Magnit

AGM Information • Mar 21, 2014

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OJSC MAGNIT - Correction : BoD Meeting Results

PR Newswire

London, March 21

The following text in the items 2.1-2.2 has been amended from:"A. Arutyunyan – “for”, V. Butenko - “for”, S. Galitskiy - “for”, A. Zayonts -“for”, A. Makhnev - “for”, K. Pombukhchan - “for”, A. Shkhachemukov – “for”"to the following:"A. Arutyunyan – “did not participate in voting”, V. Butenko - “for”, S.Galitskiy - “did not participate in voting”, A. Zayonts - “for”, A. Makhnev - “for”, K. Pombukhchan - “for”, A. Shkhachemukov – “for”"Press-releaseKrasnodarMarch 20, 2014OJSC "Magnit" Announces the Results of the BOD MeetingKrasnodar, March 20, 2014: OJSC "Magnit", Russia's largest retailer (the"Company", "Issuer"; MICEX and LSE: MGNT), is pleased to announce the resultsof the BOD meeting held on March 20, 2014.Please be informed that on March 20, 2014 the BOD meeting was held (minutes ofthe BOD meeting of OJSC "Magnit" are w/o No. of March 20, 2014).The meeting agenda: 1. Determination of OJSC "Magnit" business priorities. 2. Approval of the related party transactions. 3. Determination of the position of the OJSC "Magnit" representative at the exercise of the voting right on the JSC "Tander" shares owned by the Company.The following BOD members were present: A. Arutyunyan, V. Butenko and K.Pombukhchan.S. Galitskiy, A. Zayonts, A. Makhnev and A. Shkhachemukov provided theirwritten opinions on the items of the agenda of the BOD meeting of OJSC"Magnit".The number of the BOD members participated in the meeting, including writtenopinions of S. Galitskiy, A. Zayonts, A. Makhnev and A. Shkhachemukov amountsto not less than half of the number of the BOD members determined by theCharter of the Company.Quorum to hold the BOD meeting with this agenda is present.Content of the decisionsand voting results:Item 1 on the agenda:"To determine OJSC "Magnit" business priorities by means of ratification of thePlans of financial and economic activity of the Company for the second quarterof 2014".Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 2.1 on the agenda:"To approve the real estate lease agreement which the Company plans to executein future with JSC "Tander" and which is the related party transaction with thefollowing essentials:• Parties of the transaction: Lessor - OJSC "Magnit", Lessee - JSC "Tander".• Subject of the transaction: the Lessor shall provide the following realproperty to the Lessee for a fee for temporary possession and use:non-residential premises №39 with the total space of 31.1 sq. m, located on the1st floor of the non-residential office building with the total space of8,193.9 sq. m, letter B, B1, number of floors: 6, number of underground floors:1, located at the address: 15/5 Solnechnaya street, Prikubanskiy district,Krasnodar, Krasnodar region, Russia. The real property shall be provided to theLessee for the organization of a medical room.• Lease fee: 18,349 (eighteen thousand three hundred and forty nine) rubles permonth including VAT and shall be calculated as a lease fee rate of 590 rublesper square meter of the space of the non-residential premises.• Lease period: 360 (three hundred and sixty) calendar days. If neither of theparties announces its intention to cancel the agreement before its expiration,the agreement shall be considered prolonged for an indefinite period.The price of the property to the possible disposal of which the transaction isrelated amounts to less than 2% of the book value of assets of the Companydetermined on the basis of the accounting statements for the latest accountingperiod".Votes were cast as follows:A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -"for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 2.2 on the agenda:"To approve the real estate lease agreement which the Company plans to executein future with JSC "Tander" and which is the related party transaction with thefollowing essentials:• Parties of the transaction: Lessor - OJSC "Magnit", Lessee - JSC "Tander".• Subject of the transaction: the Lessor shall provide the following realproperty located at the address: 15/5 Solnechnaya street, Prikubanskiydistrict, Krasnodar, Krasnodar region, Russia, to the Lessee for a fee fortemporary possession and use:- part of the non-residential office building with the total space of 8,193.9sq. m, letter B, B1, number of floors: 6, number of underground floors: 1,excluding the non-residential premises №39 (1st floor, with the total space of31.1 sq. m), №№26-30 (3rd floor, with the total space of 129.8 sq. m), №2, №5(5th floor with the total space of 49.3 sq. m), the total space of the leasedpremises amounts to 7,983.7 sq. m;- boiler room, purpose: non-residential, with the total space of 61.6 sq. m,letter G12, number of floors: 1;- garage, purpose: non-residential, with the total space of 337.5 sq. m, letterG11, number of floors: 1.The real property shall be provided to the Lessee for the use as office andservice premises.