MTL Mechel PAO

GLASS LEWIS AND ISS RECOMMEND THAT MECHEL SHAREHOLDERS VOTE “FOR” DEALS WITH
CREDITORS
Moscow, Russia — May 10, 2016 – Mechel PAO (NYSE: MTL; MICEX: MTLR), a leading
Russian mining and metals company, announces that Glass Lewis and ISS,
independent proxy advisory firms, have recommended that Mechel PAO shareholders
vote to approve the deals with creditors at the Company’s extraordinary general
meeting scheduled for May 26, 2016.
Glass Lewis and ISS recommended that Mechel shareholders approve the
transactions on providing and changing suretyships and pledges provided by the
company to the following lenders: Sberbank PJSC, Gazprombank (Joint Stock
Company), VTB Bank (PJSC) and the syndicate of banks, noting that approval of
the transactions is essential for the success of Mechel PAO’s debt restructuring
and stressing that their terms have been reviewed and unanimously approved by a
special committee of independent directors and an independent appraiser.
ISS and Glass Lewis are the leading independent international proxy advisory
firms, and their voting analyses and recommendations are relied upon by
thousands of major institutional investment firms, mutual funds and fiduciaries
throughout the world.
Mechel’s Board earlier addressed minority shareholders, calling on them to
support the proposed debt restructuring plan, based on an independent
consultant’s fairness opinion.
Shareholders are strongly urged to vote their shares for all proposals at the
EGM in line with the recommendations of the Board of Directors. In order to
ensure that their shares are validly voted at this extremely important meeting,
shareholders are also strongly urged to review the Company’s website,
www.mechel.com/shareholders/corporate_governance/shareholders_meeting, to
determine if they need to supply additional information beyond their voting
instructions.
Both the management and the board of directors of Mechel PAO urge shareholders
to participate in the upcoming extraordinary general meeting and to show their
support for the proposed debt restructuring.
Proxy Submission Deadline:
For ADR voting — MAY 18, 2016 at 10:00 AM New York City Time
For common share voting — MAY 24, 2016 at 19:00 Moscow Time
YOUR VOTE IS CRITICAL! WE APPRECIATE YOUR SUPPORT!
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If you have any questions about this process or need assistance in voting your
shares,
please call our proxy solicitor:
INNISFREE M&A INCORPORATED at 1-212-750-2668.
To review the materials for the Extraordinary General Meeting online:
http://www.mechel.com/shareholders/corporate_governance/shareholders_meeting
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Mechel PAO
Alexey Lukashov
Tel: + 7 495 221 88 88 ext. 62216
alexey.lukashov@mechel.com
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Mechel is an international mining and steel company which employs 67,000 people.
Its products are marketed in Europe, Asia, North and South America, Africa.
Mechel unites producers of coal, iron ore concentrate, steel, rolled products,
ferroalloys, heat and electric power. All of its enterprises work in a single
production chain, from raw materials to high value-added products.
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Some of the information in this press release may contain projections or other
forward-looking statements regarding future events or the future financial
performance of Mechel, as defined in the safe harbor provisions of the U.S.
Private Securities Litigation Reform Act of 1995. We wish to caution you that
these statements are only predictions and that actual events or results may
differ materially. We do not intend to update these statements. We refer you to
the documents Mechel files from time to time with the U.S. Securities and
Exchange Commission, including our Form 20-F. These documents contain and
identify important factors, including those contained in the section captioned
“Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in our
Form 20-F, that could cause the actual results to differ materially from those
contained in our projections or forward-looking statements, including, among
others, the achievement of anticipated levels of profitability, growth, cost and
synergy of our recent acquisitions, the impact of competitive pricing, the
ability to obtain necessary regulatory approvals and licenses, the impact of
developments in the Russian economic, political and legal environment,
volatility in stock markets or in the price of our shares or ADRs, financial
risk management and the impact of general business and global economic
conditions.