PLZL.L Regulatory News (PLZL)

Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

For immediate release 2 August 2017

Public Joint Stock Company Polyus

("Polyus" or the "Company" and, together with its subsidiaries, the "Group")

Polyus Announces Results of the Offering Following Stabilisation Period

PJSC Polyus, the world's 8th largest gold producer with the second largest reserve base and the lowest cost position among the top-10 gold mining companies globally, announces the final results of the offering of shares and global depositary shares ("GDSs") both in Russia through the facilities of the Moscow Stock Exchange and outside Russia on the London Stock Exchange plc. ("Offering") following the completion of the stabilisation undertaken by the Stabilisation Manager.

In the course of the Offering, Polyus Gold International Limited ("PGIL") sold 6,005,404 shares (in the form of shares and GDSs, with two GDSs representing interest in one share) and the Company issued 6,015,690 new shares.

In connection with the Offering, PGIL granted to Goldman Sachs International Limited ("GS") an over-allotment option for the purposes of stabilisation that lasted from 30 June 2017 to 28 July 2017 to purchase up to 1,202,044 additional shares (in the form of shares or GDSs). GS has given notice to exercise the over-allotment option granted by PGIL in respect of 1,030,815 GDSs and 373,579 shares (the "Over-allotment Shares"). The Over-allotment Shares were sold at the Offer Price.

The total size of the Offering amounted to $799 million, excluding the over-allotment option, and to $858 million, which is equal to 9.7% of the share capital of the Company on a fully diluted basis, including the over-allotment option. The primary component of the Offering amounted to $400 million, with the secondary component constituting $458 million.

Current shareholder structure:

Polyus Enquiries: 

Investor Contact

Victor Drozdov, Director Investor Relations

+7 (495) 641 33 77 drozdovvi@polyus.com 

Media contact

Victoria Vasilyeva, Director Public Relations

+7 (495) 641 33 77 vasilevavs@polyus.com 

Disclaimer

This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including without limitation, the United States, Australia, Canada, or Japan. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

This announcement and the information contained herein, is not an offer of securities for sale in, and is not for transmission to or publication, distribution or release, directly or indirectly, in the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"). The securities being offered have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or under any applicable securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in the United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, such registration requirements and in accordance with any applicable securities laws of any state or other jurisdiction of the United States. No public offering of the securities discussed herein is being made in the United States.

This announcement is directed only at: (A) persons in member states of the European Economic Area (the "EEA") who are "qualified investors" within the meaning of Article 2(1)(e) of the EU Prospectus Directive (Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the relevant member state of the EEA) and includes any relevant implementing measure in each relevant member state of the EEA) (the "Qualified Investors"); (B) in the United Kingdom, Qualified Investors who are persons who (i) have professional experience in matters relating to investments and who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); or (ii) are high net worth entities falling within Article 49 of the Order; or (iii) are persons to whom it may otherwise be lawfully communicated. If you are not a Relevant Person, you will not be eligible to participate in the offering, and you should not act upon, or rely on, this announcement.

This announcement is not, and under no circumstances is to be construed as, a public offer or advertising or an invitation to make offers to sell, purchase, exchange or otherwise transfer or dispose of any securities, including securities of foreign issuers, or other financial instruments in the Russian Federation within the meaning of Russian securities laws or to or for the benefit of any persons or entities resident, incorporated, established or having their usual residence in the Russian Federation, or to or for the benefit of any person located within the territory of the Russian Federation, who, in respect of depositary shares, is not a "qualified investor" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent the recipients are otherwise permitted to access such information under Russian law. The depositary shares referred to in this announcement have not been registered in Russia or admitted to placement and/or public circulation in the Russian Federation and the information contained in this announcement is not to be made publicly available in the Russian Federation or passed on to third parties in the Russian Federation, unless otherwise permitted under Russian law. The securities are not intended for "offering", "placement" or "circulation" (each as defined in Russian securities laws) in the Russian Federation, except as permitted by Russian law.