2 Jul 2009 11:36
FORM 8.1
DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES
FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS
(Rules 8.1(a) and (b)(i) of the Takeover Code)
1. KEY INFORMATION
| Name of person dealing (Note 1) | Subsidiaries of Renaissance Capital Holdings Limited trading under the Renaissance Capital brand |
| Company dealt in | OJSC Polyus Gold |
| Class of relevant security to which the dealings being disclosed relate (Note 2) | 1 RUB ordinary (OJSC Polyus Gold) |
| Date of dealing | 1 July 2009 |
2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE
(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
| Long | Short | |
| Number (%) | Number (%) | |
| (1) Relevant securities | 242,078 (0.12%) | 224,406 (0.12%) |
| (2) Derivatives (other than options) | 1,240,000 (0.65%) | |
| (3) Options and agreements to purchase/sell | ||
| Total | 242,078 (0.12%) | 1,494,406 (0.78%) |
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
| Class of relevant security: | Long | Short |
| Number (%) | Number (%) | |
| (1) Relevant securities | ||
| (2) Derivatives (other than options) | ||
| (3) Options and agreements to purchase/sell | ||
| Total |
(c) Rights to subscribe (Note 3)
| Class of relevant security: | Details |
3. DEALINGS (Note 4)
(a) Purchases and sales
| Total number of securities purchased | Highest price paid (Note 3) | Lowest price paid (Note 3) |
| 126,414 ordinary shares 166,071 ordinary shares 207,334 ADRs (conversion ratio 1 ADR:0.5 share) | USD 39.199 RUR 1236.500 USD 20.700 | USD 38.227 RUR 981.456 USD 20.230 |
| Total number of securities sold | Highest price received (Note 3) | Lowest price received (Note 3) |
| 128,546 ordinary shares 164,438 ordinary shares 222,679 ADRs (conversion ratio 1 ADR:0.5 share) | USD 38.662 RUR 1236.500 USD 20.650 | USD 38.227 RUR 981.456 USD 20.569 |
(b) Derivatives transactions (other than options)
| Product name, e.g. CFD | Long/short (Note 6) | Number of securities (Note 7) | Price per unit (Note 5) |
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
| Product name, e.g. call option | Writing, selling, purchasing, varying etc. | Number of securities to which the option relates (Note 7) | Exercise price | Type, e.g. American, European etc. | Expiry date | Option money paid/received per unit (Note 5) |
(ii) Exercising
| Product name, e.g. call option | Number of securities | Exercise price per unit (Note 5) |
(d) Other dealings (including new securities) (Note 4)
| Nature of transaction (Note 8) | Details | Price per unit (if applicable) (Note 5) |
4. OTHER INFORMATION
Agreements, arrangements or understandings relating to options or derivatives
| Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. |
Is a Supplemental Form 8 attached? (Note 9) YES
| Date of disclosure | 2 July 2009 |
| Contact name | Bridget Andrews |
| Telephone number | 020 7367 7988 |
| Name of offeree/offeror with which associated | Jenington International Inc (an indirect wholly owned subsidiary of OJSC Polyus Gold) |
| Specify category and nature of associate status (Note 10) | Acting in concert as a result of a 50% less one-half of one share ownership of Renaissance Financial Holdings Limited by ONEXIM Group. |
Notes
The Notes on Form 8.1 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk
SUPPLEMENTAL FORM 8
DETAILS OF OPEN POSITIONS
(This form should be attached to Form 8.1, Form 8.1(b)(ii) or Form 8.3, as appropriate)
OPEN POSITIONS (Note 1)
| Product name, e.g. call option | Written or purchased | Number of securities to which the option or derivative relates | Exercise price (Note 2) | Type, e.g. American, European etc. | Expiry date |
| Total return swap | Written | 1,750,000 ADRs | Market price at termination date | Traders agreed on securities settlement - confirmation stated cash settled | 24 November 2009 |
| Total return swap | Written | 730,000 ADRs | Market price at termination date | Traders agreed on securities settlement - confirmation stated cash settled | 17 July 2009 |
Notes
1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given. Full details of any existing agreements to purchase or to sell should also be given on this form.
2. For all prices and other monetary amounts, the currency must be stated.
For details of the Code's dealing disclosure requirements, see Rule 8 and its Notes which can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk