Polymetal Signs Documentation to Acquire Goltsovoye Silver Deposit
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Saint-Petersburg, Russia, December 19, 2008 - further to the announcement by JSC "Polymetal" (LSE, MICEX, RTS: PMTL) ("Polymetal" or the "Company") on November 19 2008 that it had made a proposal to purchase 100% of CJSC "Artel of prospectors "Ayax" ("Ayax"), Polymetal announces that it has entered into a binding Sale and Purchase Agreement (the "SPA") in relation to the purchase of 100% of the shares in Ayax from a subsidiary (the "Seller") of Ovoca Gold Plc. ("Ovoca") for US$3,043,342 in cash and 7.5 million of Polymetal's common shares (the "Transaction").
The shares in Ayaks will be acquired by Polymetal itself and by a third party entity which will be obliged to deliver the shares in Ayaks to Polymetal upon satisfaction of certain conditions. Polymetal has also entered into a Deed of Novation and Assignment which is conditional on closing of the SPA pursuant to which Polymetal will acquire receivables of US$8,653,682.10 due from Ayax to Ovoca in exchange for a payment of US$8,653,682 by Polymetal to Ovoca.
The total cash amount payable to Ovoca and the Seller on closing of the Transaction will therefore be US$11,697,024 (US$11,000,000 as previously announced plus US$697,024 for the assets of Ayax that Polymetal agreed to acquire based on their book value in addition to the exploration and mining license held by Ayax for Goltsovoye silver deposit located in the Magadan region of Russia ("Goltsovoye"), approximately 81 km from Polymetal's Dukat processing plant).
The SPA is subject to various conditions including approval of the Transaction by the shareholders of Ovoca by the Russian Federal Antimonopoly Service. In addition, the SPA includes certain warranties given by the Seller and Ovoca to inter alia Polymetal in relation to Ayax.
The general meeting of Ovoca's shareholders to vote on the resolution to approve the Transaction is due to be held on January 19, 2009.
Further details in relation to Ayax and Goltsovoye can be found in the announcement by the Company on 19 November 2008.
Pavel Danilin
VP, Corporate Finance and Investor Relations
Tel. +7 812 334 3666
E-mail: danilin@polymetal.ru
Website: www.polymetal.ru
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