PLEASE READ THIS NOTICE CAREFULLY – IT APPLIES TO ALL PERSONS WHO VIEW THIS SECTION OF THE WEBSITE (THIS "MICROSITE") TO ACCESS INFORMATION AND, DEPENDING ON WHO YOU ARE AND WHERE YOU LIVE, IT MAY AFFECT YOUR RIGHTS. THIS NOTICE AND THE INFORMATION CONTAINED IN THIS MICROSITE MAY BE ALTERED OR UPDATED FROM TIME TO TIME AND SHOULD BE READ CAREFULLY EACH TIME YOU VISIT THIS MICROSITE.

ACCESS TO THE MATERIALS CONTAINED IN THIS MICROSITE MAY BE RESTRICTED UNDER SECURITIES LAWS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION ON THIS MICROSITE. IF YOU ARE UNABLE, OR HAVE ANY DOUBT WHETHER YOU ARE ABLE, TO PROVIDE THE NECESSARY CONFIRMATION YOU SHOULD PRESS 'DECLINE' AND YOU WILL NOT BE ABLE TO VIEW INFORMATION ABOUT THE OFFER (AS DEFINED BELOW).

THESE MATERIALS ARE NOT DIRECTED AT OR TO BE ACCESSED BY PERSONS RESIDENT OR LOCATED IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY CONSENT OR OTHER FORMALITY WHICH VOLGA GAS PLC REGARDS AS UNDULY ONEROUS.

You are attempting to enter this Microsite that is designated for the publication of documents and information in connection with Volga Gas Plc's ("Volga Gas") strategic review including formal sale process and the cash offer (the "Offer") by GEM Capital Holdings (CY) Ltd for the entire issued and to be issued ordinary share capital of Volga Gas.

The information contained in this Microsite is being made available in good faith and for information purposes only in compliance with the City Code on Takeovers and Mergers and is subject to the terms and conditions set out below. In particular, the information contained in this Microsite does not constitute an offer to sell or otherwise dispose of or any invitation or solicitation of any offer to purchase or subscribe for any securities in any jurisdiction.

Access to the Microsite

If you would like to view this Microsite, please read this notice carefully. This notice applies to all persons who view this Microsite and, depending on where you are located, may affect your rights or responsibilities. Volga Gas reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit this Microsite. In addition, the contents of this Microsite may be amended at any time in whole or in part at the sole discretion of Volga Gas.

Overseas Persons

As a consequence of legal restrictions, the release, publication or distribution of information contained in this Microsite in certain jurisdictions or to certain persons may be restricted or unlawful. All persons resident or located outside the United Kingdom who wish to view this Microsite must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. If you are resident or located in a country that renders the accessing of this Miscrosite or parts thereof illegal, whether or not subject to making certain notifications or taking other action, you should not view this Microsite.

It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. If you are in any doubt, you should not continue to seek to access this Microsite.

You should not forward, transmit or show the announcements, information or documents contained in this Microsite to any person. In particular, you should not forward or transmit the announcements, information or documents contained in this Microsite to any jurisdiction where it would be unlawful to do so.

Forward Looking Statements

This Microsite contains "forward-looking statements". These statements are based on the current expectations of the management of Volga Gas and are naturally subject to uncertainty and changes in circumstances.

Forward-looking statements include, without limitation, statements typically containing words such as "intend", "expect", "anticipate", "target", "estimate", "plan", "strategy", "will", "should", "may", "goal", "seek", "believe", "predict", "continue", "future", "could", "can" and words of similar import. These forward looking statements are not guarantees of future performance. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, changes in economic conditions, changes in the level of capital investment, success of business and operating initiatives and restructuring objectives, changes in the regulatory environment, fluctuations of interest and exchange rates, the outcome of litigation, government actions and natural phenomena such as floods, earthquakes and hurricanes. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. Volga Gas does not undertake any obligation to update publicly or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Neither Volga Gas nor any of its affiliated companies undertakes any obligation to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

Unless expressly stated otherwise, no statement contained or referred to in this Microsite is intended to be a profit forecast.

