24 Sep 2018 15:36
Press Release 24 September 2018
PJSC Polyus
Results of the Tender offers for notes due 2020, 2022, 2023 and 2024
PJSC Polyus (LSE, MOEX - PLZL) ("Polyus" or the "Company") notes the announcement made earlier by Polyus Finance plc (the "Offeror"), an indirect wholly-owned subsidiary of the Company incorporated under the laws of England and Wales, of the results of the tender offers made by the Offeror to the holders of its notes due 2020, 2022, 2023 and 2024 (the "Notes", "Series") to tender such notes for purchase at prices determined pursuant to a Modified Dutch Auction. J.P. Morgan Securities plc acted as Dealer Manager in respect of the Offer.
The Offeror accepted for purchase U.S.$131,778,000 in aggregate principal amount of notes across all the Series. The Purchase Price, Series Acceptance Amount and Scaling Factor for each of the Series is set out in the announcement made earlier by the Offeror and is attached hereto as Exhibit A.
The settlement of the tender offers is expected to be on or about 26 September 2018. Investors should refer to the Tender Offer Memorandum for full details of the Tender Offer.
Mikhail Stiskin, Senior Vice President, Finance and Strategy, commented:
"Polyus has successfully used an opportunity arising from the heightened volatility to perform a timely liability management - we lowered our cost of financing while improving the maturity profile. Public debt instruments remain the core of our financing strategy".
Polyus
Polyus is the largest gold producer in Russia and one of the top ten gold miners globally with the lowest cost position. Based on its 2017 Ore Reserves and Mineral Resources, Polyus group ranks second both by attributable gold reserves and gold resources among the world's largest gold mining companies.
The Polyus group's principal operations are located in Krasnoyarsk, Irkutsk and Magadan regions and the Sakha Republic (Yakutia).
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
Exhibit A
Date: 24 September 2018
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
POLYUS FINANCE PLC ANNOUNCES RESULTS OF THE TENDER OFFERS FOR ITS NOTES DUE 2020, 2022, 2023 AND 2024
Polyus Finance plc (the "Offeror") announces the results of its invitations to eligible holders of its outstanding notes detailed in the table below, issued by it and guaranteed by Joint Stock Company Polyus Krasnoyarsk ("JSC Polyus") and Public Joint Stock Company Polyus ("PJSC Polyus" and together with JSC Polyus, the "Guarantors") (each of the issuances of notes referred to below, a "Series", and all outstanding notes of all Series together, the "Notes"), to tender their Notes for purchase by the Offeror for cash (each such invitation, an "Offer" and, together, the "Offers") at prices to be determined pursuant to a Modified Dutch Auction, as further set out in the table below.
Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the tender offer memorandum dated 14 September 2018 ("Tender Offer Memorandum") issued by the Offeror.
The Offers expired at 16:00 hours, London time, on Friday 21 September 2018.
The Offeror has accepted for purchase the Notes as set out in the table below:
Description of the Notes | Common code/ISIN for Regulation S Notes | Common code/ISIN/CUSIP for Rule 144A Notes | Outstanding principal amount | Purchase Price | Series Acceptance Amount | Outstanding principal amount following settlement of the Offers | Scaling Factor |
U.S.$750,000,000 5.625 per cent. Guaranteed Notes due 2020 (the "2020 Notes") | 092230171 / XS0922301717 | 092311686 / US73180YAA29 / 73180YAA2 | U.S.$750,000,000 | U.S.$1,005 per U.S.$1,000 in principal amount of 2020 Notes | U.S.$72,518,000 in aggregate principal amount of the 2020 Notes | U.S.$677,482,000 | Not Applicable |
U.S.$500,000,000 4.699 per cent Guaranteed Notes due 2022 (the "2022 Notes") | 140576638 / XS1405766384 | 098266640 / US73180YAB02 / 73180YAB0 | U.S.$500,000,000 | U.S.$950 per U.S.$1,000 in principal amount of 2022 Notes | U.S.$17,194,000 in aggregate principal amount of the 2022 Notes | U.S.$482,806,000 | Not Applicable |
U.S.$800,000,000 5.250 per cent Guaranteed Notes due 2023 (the "2023 Notes") | 153392293 / XS1533922933 | 111731179 / US73180YAC84 / 73180YAC8 | U.S.$800,000,000 | U.S.$946 per U.S.$1,000 in principal amount of 2023 Notes | U.S.$12,200,000 in aggregate principal amount of the 2023 Notes | U.S.$787,800,000 | Not Applicable |
US$500,000,000 4.70 per cent Guaranteed Notes due 2024 (the "2024 Notes") | 171347432 / XS1713474325 | 111730962 / US73181LAA98 / 111730962 | US$500,000,000 | U.S.$925 per U.S.$1,000 in principal amount of 2024 Notes | U.S.$29,866,000 in aggregate principal amount of the 2024 Notes | U.S.$470,134,000 | Not Applicable |
All the Notes that have been validly tendered at or below the respective Purchase Prices and received by the Information and Tender Agent have been accepted in full without pro-ration.
The Settlement Date is expected to be on or about 26 September 2018.
Any Notes purchased by the Offeror in the Offers will be transferred to and held by the Offeror in accordance with the terms and conditions of the Notes and, if decided by the Offeror in its sole discretion, may be cancelled in full or in part immediately after or at any time following completion of the Offers.
Offer and distribution restrictions apply. Investors should refer to the Tender Offer Memorandum for full details. If you need further information about the Offers, please contact the Dealer Manager or the Information and Tender Agent.
Offer Website: https://sites.dfkingltd.com/polyus
Contact Details:
DEALER MANAGER
J.P. Morgan Securities plc
25 Bank Street
Canary Wharf
London E14 5JP
United Kingdom
For information by telephone:
+44 20 7134 2468
Attention: Liability Management
Email: em_europe_lm@jpmorgan.com
THE INFORMATION AND TENDER AGENT
D.F. King Ltd.Email: polyus@dfkingltd.com
In London:
125 Wood StreetLondon EC2V 7ANUnited KingdomTelephone: +44 20 7920 9700
In Hong Kong:
Suite 1601, 16/F, Central Tower28 Queen's Road CentralHong KongTelephone: +852 3953 7231