OAO TMK and its affiliates (“TMK”) today announced that they have entered into a definitive agreement with Evraz Group S.A. (“Evraz”), whereas TMK will acquire from Evraz the US companies and assets of IPSCO Tubular’s business (the “Business”) in conjunction with Evraz’s acquisition of the Business from SSAB.

According to the agreement, TMK will acquire 100% of IPSCO Tubulars Inc. and 51% of NS Group Inc. for approximately $1.2 billion. TMK and Evraz have also entered into a call / put option for the remaining 49% of NS Group Inc. which will be exercisable in 2009 for approximately $0.5 billion subject to certain adjustments. The closing of the transaction will be subject to customary regulatory approvals and closing conditions. 

”The acquisition of IPSCO Tubular’s US assets is the latest step in the execution of TMK’s strategic emphasis on further bolstering our offering in the oil and gas sectors, while expanding our geographic footprint,” says Konstantin Semerikov, TMK’s CEO, “The transaction marks the entry of TMK, one of the world’s largest steel pipe and tube makers into the North American market, the world’s biggest market for OCTG and line pipe. The transaction also broadens TMK’s product mix with significant position in higher value-added products.”

UBS Securities LLC is acting as exclusive financial advisor to TMK. Gibson, Dunn & Crutcher is acting as legal counsel to TMK.