Responsibility

In relation to any document, announcement or information contained in this Microsite, the only responsibility accepted by the directors of Volga Gas (the "Responsible Persons") is for the correctness and fairness of its reproduction or presentation, unless the responsibility statement in any relevant document expressly provides otherwise.

None of the Responsible Persons, Volga Gas or its affiliated companies have reviewed and none of them is responsible for, or accepts any liability in respect of, any information on any other website that may be linked to this Microsite by a third party.

The documents included in this Microsite speak only at the specified date of the relevant document and neither Volga Gas nor any of its affiliated companies has or accepts any responsibility or duty to update such documents (other than to the extent such duty arises as a matter of law).

If you are in any doubt about the contents of this Microsite or the action you should take, you should seek your own financial advice from an independent financial adviser authorised under the Financial Services and Markets Act 2000 or, if you are located outside the United Kingdom, from an appropriately authorised independent financial adviser.

THE DOCUMENTS IN THIS MICROSITE MAY NOT BE DOWNLOADED, FORWARDED, TRANSMITTED OR SHARED WITH ANY OTHER PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS.

Electronic versions of these materials are not directed at or accessible by persons resident in any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.

This notice shall be governed by, and interpreted in accordance with, English law.

Confirmation of Understanding and Acceptance of Disclaimer. If you do not click "I AGREE" below you will not be permitted access to this Microsite.

I certify that I am not (nor do I act on behalf of someone who is) resident in any country that renders the accessing of this Microsite or parts thereof illegal.

I agree that I will not forward, transfer or distribute (by any means including by electronic transmission) any documents included in this Microsite either in whole or in part to any person in any jurisdiction where such distribution may be restricted by applicable law or regulation.

I represent and warrant to Volga Gas that I intend to access this Microsite for information purposes only, that I have read and understood this notice and that I understand that it may affect my rights or responsibilities.

I agree to be bound by the terms of this notice.

Оставить заявку
Offer for Volga Gas
Rule 2.11 Letter to Employees re GEM Capital offer
Rule 2.7 Announcement
Rule 2.11 Letter to Employees re GEM Capital offer
Правило 2.11 Письмо сотрудникам относительно предложения GEM Capital
.PDF
.PDF
.PDF
.PDF
Announcements
Shareholder irrevocable undertakings
.PDF
Dehus Dolman Nominees Ltd irrevocable undertaking dated 16 November 2020
Baring Vostok Investments PCC Limited irrevocable undertaking dated 16 November 2020
Nicholas Mathys irrevocable undertaking dated 16 November 2020
.PDF
.PDF
Consent letters
.PDF
Auctus Advisors LLP Consent Letter (Rule 2.7) dated 16 November 2020
Strand Hanson consent letter (Rule 2.7) dated 16 November 2020
.PDF
.PDF
Rule 2.11 letters
Other documents
Loan agreement dated 11 November 2020
Confidentiality agreements dated 13 April 2020 and 28 October 2020
Break fee agreement dated 24 August 2020, 28 September 2020 and 30 October 2020
.PDF
.PDF
.PDF
Renaissance Capital Ltd consent letter (Rule 2.7) dated 16 November 2020
Offer document dated 14 December 2020
.PDF
Offer document
Form of acceptance dated 14 December 2020
.PDF
Articles of Association
Volga Gas articles of association
.PDF
GEM Capital articles of association
.PDF
Form of acceptance
.PDF
Announcement of publication of the offer document dated 14 December 2020
.PDF
Auctus Advisors LLP consent letter dated 14 December 2020
Strand Hanson consent letter dated 14 December 2020
.PDF
.PDF
Renaissance Capital Ltd consent letter dated 14 December 2020
Website notification letter dated 14 December 2020 (ENG)
Website notification letter dated 14 December 2020 (RUS)
Volga Gas interim accounts for HY 2020
.PDF
.PDF
.PDF
Volga Gas accounts for FY 2019
.PDF
Volga Gas accounts for FY2018
.PDF