Alcoa to Purchase RUSAL's Samara and Belaya Kalitva Facilities, Expanding Alcoa's Russian Presence.

Business Editors

NEW YORK--(BUSINESS WIRE)--May 6, 2004

Alcoa (NYSE:AA) and RUSAL today announced an agreement in principle under which Alcoa will purchase RUSAL's controlling interests in two fabricating facilities in Samara and Belaya Kalitva in the Russian Federation. Terms of the transaction are not being disclosed at this time. Closing, subject to government approvals, is expected to be completed by June 30.

As part of Alcoa, the two fabricating facilities will serve not only the domestic Russian market but will also focus on global customers in Europe, Asia and the Americas.

"This acquisition is part of our plan to continue to profitably grow our company by expanding our global footprint," said Alain Belda, Alcoa Chairman and CEO. "This initiative expands our business in Russia and positions us to better serve customers throughout the world."

The parties are also entering into long-term arrangements for the supply of metal to the two plants and for Samara to continue its supply of can stock and other products to RUSAL affiliates. Separately the parties are also entering into a long-term alumina supply arrangement.

RUSAL CEO Alexander Bulygin said, "This transaction arises from RUSAL's strategy to focus on its strengths upstream, as a leading producer of primary aluminum and alloys. While we saw much promise in these two plants, we felt that to truly prosper they needed to be part of a company with a strong international downstream customer base.

"We are delighted to be entering into a working relationship with Alcoa in Russia," Bulygin said. "We welcome Alcoa and regard this transaction as a vote of confidence in the future of Russia's economy. We believe that the plants will flourish under these new arrangements, enhancing and strengthening the regional economies in Samara and Rostov."

"The strong product breadth and unique capabilities of these plants - along with their very capable workforce - will enable us to integrate these facilities over time and strengthen our downstream businesses," said Belda. "Adding these assets will support our growth opportunities in the commercial transportation, aerospace, automotive and packaging markets," Belda continued.

"We have a proven track record of taking fabricating assets - such as those in Hungary, Spain and Italy - integrating them into Alcoa, and putting them in a strong position to grow profitably," said Belda. "These countries have provided additional growth opportunities to Alcoa once we began operating in them and we look forward to the chance to grow further in Russia in the future. We plan to invest capital as well as technology and know how (such as the Alcoa Business System) to strengthen the ability of these plants to compete in the world market. We look forward to participating in a vibrant and growing Russian market as well as giving our existing customers outside of Russia a broader range of products."

Samara and Belaya Kalitva Facility Overview

The Samara facility is located about 500 miles southeast of Moscow. It features cast house, flat rolled products, extrusion, and forging capabilities and serves customers in many markets, including transportation, packaging, and industrial products. The facility includes forging and extrusion presses, and has sheet rolling and coating capabilities similar to Alcoa's large plants in the U.S. The plant's production and quality control systems have been ISO 9001/9002 certified and is preparing for the ISO 14001 certification in Ecological Management.

The Belaya Kalitva facility is located about 500 miles south of Moscow. The facility also features cast house, flat rolled products, extrusions, tubes, and forgings capabilities. The Belaya Kalitva facility has specialized plate rolling and finishing equipment that will complement and increase the present supply position. With Alcoa technology and management systems, the plant will eventually earn the right to produce products for major customers in the west. The plant is ISO 9001 certified and is preparing for the ISO 14001 certification in Ecological Management.

The two facilities will join Alcoa's flat rolled products manufacturing system with operations in the U.S., Europe, Australia, China, and Brazil; the company's extrusion facilities in the U.S., Europe, Brazil, and China; and its wheels and forged products system with facilities in the U.S., Mexico, Japan and Europe. The facilities will become part of the Alcoa Europe organization.