On Feb. 22, 2019, Titan International Inc. closed the previously announced transaction with an affiliate of the Russian Direct Investment Fund (RDIF), one of the three shareholders of Voltyre-Prom, pursuant to the terms of a definitive agreement among the parties entered into as of Feb. 11, 2019.
Under the terms of the definitive agreement, in full satisfaction of the previously announced settlement put option that was exercised by RDIF, Titan paid to RDIF $25 million in cash at the closing of the transaction, and agreed, subject to the completion of regulatory approval, to issue to RDIF in a private placement 4,032,259 shares of restricted Titan common stock, with RDIF being required to hold such shares for three years from the date of the definitive agreement.
As previously disclosed, immediately following the closing, RDIF continues to own the same interest in Voltyre-Prom, subject to the terms of the definitive agreement and the Shareholders' Agreement.
Titan has retained the right to buy back the Titan shares from RDIF for $25 million during such three-year period and, if the stock buyback is consummated within one year, at the time of such buyback RDIF would be required to convey to Titan, based on current ownership, a 10.71% interest in Voltyre-Prom, resulting in RDIF reducing its interest in Voltyre-Prom from 35.71% to 25%.
Titan, with its partners, owns all of the equity interests in Voltyre-Prom, a leading producer of agricultural and industrial tires, which owns and operates an over 2 million-square-foot manufacturing facility located in Volgograd, Russia.
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