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7 Jun 2010 14:47
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
7 June 2010
NOTICE OF FORTHCOMING EXPIRY AND ADJUSTMENT TO THE SUBSCRIPTION PRICE OF WARRANTS TO SUBSCRIBE FOR ORDINARY SHARES IN THE COMPANY
Unless otherwise defined, capitalised terms used in this announcement have the same meaning as defined in the terms and conditions (Terms and Conditions) of the warrants, each of which gives the right to subscribe for one Ordinary Share and is constituted by a warrant instrument executed by Petropavlovsk PLC (Company) on 21 April 2009 (Warrants).
The Company announces that, unless exercised prior to 3.30pm on Wednesday 9 June 2010, the Warrants will lapse at such time in accordance with their Terms and Conditions.
On 20 January 2010 the Company announced that an interim dividend of 7 pence sterling was to be paid on 30 March 2010. The interim dividend was paid to holders of Ordinary Shares who were on the Company's register on 26 February 2010.
The Terms and Conditions provide for an adjustment to be made to the subscription price of the Warrants (Subscription Price) if a dividend is paid to holders of the Company's Ordinary Shares.
The adjusted Subscription Price for the Warrants is US$17.59, which took effect on 27 February 2010, being the date after the record date by reference to which the Interim Dividend was declared.
A summary of the adjustment to the Subscription Price based on the formula in Condition 3(i) of the Terms and Conditions is as follows:
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New Subscription Price
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= SP x (A-B)/A
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Where:
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Subscription Price (SP)
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= US$17.72 per Warrant(1)
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A
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= 956 pence, being the Current Market Price(2) of one Ordinary Share on the dealing day immediately preceding the first date on which the Shares traded ex- the Interim Dividend
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B
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= £0.07 being the portion of the Fair Market Value(3) of the Interim Dividend attributable to one Ordinary Share
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Interim Dividend
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= £0.07 (paid on 30 March 2010)
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(1) being the US Dollar equivalent of 1280 pence (as determined by reference to the Applicable Exchange Rate of US$1.384 to £1.00) per Ordinary Share at which the Subscription Rights are exercisable, or such adjusted price as may be determined from time to time in accordance with the Terms and Conditions.
(2) Current Market Price means, in respect of an Ordinary Share at a particular date, the average of the volume weighted average price of an Ordinary Share for the five consecutive dealing days ending on such date (in this case 23 February 2010) as published on Bloomberg, which was 956.0622 pence.
(3) Fair Market Value means, with respect to a cash dividend paid or to be paid, the amount of such dividend.
Enquiries:
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Petropavlovsk PLC Alya Samokhvalova Rachel Tuft
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+44 (0) 20 7201 8900
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Merlin David Simonson Tom Randell Fiona Crosswell
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+44 (0) 20 7726 8400
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