Pricing of Share Offering

OJSC PHOSAGRO - Pricing of Share Offering

PR Newswire

London, April 10

** Not for distribution, directly or indirectly, in or into the United States,Canada, Japan or the Russian Federation or any other jurisdiction in which this

This announcement is not an offer of securities for sale in or into anyjurisdiction, including the United States, Canada, Japan or the RussianFederation. Neither this announcement not anything contained herein shall formthe basis of, or be relied upon in connection with, any offer or commitmentwhatsoever in any jurisdiction.

Pricing of Share Offering

OJSC PhosAgro ("PhosAgro" or "the Company") (Moscow Exchange, LSE: PHOR), aleading global vertically integrated phosphate-based fertiliser producer, todayannounces the successful pricing of the offering of existing shares in the formof shares and GDRs (the "Offer Shares") by a group of the Company'sshareholders (the "Offering") which was announced to the market on 8th April.The price of the Offering was set at USD 42.00 per share (USD 14.00 per GDR).

A total of 11,111,000 Offer Shares will be sold under the Offering.

BofA Merrill Lynch, Citigroup, Credit Suisse, Raiffeisen Bank International,Renaissance Capital, Sberbank CIB, and VTB Capital are acting as Joint GlobalCoordinators and Joint Bookrunners for the Offering.

PhosAgro Management Board Chairman Maxim Volkov said: "The success of thisoffering marks another important equity market landmark for PhosAgro and itsshareholders. We are pleased that we were able to attract solid demand fromhigh quality institutional investors. We expect that it will assist the Companyin helping to create value in both the short and long term for allshareholders. First, we are addressing share liquidity concerns, an importantpriority identified by our shareholders and Board of Directors, andsignificantly increasing the number of publicly traded PhosAgro shares andGDRs. Second, the proceeds from the Additional Share Issuance that will followthis Offering will be used by PhosAgro for financing the consolidation ofminority stakes in our production facilities, as well as for ongoingmodernisation and expansion projects."

For further information please contact:

OJSC PhosAgro

+7 495 231 2747

Irina Evstigneeva, Head of Corporate Finance and Investor Relations

PhosAgro is a leading global vertically integrated phosphate-based fertiliserproducer. The Group focuses on the production of phosphate-based fertilisers,feed phosphate and high-grade phosphate rock (with P2O5 content of not lessthan 39 percent), as well as ammonia and nitrogen-based fertilisers.

The Group is the largest phosphate-based fertiliser producer in Europe, thelargest producer of high-grade phosphate rock worldwide and the second largestMAP/DAP producer in the world (excluding China), according to Fertecon.PhosAgro is also a leading producer of MCP feed phosphates in Europe, and theonly producer in Russia.

PhosAgro has 2.1 billion tonnes of resources (according to JORC as of 1 June2011) of high quality apatite-nepheline ore, representing over 75 years ofproduction. The Group also controls substantial Al2O3 resources and has 41% ofRussia's rare earth oxides resources, according to the G.P. Luzin Institute ofEconomic Problems of the Kolskiy Scientific Centre of the Russian Academy ofSciences, 2010.

The Group's mines and phosphate rock production facilities are located in themountainous areas of the Kola Peninsula in the Murmansk region of northwestRussia, whereas its fertiliser and feed phosphate production assets are locatednear the city of Cherepovets in the Vologda region, near the city of Balakovoin the Saratov region of southwest part of European Russia and near the city ofVolkhov in the Leningrad Region .

PhosAgro's 2011 consolidated IFRS revenue was over USD 3.4 bln and EBITDA wasUSD 1.2 bln.. For the nine months ended 30 September 2012, PhosAgro'sconsolidated IFRS revenue was USD 2.5 bln and EBITDA was USD 874 mln. As of 30September 2012, the Сompany's net debt/annualised EBITDA ratio was 0.29x.

For further information on PhosAgro please visit: www.PhosAgro.com

Appendix

No Prospectus

No prospectus or other offering document has been or will be prepared inconnection with the Offering or has been or will be submitted for approval bythe UKLA in relation to the Offering and the purchasers' commitments must bemade solely on the basis of the information published by or on behalf of theCompany, including, without limitation, any information required to bepublished by the Company pursuant to applicable laws (the "Publicly AvailableInformation") and such purchaser's own investigation of the Publicly AvailableInformation, the Offer Shares and the Company.

Notifications

Some of the information in these materials may contain projections or otherforward-looking statements regarding future events or the future financialperformance of the Company. You can identify forward looking statements byterms such as "expect", "believe", "anticipate", "estimate", "intend", "will","could," "may" or "might" the negative of such terms or other similarexpressions or by discussions of strategy, plans, objectives, goals, futureevents or intentions. The Company wishes to caution you that these statementsare only predictions and that actual events or results may differ materially.The Company does not intend to update these statements to reflect events andcircumstances occurring after the date hereof or to reflect the occurrence ofunanticipated events. Many factors could cause the actual results to differmaterially from those contained in projections or forward-looking statements ofthe Company, including, among others, general economic conditions, thecompetitive environment, risks associated with operating in the RussianFederation, rapid technological and market change in the industries the Companyoperates in, as well as many other risks and factors specifically related tothe Company and its operations.

