This announcement is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Japan or any other jurisdiction in which offers or sales would be prohibited by law. The distribution of this announcement may be restricted by law in certain jurisdictions and persons, into whose possession any document or other information referred to herein comes, should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to purchase or subscribe for, the shares to any person in the United States, Australia, Canada or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The shares may not be offered or sold in the United States unless registered under the U.S. Securities Act of 1933, as amended (the U.S. Securities Act) or offered in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act. The offer referred to herein is for the securities of a foreign company and the offer and sale of the shares referred to herein has not been and will not be registered under the U.S. Securities Act or under the applicable securities laws of Australia, Canada or Japan. The offer referred to herein is subject to the disclosure requirements of a foreign country that are different from those of the United States. Financial statements of the issuer have been prepared in accordance with foreign accounting standards that may not be comparable to the financial statements of United States companies. It may be difficult for you to enforce your rights and any claim you may have arising under United States federal securities laws, since the issuer is located in a foreign country, and some or all of its officers and directors may be residents of a foreign country. You may not be able to sue the foreign company or its officers or directors in a foreign court for violations of the U.S. securities laws. It may be difficult to compel a foreign company and its affiliates to subject themselves to a U.S. court’s judgment.
Members of the general public are not eligible to take part in the sale. In member states of the European Economic Area and in the United Kingdom, this announcement and any offer, if made subsequently, is sent and addressed to and directed only at persons who are qualified investors within the meaning of the Prospectus Regulation (Regulation 2017/1129/EU, as amended or superseded) (Qualified Investors). In the United Kingdom this announcement is sent and distributed to and directed exclusively at Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the Order) or (ii) who fall within Article 49(2)(A) to (D) of the Order; or (iii) to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act) in connection with the issuer or sale of any securities may otherwise lawfully be communicated or caused to be communicated, and the shares will only be available to, and any investment activity to which this announcement relates will only be engaged in with, such persons and it should not be relied on by anyone other than such persons.
This announcement and the information contained in it are provided exclusively for information purposes only and are not an offer or a part of an offer or an invitation to acquire or dispose of securities in any jurisdiction including the USA, Australia, Canada and Japan.
PJSC Polyus (LSE, MOEX: PLZL) (Polyus or the Company) announces the results of its Extraordinary General Meeting held on 22 June 2020 (EGM).
The resolutions passed at the EGM are as follows:
To increase the charter capital of Public Joint Stock Company Polyus (hereinafter, the Company) through the issuance of 3,130,000 (Three million one hundred thirty thousand) additional ordinary registered uncertified shares at par value of 1 (One) ruble each by the amount of nominal value of the additional shares (hereinafter, the Shares). The placement of the Shares shall be arranged under the following conditions:
- Number of the Shares to be placed: 3,130,000 (Three million one hundred thirty thousand);
- Type of Share placement: closed subscription;
- Share placement price (including exercise of preemptive right for purchasing the Shares) shall be determined by the Board of Directors of the Company no later than the start of the placement of the Shares; Form of payment for the Shares placed: Russian rubles by wire transfer to the Company’s account;
- Participants of the Share placement: Joint Stock Company Polyus Krasnoyarsk, Primary State Registration Number (OGRN): 1022401504740.
Polyus is the largest gold producer in Russia and one of the top 5 gold miners globally with the lowest cost position. Based on its 2019 Ore Reserves and Mineral Resources, the Polyus group ranks the third by attributable gold reserves and gold resources among the world’s largest gold mining companies.
The Polyus group’s principal operations are located in Krasnoyarsk, Irkutsk and Magadan regions and the Republic of Sakha (Yakutia).
Investor and Media contact
Victor Drozdov, Director Investor Relations
+7 (495) 641 33 77
This announcement may contain forward-looking statements concerning Polyus and/or Polyus group. Generally, the words will, may, should, could, would, can, continue, opportunity, believes, expects, intends, anticipates, estimates or similar expressions identify forward-looking statements. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Forward-looking statements include statements relating to future capital expenditures and business and management strategies and the expansion and growth of Polyus’ and/or Polyus group’s operations. Many of these risks and uncertainties relate to factors that are beyond Polyus’ and/or Polyus group’s ability to control or estimate precisely and therefore undue reliance should not be placed on such statements which speak only as at the date of this announcement. Polyus and/or any Polyus group company assumes no obligation in respect of, and does not intend to update, these forward-looking statements, except as required pursuant to applicable law.
Information in this document may constitute inside information.