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Phar­macy Chain 36.6/ Novem­ber 28, 2013/- Phar­macy Chain 36.6 [ММВБ:RU14APTK1007], one of the lead­ers in beauty and health retail goods, is announc­ing that major share­hold­ers of ОАО “Phar­macy Chain 36.6″ (Bektemirov A.A., Krivosheev S.A. and Hi cap­i­tal Fund, in total con­trol­ling more than 50% of the stock) have reached an agree­ment with the own­ers of Phar­macy Chain A.V.E. on merger of the retail busi­ness. Com­ple­tion of the deal is sub­ject to receipt of cus­tom­ary reg­u­la­tory approvals and sat­is­fac­tion or waiver of other con­di­tions.

Inte­gra­tion is planned to be made using addi­tional issue of shares of ОАО “Phar­macy Chain 36.6″, which will be the par­ent com­pany of the future merged group. Addi­tional issue will be made as pub­lic offer­ing, part of which is planned to be paid by stock con­tri­bu­tion of the oper­a­tional com­pa­nies of A.V.E. group and the remain­ing part will be offered for buy-out to cur­rent share­hold­ers of ОАО “Phar­macy Chain 36.6″ and other investors.

Share price for addi­tional issue was defined by the Board of Direc­tors of ОАО “Phar­macy Chain 36.6″ as 22.4 rubles per share that cor­re­sponds to the weighted aver­age trad­ing price of the shares for the last six months. Final deci­sion on addi­tional issue and its para­me­ters will be made at the spe­cial meet­ing of the share­hold­ers of ОАО “Phar­macy Chain 36.6″ which is sched­uled for the 05th March 2014.

The par­ties came to an agree­ment that A.V.E. man­age­ment will be respon­si­ble for oper­a­tional con­trol of the merged com­pany.

Nego­ti­a­tion sup­port from major share­hold­ers of OJSC “Phar­macy Chain 36.6″ car­ried MKB Cap­i­tal and Group AVE rep­re­sented by Alfa-Bank.

The Par­ties plan to develop both brand 36.6 as well as A.V.E. brand. Mul­ti­ple brands if dif­fer­ent for­mats cover all busi­ness seg­ments of phar­macy retail from pre­mium seg­ment to the dis­counter and pro­vide more pos­si­bil­i­ties for organic growth of the chain. Merged com­pany may become the largest phar­macy chain in Rus­sia on rev­enue and mar­ket share.

Artem Bek­temirov, CEO and co-owner of ОАО “Phar­macy Chain 36.6″, com­mented the deal:

“Inte­gra­tion of Phar­macy Chain 36.6 with A.V.E. chain became pos­si­ble due to sale of stake in Open Stock Com­pany “VEROPHARM” for 5 bil­lion rubles which sig­nif­i­cantly reduced the debt of the chain and made the nego­ti­a­tions on the merger viable.

Inte­gra­tion of the phar­macy retail com­pa­nies is a log­i­cal stage of devel­op­ment of pharm. mar­ket, which is still not con­sol­i­dated. Own­ers and man­age­ment of A.V.E. Group pos­sesses suf­fi­cient expe­ri­ence and the com­pany itself has good dynam­ics of oper­a­tional results. I am sure in the syn­er­gies of the merger of the chains, which both will ben­e­fit share­hold­ers as well as con­sumers, and the merged com­pany will hold the lead­ing posi­tions in the indus­try”.

Source: http://www.pharmacychain366.com/news/2013/11/265/