Moscow, November 16, 2009

Eurasia Drilling company limited launches equity placing and announces a special interim dividend

Email Page




Eurasia Drilling Company Limited ("EDC" or the "Company" - LSE: EDCL) today announces that it has launched a placing (the "Placing") of existing global depositary receipts ("GDRs") with one GDR representing one ordinary share and that it plans to pay a one-time special interim dividend (the "Special Interim Dividend") of up to approximately US $150 million.

The Placing comprises an offer by EDC Incentive Plan Limited ("EIPL"), a wholly-owned subsidiary of EDC, of up to 11.6 million existing GDRs, repurchased by EIPL as part of EDC's Share Repurchase Program, representing approximately 7.9 per cent of EDC's issued ordinary shares. The Placing may be upsized through the sale of up to approximately 2.2 million existing GDRs held by certain minority shareholders of the Company, representing a further approximately 1.5 per cent of EDC's issued ordinary shares.

The purpose of the Placing is to realize the gain on the GDRs repurchased by EIPL as part of EDC's Share Repurchase Program, while increasing trading liquidity in the Company's GDRs.

J.P. Morgan Securities Ltd. is acting as Sole Global Coordinator for the Placing, and Alfa Capital Holdings (Cyprus) Limited, London Branch, and J.P. Morgan Securities Ltd. are acting as Joint Bookrunners for the Placing.

The sale price for the GDRs in the Placing will be determined through an accelerated bookbuilding process, which opens today (Monday, November 16).

In connection with the Placing, the Company, EIPL, certain minority shareholders of the Company and the Company's main shareholder, Alexander Djaparidze, have agreed, subject to customary exceptions, not to issue, offer, sell, lend, mortgage, assign, contract to sell, pledge, charge, grant options over or otherwise transfer or dispose of any shares or GDRs or any security or financial product whose value is determined by reference to the price of the shares or GDRs, for 180 days from the closing date of the Offering.

The GDRs to be sold in the Placing are listed on the London Stock Exchange pursuant to the Company's existing block listing of GDRs.

EDC has decided to pay a Special Interim Dividend in order for shareholders to benefit from the gain generated on the Company's repurchased GDRs. The size of the Special Interim Dividend is expected to be equal to the gain realized by EDC during its recently completed Share Repurchase Program in the approximate amount of US $150 million. New investors acquiring GDRs as part of the Placing will be eligible for the Special Interim Dividend. It is expected that the record date for the Special Interim Dividend will be December 1, 2009 and the payment date will be December 15, 2009. The Company anticipates that, consistent with prior practice, it will also declare and then pay an annual dividend early in 2010, based on its results from 2009 operations.

Any additional proceeds from the Placing, once the Special Interim Dividend has been paid, will be used by EDC for general corporate purposes, including potential acquisitions in Russia and CIS, which meet the Company's investment criteria.

Alexander Djaparidze, CEO and main shareholder of EDC, commented:
"We are delighted to be in the privileged position of having repurchased shares at the right time and being able to reward shareholders by returning to them the realized capital gain. Indeed, the strong share price performance of EDC since last spring is a testament to our shareholder loyalty and to the strength of our proven business model and corporate strategy. The Special Interim Dividend payment will still allow us to maintain a balance sheet that is appropriate for the growth ambitions that we have".


EDC is the largest provider of onshore drilling services in Russia, as measured by the number of meters drilled, providing onshore integrated well construction services and workover services. In addition, the Company provides offshore drilling services in the Caspian Sea. The Company offers its onshore integrated well construction services and workover services to local and international oil and gas companies primarily in Russia and its offshore drilling services to Russian and international oil and gas companies in the Russian, Kazakh and Turkmen sectors of the Caspian Sea. The Company is traded on the London Stock Exchange under the symbol "EDCL".


For further information, please contact:

Kim L. Kruschwitz, VP Investor Relations
+44 (0) 207 717 9707

November 16, 2009

Forward-Looking Statements:

Some of the statements in this announcement are forward-looking. Forward-looking statements include statements regarding the intent, belief and current expectations of EDC or its directors with respect to various matters. When used in this document, the words 'expects,' 'believes,' 'anticipates,' 'plans,' 'may,' 'will,' 'should' and similar expressions, and the negatives thereof, are intended to identify forward-looking statements. Such statements are not promises or guarantees, and are subject to risks and uncertainties that could cause actual outcomes to differ materially from those suggested by any such statements.

Except as required by applicable law or regulation, the forward-looking statements in this announcement are made as of the date hereof, and EDC expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement or incorporated by reference into this announcement to reflect any change in EDC's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Neither the content of EDC's website nor any website accessible by hyperlinks on EDC's website is incorporated in, or forms part of, this announcement.

This announcement is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. EDC has not registered and does not intend to register any portion of the Offering in the United States, and EDC does not intend to make any public offering of securities in the United States.

This announcement and any Offering mentioned herein if made subsequently are only addressed to and directed at persons in member states of the European Economic Area who are 'qualified investors' within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) ('Qualified Investors'). In addition, in the United Kingdom this announcement is being distributed only to, and is directed only at, qualified investors who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') or (ii) high net worth entities and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as 'relevant persons'). In the United Kingdom this announcement is directed only at relevant persons and it is not intended to be distributed, directly or indirectly, to any other person in the United Kingdom.

This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, by persons who are not Qualified Investors. Any investment or investment activity to which this document relates is available only to (i) in the United Kingdom, relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, Qualified Investors, and will be engaged in only with such persons. Other persons should not act or rely on this document or any of its contents.

Neither this announcement nor any copy of it may be taken or transmitted, directly or indirectly, into the United States, Australia, Canada or Japan or to a resident, national or citizen of the United States, Australia, Canada or Japan. This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefore. The Offering and the distribution of this announcement and other information in connection with the Offering in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Shares in EDC have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to, or for the account or benefit of, citizens or residents of Australia, Canada or Japan except under circumstances which will result in the full compliance with the applicable laws and regulations promulgated by the relevant regulatory authorities in effect at the relevant time.

This document or information contained herein does not constitute an advertisement or offering of any securities in the Russian Federation within the meaning of Russian securities laws. The securities referred to herein have not been and will not be registered in Russia or admitted to public placement and/or public circulation in Russia. The securities referred to herein are not intended for "offering", "placement" or "circulation" in Russia (each as defined in Russian securities laws).

J.P. Morgan Securities Limited and Alfa Capital Holdings (Cyprus) Limited, London Branch are acting exclusively for EDC and no one else in connection with the Offering. They will not regard any other person (whether or not a recipient of this announcement) as their respective clients and will not be responsible to anyone other than EDC for providing the protections afforded to their respective clients nor for giving advice in relation to the Offering and, the contents of this announcement or any transaction or arrangement referred to herein.

Next: 17 November 2009: Eurasia Drilling company limited withdraws from equity placing