• Lease fee:- For the Building: 4,710,383 (four million seven hundred and ten thousandthree hundred and eighty three) rubles per month including VAT and shall becalculated as a lease fee rate of 590 rubles per square meter of the space ofthe Building.- For the Boiler room: 24,713 (twenty four thousand seven hundred and thirteen)rubles 92 kopecks per month including VAT and shall be calculated as a leasefee rate of 401.2 rubles per square meter of the space of the Boiler room.- For the Garage: 135,405 (one hundred and thirty five thousand four hundredand five) rubles per month including VAT and shall be calculated as a lease feerate of 401.2 rubles per square meter of the space of the Garage.• Lease period: 11 (eleven) months. If neither of the parties announces itsrefusal to prolong the agreement before its expiration, the agreement shall beconsidered prolonged automatically for the same period and with the sameessentials.The price of the property to the possible disposal of which the transaction isrelated amounts to less than 2% of the book value of assets of the Companydetermined on the basis of the accounting statements for the latest accountingperiod".Votes were cast as follows:A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -"for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 3 on the agenda:"To recommend the sole executive body of OJSC "Magnit", which is the soleshareholder of JSC "Tander", to make the following decision at the realizationof the voting right on shares owned by the Company:"Under the clause 14.2 of the Charter of JSC "Tander" to approve the conclusionof the Credit agreement on the opening of the credit line by JSC "Tander"(hereinafter - the "Borrower") with "Gazprombank" (open joint-stock company)(hereinafter - the "Creditor"), which the Borrower plans to execute in future,related to acquisition, disposal and an opportunity of the company to disposeproperty, directly or indirectly, the cost of which amounts to 5 and morepercent of the balance sheet value of assets of the company, its subsidiaries,principal company (of which the company is a subsidiary), as well as othersubsidiaries of the principal company ("Group"), determined on the basis of thelatest available IFRS consolidated report of the Group with the followingessentials of the Credit agreement: 1. The Creditor shall open the Credit line to the Borrower and provide Credit Tranches (part of the Credit provided within the Credit line) in the amount and on terms specified in the Credit agreement, and the Borrower shall repay the Credit received through the Credit line, pay interest and fulfill other Obligations under the Credit agreement. 2. Purpose of the Credit: financing of the current operations stipulated in the Charter. 3. Interest rate for the Credit use comprises not more than 12% (twelve percent) per annum. 4. Limit of indebtedness on the Credit line (maximum amount of the aggregate debt on the Credit line) comprises 15,000,000,000 (fifteen billion) rubles. 5. Use of the Credit line is performed by the Credit Tranches each being provided for the term not exceeding 36 (thirty six) months taking into account the term of validity of the Credit agreement. 6. The term of validity of the Credit agreement amounts not more than 42 (forty two) months.Hereby to provide V. Gordeychuk, Chief executive officer of JSC "Tander", withthe right to sign Additional agreements which determine the terms of the Creditprovision and change terms of the General agreement including but not limitedto the change of the interest rates, the change of the term of creditprovision."Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.For further information, please contact:Timothy Post Director, Investor Relations Email: post@gw.tander.ru Office: +7-861-277-4554 x 17600 Mobile: +7-961-511-7678 Direct Line: +7-861-277-4562Dina Svishcheva Deputy Director, Investor Relations Email: Chistyak@gw.tander.ru Office: +7-861-277-4554 x 15101 Mobile: +7-961-511-0202 Direct Line: +7-861-277-4562Company description:Magnit is Russia's largest retailer. Founded in 1994, the company isheadquartered in the southern Russian city of Krasnodar. As of December 31,2013, Magnit operated 22 distribution centers and over 8,000 stores (7,200convenience, 207 hypermarkets, and 686 cosmetics) in more than 1,868 cities andtowns throughout 7 federal regions of the Russian Federation.In accordance with the unaudited IFRS management accounts for 2013, Magnit hadrevenues of $18,202 million USD and an EBITDA of $2,032 million USD. Magnit'slocal shares are traded on the Moscow Stock Exchange (MICEX: MGNT) and its GDRson the London Stock Exchange (LSE: MGNT) and it has a credit rating fromStandard & Poor's of BB. Measured by market capitalization, Magnit is nowEurope's 2nd largest retailer.