Altyngroup Holdings and Assaubayev Family in Acquisitions in Kazakhstan and Kyrgyzstan

June 25, 2012

Cleary Gottlieb is advising Altyngroup Holdings, an entity owned by the Assaubayev family, on the acquisition of the Kazakhstan and Kyrgyzstan assets of Polyus Gold International Limited, the largest gold producer in Russia. The total consideration payable by Altyngroup to PGIL and its subsidiaries in the transaction amounts to $385 million.

PGIL and its subsidiaries have agreed to sell to Altyngroup 100% of the shares in Kazakhaltyn MMC JSC (the holding company of PGIL's operating subsidiaries in Kazakhstan) for a consideration of $90 million; and 100% of the shares in Norox Mining Company Limited (the holding company of the Group's operating subsidiaries in Kyrgyzstan) for a consideration of $5 million. PGIL subsidiary Jenington International has also agreed to novate to Altyngroup all of its rights and obligations under the loan agreements between Kazakhaltyn as borrower and Jenington as lender for an aggregate consideration of $290 million.

Completion of the transaction is subject to certain conditions, including the receipt of necessary governmental consents, approvals and waivers in Kazakhstan and is expected to close in the second half of 2012.

Cleary Gottlieb also advised the Assaubayev family in the sale of a majority stake in KazakhGold Group Limited to Jenington International in 2009, and in the subsequent 2010 litigation and framework agreement of which these acquisitions are the conclusion.