of the Final Terms will shortly be available for inspection at the National Storage Mechanism at http://www.hemscott.com/nsm.do.

To view the Base Prospectus in full, please paste the following URL into the address bar of your browser.

http://www.rns-pdf.londonstockexchange.com/rns/7672O_1-2012-10-16.pdf

Copies of the Base Prospectus are available for inspection at the National Storage Mechanism at http://www.hemscott.com/nsm.do.

 

THIS ANNOUNCEMENT REPLACES THE VERSION PREVIOUSLY PUBLISHED ON 15 OCTOBER 2012.

 

DISCLAIMER

This announcement is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions, any states of the United States and the District of Columbia).  This announcement does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States of America. Securities may not be offered or sold in the United States of America or to, or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the Securities Act) absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”). The securities mentioned herein have not been, and will not be, registered under the Securities Act. There will be no public offering of securities in the United States of America.

This announcement is directed at and/or for distribution in the United Kingdom only to (i) persons who have professional experience in matters relating to investments and who are investment professionals within the meaning of article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (ii) high net worth entities falling within article 49(2) of the Order and (iii) any other persons to whom this announcement may otherwise lawfully be directed (all such persons being together referred to as "relevant persons"). The investments to which this document relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such investments will be available only to and will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents. Persons distributing this announcement must satisfy themselves that it is lawful to do so.

This announcement or information contained therein is not an offer, or an invitation to make offers, to sell, exchange or otherwise transfer securities in the Russian Federation to or for the benefit of any Russian person or entity and does not constitute an advertisement or offering of securities in the Russian Federation within the meaning of Russian securities laws. Information contained herein is intended only for persons who are "qualified investors" within the meaning of Article 51.2 of the Federal Law no. 39-FZ "On the Securities Market" dated 22 April 1996, as amended (the "Russian QIs") and must not be distributed or circulated into Russia or made available in Russia to any persons who are not Russian QIs, unless and to the extent they are otherwise permitted to access such information under Russian law. The securities have not been and will not be registered in Russia and are not intended for "placement" or "circulation" in Russia (each as defined in Russian securities laws) unless and to the extent otherwise permitted under Russian law.