OREANDA-NEWS. June 24, 2011. KazakhGold Group Limited (“KazakhGold”) announces that on 24 June 2011 it published a prospectus, in accordance with the Prospectus Directive, (the “Prospectus”) relating to the proposed combination of KazakhGold with OJSC Polyus Gold (“Polyus Gold”) announced on 17 June 2011 (the “Proposed Combination”).

A copy of the Prospectus is being submitted to the National Storage Mechanism and will shortly be available at: http://www.hemscott.com/nsm.do. The Prospectus is also available for download from KazakhGold’s website at: http://www.kazakhgold.com, and at KazakhGold’s principal place of business at 88 Wood Street, London EC2V 7RS, United Kingdom during working hours on any business day (Saturday, Sundays and public holidays excepted) up to and including 18 July 2011.

KazakhGold also announces that it will make available the private exchange offer document (the “Private Exchange Offer Document”) to Eligible Polyus Securityholders containing the terms and conditions of the conditional private exchange offer by KazakhGold to acquire 16% of the issued and outstanding share capital of Polyus Gold from Eligible Polyus Securityholders (the “Private Exchange Offer”) by 4 p.m. New York City time on 24 June 2011.  The Private Exchange Offer will be open for acceptances from 4 p.m. New York City time on 24 June 2011 and will expire at 5 p.m. New York City time on 18 July 2011 unless extended by KazakhGold in its sole discretion.

For the purposes of the Private Exchange Offer Document, “Eligible Polyus Securityholders” means holders of ordinary shares and/or Level I American depositary shares of Polyus Gold who are incorporated and registered, if applicable, resident and/or located outside of the Russian Federation and other jurisdictions in which the making and accepting of the Private Exchange Offer is not permitted by applicable legislation, and individuals and legal entities incorporated, registered, resident and/or located in the Russian Federation, that are “qualified investors” under the Russian Federal Law No. 39-FZ dated 22 April 1996 “On the Securities Market”, as amended.