Neither these materials nor any copy of it may be taken or transmitted,directly or indirectly, into the United States, Canada, Japan or the RussianFederation or any other jurisdiction where such an announcement would beunlawful. These materials are not an offer for sale of securities in the UnitedStates. Securities may not be offered or sold in the United States absentregistration under the U.S. Securities Act of 1933, as amended (the "SecuritiesAct"), or an exemption from registration under the Securities Act. OJSCPhosAgro has not registered and does not intend to register any part of anyoffering in the United States or to conduct a public offering of any securitiesin the United States or in any other jurisdiction.

This communication is directed only at (i) persons who are outside the UnitedKingdom or (ii) persons who have professional experience in matters relating toinvestments falling within Article 19(1) of the Financial Services and MarketsAct 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worthentities, and other persons to whom it may lawfully be communicated, fallingwithin Article 49(2) of the Order (all such persons together being referred toas "relevant persons"). Any investment activity to which this communicationrelates will only be available to and will only be engaged with, relevantpersons. Any person who is not a relevant person should not act or rely on thisdocument or any of its contents.

This communication is distributed in any member state of the European EconomicArea which applies Directive 2000/71/EC (this Directive together with anyimplementing measures in any member state, the "Prospectus Directive" andamendments thereto, including Directive 2010/73/EC, to the extent implementedin the relevant member state) only to those persons who are investmentprofessionals for the purposes of the Prospectus Directive in such memberstate, and such other persons as this document may be addressed on legalgrounds, and no person that is not a relevant person may act or rely on thisdocument or any of its contents.

Shares of OJSC PhosAgro have not been and will not be registered under theapplicable securities laws of the United States, Australia, Canada or Japanand, subject to certain exceptions, may not be offered or sold within theUnited States, Australia, Canada or Japan or to, or for the account or benefitof, citizens or residents of the United States, Australia, Canada or Japanexcept under circumstances which will result in the full compliance with theapplicable laws and regulations promulgated by the relevant regulatoryauthorities in effect at the relevant time.

Information contained in this communication does not constitute anadvertisement, an offer or an invitation to make offers, sell, purchase,exchange or transfer any securities in the Russian Federation or to or for thebenefit of any Russian person (including legal entities) resident,incorporated, established or having their usual residence in the RussianFederation or to any person located within the territory of the RussianFederation, unless and to the extent otherwise permitted under Russian law, andmust not be passed on to third parties or otherwise be made publicly availablein the Russian Federation. Information contained in this communication isintended only for persons who are "qualified investors" within the meaning ofArticle 51.2 of the Russian Federal Law on Securities Market (the "RussianQIs") and must not be passed on to third parties who are not Russian QIs orotherwise permitted under Russian law to access such information. Any globaldepository receipts have not been and will not be admitted to placement and/orcirculation in the Russian Federation and not intended for "offering","advertising", "placement" or "circulation" (each as defined in Russiansecurities laws) in the Russian Federation except as permitted by Russian law.

This announcement has been issued by and is the sole responsibility of theCompany. No representation or warranty, express or implied, is or will be madeas to, or in relation to, and no responsibility or liability is or will beaccepted by the Joint Bookrunners or by any of their respective affiliates oragents as to or in relation to, the accuracy or completeness of thisannouncement or any other written, visual, electronic or oral information madeavailable to or publicly available to any interested party or its advisers, andany liability therefore is expressly disclaimed.

The Joint Bookrunners are acting for the Company and the Selling Shareholdersand for no-one else in relation to the Offering, and will not be responsible toany other person for providing the protections afforded to each of itsrespective clients nor for providing advice in connection with the Offering,the contents of this announcement or any transaction, arrangement or othermatter referred to herein.

Neither the content of the Company's website (or any other website) nor thecontent of any website accessible from hyperlinks on the Company's website (orany other website) is incorporated into, or forms part of, this announcement.

The distribution of these materials and other information in connection withthe listing and Offering in certain jurisdictions may be restricted by law andpersons into whose possession any document or other information referred toherein comes should inform themselves about and observe any such restriction.Any failure to comply with these restrictions may constitute a violation of thesecurities laws of any such jurisdiction.

The information contained in this announcement is for background purposes onlyand does not purport to be full or complete. No reliance may or should beplaced by any person for any purposes whatsoever on the information containedin this announcement or its accuracy, fairness or completeness. The informationin this announcement is subject to change. Acquiring investments to which thisannouncement relates may expose an investor to a significant risk of losing allof the amount invested. The value of shares can decrease as well as increase.Persons considering making such investments should consult an authorised personspecialising in advising on such investments. This announcement does notconstitute a recommendation concerning the Offering. Potential investors shouldconsult a professional advisor as to the suitability of the Offering for theperson concerned.

In connection with the Offering, each Joint Bookrunner and any of theirrespective affiliates, acting as investors for their own accounts, maysubscribe for or purchase Offer Shares and in that capacity may retain,purchase, sell, offer to sell or otherwise deal for their own accounts in suchOffer Shares and other securities of the Company or related investments inconnection with the Offering or otherwise. Accordingly, references to the OfferShares being issued, offered, subscribed, acquired, placed or otherwise dealtin should be read as including any issue or offer to, or subscription,acquisition, placing or dealing by, the Joint Bookrunners and any of theirrespective affiliates acting as investors for their own accounts. In additioncertain of the Joint Bookrunners or their respective affiliates may enter intofinancing arrangements and swaps with investors in connection with which suchJoint Bookrunners (or their affiliates) may from time to time acquire, hold ordispose of the Company's shares. The Joint Bookrunners do not intend todisclose the extent of any such investment or transactions otherwise than inaccordance with any legal or regulatory obligations to do so.