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Notification re shareholders' pre-emptive rights

14 Sep 2011 08:00

RNS Number : 2013O
PIK Group
14 September 2011
 



Not for release, publication or distribution in Australia, Canada, Japan or the United States.

These materials are not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. OJSC PIK Group has not registered and does not intend to register any part of the offering in the United States or to conduct a public offering of any securities in the United States.

This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as 'relevant persons'). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

In any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the "Prospectus Directive") this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.

Securities of OJSC PIK Group have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to, or for the account or benefit of, citizens or residents of Australia, Canada or Japan except under circumstances which will result in the full compliance with the applicable laws and regulations promulgated by the relevant regulatory authorities in effect at the relevant time.

 

 

 

 

OJSC PIK Group notification of the shareholders' possibility to exercise their pre-emptive rights

 

London, September 14, 2011:  OJSC PIK Group (LSE: PIK), one of Russia's leading residential real estate developers, notifies of the shareholders' possibility to exercise their pre-emptive rights.

 

Name of issuer

Open Joint Stock Company "PIK Group," a company incorporated and existing under the laws of the Russian Federation with its registered address at 19 Barrikadnaya Street, Building 1, Moscow 123242, Russian Federation (the "Company").

 

Decision on the charter capital increase

On July 28, 2010, the Company's Board of Directors resolved to increase the Company's charter capital by means of an offering of additional ordinary shares in the amount of 123,315,000 (one hundred twenty three million three hundred fifteen thousand), each with a nominal value of 62.50 (sixty two point fifty) rubles (the "Additional Shares").

On October 19, 2010, the Russian Federal Service for Financial Markets registered the issue of Additional Shares. If the Company determines to issue the Additional Shares, they will be placed by means of an open subscription.

 

Pre-emptive rights

The Company has not yet determined that it will commence the offering and issue any Additional Shares. However, in order to keep open its potential capital raising options, the Company has decided to launch the preemptive rights period today.

The Company's registered holders of shares as of July 28, 2010 have pre-emptive rights to acquire Additional Shares, if issued, pro rata to their shareholding in the Company's charter capital as of July 28, 2010 (record date). For the avoidance of doubt, holders of GDRs are not entitled to pre-emptive rights.

Shareholders that are entitled to exercise their pre-emptive rights and are willing to do so must submit their written applications for the Additional Shares acquisition (the "Application") by no later than October 4, 2011 (the "Pre-emptive Right Period").

The recommended form of the Application is available at the Company's website http://www.pik.ru.

Shareholders exercising pre-emptive rights must pay for the Additional Shares within 6 (six) business days from the date of disclosure of the offering price of the Additional Shares in the newswire and on the website http://www.pik.ru in the Internet (including the date of disclosure).

 

Offering price

As indicated above, the Company has not yet determined that it will commence the offering and issue any Additional Shares. If it does, the offer price of the Additional Shares, including the offer price of the Additional Shares to persons entitled to exercise pre-emptive rights, is required to be approved by the Company's Board of Directors upon expiration of the Pre-emptive Right Period and will be disclosed not later than the date when such offering commences in the newswire and on the Company's website http://www.pik.ru.

The offer price of the Additional Shares will be the same for all purchasers, including shareholders entitled to exercise pre-emptive rights.

 

Offering period

The offering commencement date for shareholders entitled to exercise pre-emptive rights and for other purchasers of Additional Shares will be determined by the Company's general director after expiration of the Pre-emptive Right Period.

The last date of the offering period shall be the earliest of the following dates:

- The 7 (the seventh) business day from the offering commencement date (including the offering commencement date); or

- The date of allocation of the last Additional Share,

provided that such date will be within one year period since the date of state registration of the issue of Additional Shares by Russian Federal Service for Financial Markets.

 

For further information, please contact:

Investors

PIK Group

Viktor Szalkay

Head of Investor Relations

 

Tel: +7 495 505 97 33 ext. 1358

International media

Citigate Dewe Rogerson

Tom Baldock

Lindsay Noton

 

Tel: +44 20 7638 9571

Russian media

Dmitry Ivliev

Tel: +7 495 505 97 33 ext. 1028

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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