Norilsk Nickel Completed Sale of Polyus Gold Stake
OREANDA-NEWS. April 03, 2008. THIS IS NOT AN OFFERING MEMORANDUM OR A PROSPECTUS AND SHOULD NOT BE TREATED AS OFFERING MATERIAL OF ANY SORT AND IS FOR INFORMATION PURPOSES ONLY.
As a part of its ongoing efforts to dispose of non-core assets, Norilsk Nickel announced that it has successfully completed the sale of 1,920,826 ordinary shares (the “Shares”) representing an interest of approximately 1,0% in OJSC Polyus Gold (the “Transaction”), reported the press-centre of Norilsk Nickel.
The Transaction, which was announced on March 11, 2008, was structured as an offer/solicitation process with qualified investors. The Shares were sold at a price of US\\\$ 51,50 per share or approximately US\\\$ 98,9 million for the entire stake, which constituted the highest offer received from investors participating in the Transaction and was in line with the market price at the date of the offer. The purchaser of the Shares was Getoliba Holdings Limited.
This announcement is not and shall not be construed as an offer or notification of auction or tender under Russian law. Articles 447-449 and Articles 1057-1061 of the Civil Code of the Russian Federation do not apply to this announcement.
This announcement is not for publication or distribution in the United States. This press release is not an offer of any securities for sale into the United States, Canada, Australia or Japan. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. No public offer of Shares will be made in the United States.
This document does not constitute an invitation or inducement to engage in investment activity within the meaning of the UK Financial Services and Markets Act 2000. To the extent that this document induces to engage in investment activity, this announcement is directed only at (i) persons who are outside the United Kingdom or (ii) persons who are investment professionals within the meaning of article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iii) high net worth entities and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). The Shares are available only to, and an invitation or offer may be directed at, or any agreement to subscribe for, purchase or otherwise acquire, any Shares will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this announcement 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 announcement should not be construed as an invitation or inducement to engage in investment activity, it is only addressed to and directed at persons in that member state who are qualified investors within the meaning of the Prospectus Directive (or who are other persons to whom the announcement may lawfully be addressed) and must not be acted on or relied on by other persons in that member state.
In connection with the Transaction, UBS is acting solely as agent for the seller and not as principal. UBS is acting solely for the seller and for no one else in connection with the Transaction and will not regard anyone else as its client and will not be responsible to anyone other than the seller for providing the protections afforded to clients of UBS, nor for providing advice in connection with the Transaction or any other matter referred to herein.
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