Polymetal: Results of the first tranche of the Exchange Offer

Polymetal International plc  

Results of the first tranche of the Exchange Offer

Further to the Exchange Offer announced on 22 September 2022 and as approved by Shareholders at the General Meeting on 12 October 2022, the Board of Polymetal International plc (Polymetal or the Company) are pleased to announce that a total of 39,070,838 Ordinary Shares, have been repurchased by the Company under the first tranche of the Exchange Offer on 9 December 2022 (the "First Exchanged Shares").

The First Exchanged Shares have been repurchased under the terms of the Exchange Offer as set out in the shareholder circular published by the Company on 22 September 2022 (the "Circular"). The First Exchanged Shares have been repurchased in consideration for the issuance of Certificated Shares, on a one-for-one basis (the First Certificated Shares). The First Certificated Shares will enjoy the same rights and ISIN as, and be fungible with, the Ordinary Shares in all respects.

Following the repurchase of the First Exchanged Shares and the issuance of the corresponding First Certificated Shares, the total number of voting rights in the Company remains unchanged and is 473,626,239 Ordinary Shares of no par value, each carrying one vote. The Company holds 39,070,838 Ordinary Shares in treasury, which do not enjoy any voting or economic rights. Polymetal intends to cancel these shares. However, such a cancellation is contingent upon the relaxation of the restrictions on NSD and until such time that the restrictions are relaxed, the First Exchanged Shares will be held in treasury by the Company and will not be available for re-issue.

The above figure of 473,626,239 Ordinary Shares may be used by shareholders (and others with notification obligations) as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, Polymetal under the FCA's Disclosure Guidance and Transparency Rules.

The Company announced the extension to the settlement period in connection with the Exchange Offer on 8 December 2022. Any further repurchases of Ordinary Shares under the Exchange Offer will be notified to Shareholders by an announcement through a Regulatory Information Service.

Unless otherwise defined herein, defined terms have the same meaning as those attributed to them in the Circular.

A copy of this announcement and further details of the Exchange Offer are available at the Company's website: https://www.polymetalinternational.com/en/investors-and-media/.

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FORWARD-LOOKING STATEMENTS

This release may include statements that are, or may be deemed to be, forward-looking statements. These forward-looking statements speak only as at the date of this release. These forward-looking statements can be identified by the use of forward-looking terminology, including the words targets, believes, expects, aims, intends, will, may, anticipates, would, could or should or similar expressions or, in each case their negative or other variations or by discussion of strategies, plans, objectives, goals, future events or intentions. These forward-looking statements all include matters that are not historical facts. By their nature, such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the companys control that could cause the actual results, performance or achievements of the company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the companys present and future business strategies and the environment in which the company will operate in the future. Forward-looking statements are not guarantees of future performance. There are many factors that could cause the companys actual results, performance or achievements to differ materially from those expressed in such forward-looking statements. The company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the companys expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.