13 Aug 2010 09:28
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 announces the results of its board of directors meeting
London, August 13, 2010: OJSC PIK Group (the "Company"; LSE: PIK), one of Russia's leading residential real estate developers, announces the resultsof its board of directors (the "Board of Directors") meeting held on August 12, 2010.
Further to its decision of July 28, 2010 to increase the Company's charter capital by means of an offering of additional ordinary registered uncertified shares in the amount of 123,315,000 (one hundred twenty three million three hundred fifteen thousand) with a nominal value per share of 62.50 (sixty two point fifty) rubles (the '"Additional Shares"), the Board of Directors resolved to approve the decision on the additional issue of securities (the "Decision on the additional issue") and the prospectus of the securities (the "Prospectus").
The Additional Shares will be placed by means of an open subscription. The offer price of the Additional Shares (of one ordinary registered uncertified share), including the offer price of the Additional Shares for persons entitled to exercise pre-emptive rights, shall be determined by the Board of Directors upon expiration of the period during which such persons must notify the Company that they intend to exercise their pre-emptive rights. The offer price shall be disclosed not later than the date when the offering commences.
The Additional Shares will be paid for in Russian rubles and/or foreign currency through a wire transfer (if such payment is allowed by regulations applicable as of the payment date).
The record date for the persons entitled to exercise their pre-emptive rights is July 28, 2010.
The Prospectus is to be registered with the Federal Service for the Financial Markets of Russia (the "FSFM") in accordance with Russian law and the Company will disclose information as required by Russian law upon the completion of each procedural stage of the issuance of the Additional Shares.
The offering commencement date for persons entitled to exercise pre-emptive rights and for other purchasers shall be determined by the authorized management body of the Company after the state registration of the issuance of the Additional Shares with the FSFM and the expiration of the period during which persons entitled to pre-emptive rights must notify the Company that they intend to exercise such rights.
The offering of the Additional Shares to the persons entitled to exercise pre-emptive rights and to other persons shall not commence earlier than two weeks after the disclosure by the Company of the information on state registration of the issuance of the Additional Shares and on access to the Prospectus.
The offering commencement date determined by the authorized management body of the Company may be changed by the above body subject to compliance with information disclosure requirements on changing the offering commencement date as provided for by Russian law, the Decision on the additional issue and the Prospectus.
The completion date of the offering shall be the earliest of the following dates:
- The 7 (the seventh) business day from the offering commencement date (including the offering commencement date);
- The date of allocation of the last Additional Share.
The completion date of the offering must occur within one year from the date of state registration of the issuance of the Additional Shares.
For further information, please contact:
Investors PIK Group Viktor Szalkay Head of Investor Relations
| Tel: +7 495 505 97 33 ext. 1315/1358 |
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. 1010/1028 |