NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR TO ANY PERSON IN ANY OF THESE JURISDICTION OR IN ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
PJSC Polyus (LSE, MOEX — PLZL) ("Polyus") informs of the announcement made earlier by its subsidiary, Polyus Krasnoyarsk Joint Stock Company ("Polyus Krasnoyarsk"), on completion of the tender period for ordinary shares of Polyus (the "Shares") under the tender offer announced on July 10, 2023 (the "Tender Offer") as a result of reaching the maximum number of tendered Shares.
Based on the results of tenders, Polyus Krasnoyarsk expects to purchase an aggregate of 40,802,741 Shares, representing 100% of the maximum number of Shares set out in the Tender Offer.
As previously announced, the purchased Shares are expected to be used for the financial and commercial purposes of Polyus and its subsidiaries, as consideration in potential M&A transactions, for possible capital markets placements, for financing of long-term development projects via attraction of potential investors, and for other corporate purposes.
An announcement on the Tender Offer completion will be made no later than on the next business day after completion of the settlements in respect of the Shares purchased by Polyus Krasnoyarsk in accordance with the Tender Offer.
Polyus is a Top-5 global gold mining company by production volumes and the largest gold miner in terms of attributable gold ore reserves. The Company has the lowest production costs among major global gold producers. Its principal operations are located in Siberia and the Russian Far East: Krasnoyarsk, Irkutsk and Magadan regions and the Republic of Sakha (Yakutia).
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Forward looking statement
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 of the date of this announcement. Polyus and/or any Polyus 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 announcement may constitute inside information.
IMPORTANT NOTICE TO INVESTORS
THIS ANNOUNCEMENT IS NOT INTENDED TO, AND DOES NOT CONSTITUTE, OR FORM PART OF, AN OFFER TO SELL OR AN INVITATION TO PURCHASE, EXCHANGE OR SUBSCRIBE FOR ANY SECURITIES IN ANY JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE A PROSPECTUS OR A PROSPECTUS EQUIVALENT DOCUMENT.
THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS ANNOUNCEMENT IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW AND THEREFORE PERSONS SHOULD INFORM THEMSELVES ABOUT THE LAWS OF THEIR JURISDICTION, AND OBSERVE ANY APPLICABLE REQUIREMENTS.
NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION ("SEC") NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THE TENDER OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THE TENDER OFFER OR DETERMINED WHETHER THE TENDER OFFER IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.
THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS ADDRESSED EXCLUSIVELY TO THE HOLDERS OF SHARES. NEITHER THIS ANNOUNCEMENT NOR ANY INFORMATION CONTAINED THEREIN CONSTITUTE AN OFFER (“OFERTA”) PURSUANT TO RUSSIAN LAW, OR AN ADVERTISEMENT, OR AN OFFER OF SECURITIES TO AN UNLIMITED NUMBER OF PERSONS WITHIN OR OUTSIDE THE TERRITORY OF THE RUSSIAN FEDERATION, OR A VOLUNTARY TENDER OFFER OR MANDATORY TENDER OFFER UNDER RUSSIAN LAW. IN ADDITION, THIS ANNOUNCEMENT IS NOT A NOTICE OF A TENDER (PUBLIC TENDER), NOR IS IT AIMED AT CONCLUDING SHARE PURCHASE AGREEMENTS AT AUCTIONS, TENDERS OR IN ANY OTHER FORM PROVIDED FOR IN THE LAWS OF THE RUSSIAN FEDERATION.