PLZL.L Regulatory News (PLZL)

FOR IMMEDIATE RELEASE  10 NOVEMBER 2011

RESULTS OF ACCEPTANCES UNDER MANDATORY TENDER OFFER FOR SHARES OF OJSC POLYUS GOLD BY POLYUS GOLD INTERNATIONAL LIMITED

Polyus Gold International Limited ("PGIL" or the "Company") announces that the 70-day period for acceptance by shareholders of OJSC Polyus Gold of the Russian law governed mandatory tender offer to purchase for cash ordinary registered shares of OJSC Polyus Gold with a nominal value 1.00 Russian ruble per share (the "Shares") at a purchase price of 1,900.27 Russian rubles per Share, made by the Company on 30 August 2011 (the "Mandatory Offer" and the "Offer Period"), expired on 8 November 2011.

The Mandatory Offer was made in accordance with Article 84.2 of the Federal Law of the Russian Federation "On Joint Stock Companies" No. 208-FZ dated 26 December 1995 (as amended), under the terms and conditions set forth in the mandatory tender offer document received by OJSC Polyus Gold on 30 August 2011 and made publicly available at www.polyusgold.com (the "MTO Document"). The acceptances of the Mandatory Offer submitted prior to the expiry of the Offer Period were deemed received on 8 November 2011, the last day of the Offer Period.

According to CJSC Computershare Registrar, the registrar of OJSC Polyus Gold, at the expiration of the Offer Period a total of 7,362,947 Shares, representing approximately 3.86% of the issued and outstanding Shares of OJSC Polyus Gold, had been validly tendered pursuant to the Mandatory Offer.

Within 15 (fifteen) days following the expiry of the Offer Period, namely, from 9 November 2011 until 23 November 2011 inclusive, shareholders of OJSC Polyus Gold who have accepted the Mandatory Offer will be required to transfer the Shares with respect to which they accepted the Mandatory Offer, to the Company. Payment for Shares transferred to PGIL shall be effected within 15 (fifteen) days following the transfer of such Shares to PGIL and shall be made in Russian rubles. PGIL expects to complete settlements under the Mandatory Offer by 8 December 2011.

Assuming that all Shares properly tendered prior to the expiry of the Offer Period are properly transferred to PGIL, PGIL will hold a total of 177,289,549 Shares, representing approximately 93.00% of the issued and outstanding Shares of OJSC Polyus Gold.

On 6 and 7 September 2011 the Shares were excluded from the B quotation lists of RTS and MICEX, respectively, but remain admitted to trading and continue to trade on both stock exchanges without a listing.

Enquiries:

General

Neither this announcement nor the information contained therein is an offer, or an invitation to make offers, sell, purchase, exchange or transfer any securities or other financial instruments of a foreign issuer in the Russian Federation or to or for the benefit of any person in Russia, and does not constitute and is not purported to constitute an advertisement, placement and/or public circulation of any securities or other financial instruments of a foreign issuer in Russia.

This announcement is neither an offer to purchase nor a solicitation of an offer to sell the Shares (as defined above). The terms and conditions of the Mandatory Offer (as defined above) are contained solely in the MTO Document. This notice is addressed exclusively to the holders of Shares (as defined above) and does not constitute an offer ("oferta") or a solicitation of an offer ("predlozhenie delat oferti") under 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.

The Mandatory Offer is not being made to securityholders of securities in any jurisdiction in which the making or acceptance of offers to sell securities would not be in compliance with the laws of that jurisdiction. This announcement is not and will not be made to securityholders in any jurisdiction where it would be illegal to do so.

Notice to U.S. investors

This Mandatory Offer is made for the securities of a foreign company. The Mandatory Offer is subject to disclosure requirements of a foreign country that are different from those of the United States. Financial statements included in the document, if any, 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 the 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 a 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.

You should be aware that the issuer may purchase securities otherwise than under the Mandatory Offer, such as in open market or privately negotiated purchases in accordance with applicable rules and regulations.

Forward looking statements

This announcement, including any information included or incorporated by reference, may contain "forward-looking statements" concerning Polyus Gold International Limited and OJSC Polyus Gold. 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 the following: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies and the expansion and growth of Polyus Gold International Limited and OJSC Polyus Gold operations; and (iii) the effects of government regulation on Polyus Gold International Limited and OJSC Polyus Gold's businesses. Many of these risks and uncertainties relate to factors that are beyond the companies' abilities to control or estimate precisely, such as future market conditions and the behaviours of other market participants, and therefore undue reliance should not be placed on such statements which speak only as at the date of this announcement. Each of Polyus Gold International Limited and OJSC Polyus Gold assumes no obligation in respect of, and does not intend to update, these forward-looking statements, except as required pursuant to applicable law.