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10 July 2023

Announcement on the beginning of the privatization process of the state share in the authorized capital of "Foton" JSC

In accordance with the relevant privatization programs, the State Assets Management Agency (hereinafter referred to as "UzSAMA") announces the beginning of submitting applications for Express of Interest stage of the privatization process (hereinafter referred to as "Transaction") of 85,6 percent state share in the authorized capital of Foton JSC (hereinafter referred to as "Company" or "Asset").

ABRAU CAPITAL (hereinafter referred to as "Сonsultant") is the privatization consultant to UzSAMA on this Transaction.

Brief information about the Company:

Foton JSC core business is the development and production of electronic equipment and integrated circuits for radioelectronic equipment, as well as the manufacture of various electronics-based products.

The company possesses over 70 types of technologies for manufacturing discrete and planar semiconductor diodes, low-noise field-effect transistors and integrated microcircuits.

Key financial indicators:

  • Share capital: 1.08 billion UZS.
  • Number of employees: 296.

Transaction process

The sale is organized on the basis of competitive sale process and open to all interested parties (hereinafter referred to as "Applicants").

Currently, Applicants are invited to express their interest in the form of an Express of Interest application, which includes the following information:

  1. Brief information about the Applicants (including TPIN, and type of activity).
  2. Information about shareholders/participants owning more than 5% of the share in the authorized capital of the Participant (indicating the share of ownership), as well as ultimate beneficiaries.
  3. Financial statements (preferably for the last 3 years).

Express of interest can be prepared in Uzbek, Russian or English (at the discretion of the Applicants), and must be sent to the following e-mail addresses: almo@abraucapital.com, d.rustamova@abraucapital.com.

The deadline for submission of Express of interest is no later than August 15, 2023, 18:00 (Tashkent time).

The received applications will be selected in accordance with the following criterias:

  • sufficient financial resources to acquire the Asset;
  • absence of any judicial, administrative, arbitration, or other proceedings, the result of which may be a ban on participation in the privatization process;
  • Compliance with Uzbekistan Law #660-II (as amended on January 15, 2019) "Countering the legalization of proceeds of crime, the financing of terrorism and the financing of the proliferation of weapons of mass destruction".
  • Neither the Applicant nor any of the Consortium Members (in the case of the Consortium) must be on the public sanctions lists of the European Union and the United States or any of the major international development banks (World Bank, European Bank for Reconstruction and Development, Asian Development Bank), or on the date of the Application must be subject to any proceedings or investigation by the aforementioned sanctions authorities. Also, neither the Applicant (and, in the case of the Consortium, none of the Consortium Members) nor any of its/their affiliates is/are in any way involved in any activity (directly or through any subsidiary) contrary to the sanctions regime of the aforementioned institutions and states and, neither the Applicant (or in the case of the Consortium, any of the Consortium Members) nor any of its/their Related Parties have as principal financiers or lenders banks or financial institutions which are sub-sanctioned persons or persons controlled or owned by sub-sanctioned persons.

Applicants who have successfully passed the Express of interest stage will be invited to participate in the next Submission of non-binding offers (NBO) stage of the privatization process, and Process Letter with detailed information on this stage will be addressed to them.

In order to confirm their future participation in the privatization process, applicants are to sign a Non-Disclosure Agreement (NDA) and then will be given access to a Virtual Data Room (VDR), which provides them with an Information Memorandum prepared by Сonsultant, that contains the information necessary to prepare indicative non-binding offers for the purchase of the Company. 

For more information, you can contact the above communication channels.

DISCLAIMER

UzSAMA reserves the right to change the sequence of the privatization process or refuse to sell to any potential buyer(s) or negotiate with them at any time without explanation.

This announcement, or any part of its content, should not be taken as a form of obligation on the part of UzSAMA, "ABRAU CAPITAL" in relation to the Asset sale, as one might assume in connection with the publication of this announcement. UzSAMA and "ABRAU CAPITAL" reserves the right, in its sole discretion, at any time and in any respect, without assuming joint or individual responsibility:

(i) Change the deadline for submission of applications;

(ii) Follow different procedures with respect to different stakeholders and/or negotiate with one or more potential buyers within the schedule and procedure established jointly by the State Assets Agency and "ABRAU CAPITAL", to the exclusion of any other potential buyer(s) without prior notice;

(iii) Stop the sale process for any reason;

(iv) Stop all discussions and negotiations with any potential buyer(s) in relation to the Transaction at any time and without explanation.

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