Magnit

Related Party Transaction • Jul 17, 2015

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PJSC MAGNIT - Execution of the Related Party Transaction

PR Newswire

London, July 17

Press-release

Krasnodar

July 17, 2015

PJSC “Magnit” Announces the Execution of the Related Party Transaction

Krasnodar, July 17, 2015: PJSC “Magnit”, Russia’s largest food retailer (the “Company”, the “Issuer”; MOEX and LSE: MGNT), announces the execution of the transaction on July 17, 2015.

The essentials of the transaction are as follows:

Type of transaction: Related party transaction; material transaction which is not major

Subject of transaction: Provision by the Issuer of the guarantee under the Credit agreement (hereinafter – the “Credit agreement”) executed between Public Joint Stock Company “ROSBANK” (hereinafter – the “Creditor”) and JSC “Tander” (hereinafter – the “Borrower”)

Content of the transaction: In accordance with the guarantee agreement the Guarantor shall be jointly liable to the Creditor for the proper fulfillment of obligations by the Borrower under the Credit agreement executed on the following terms:

- aggregate debt limit – 14,000,000,000 (Fourteen billion) rubles or an equivalent of this amount in US dollars or Euros at the exchange rate of the Bank of Russia;

- each individual credit shall be granted for the term additionally agreed by the Creditor and the Borrower immediately prior to the provision of the corresponding credit but shall not exceed 8 (Eight) months since the date of its provision to the Borrower;

- the interest rate for the use of each credit provided under the Credit agreement shall be additionally agreed by the Creditor and the Borrower immediately prior to the provision of the corresponding credit but shall not exceed 30 (Thirty) percent per annum.

The liability limit of the Guarantor under the guarantee agreement shall not exceed 16,800,000,000 (Sixteen billion eight million) rubles.

Deadline for the fulfillment of the obligation: The term of validity of the guarantee – until March 16, 2018

Parties and beneficiaries under transaction: The creditor – Public Joint Stock Company “ROSBANK”

The guarantor – Public Joint Stock Company “Magnit”

The borrower (beneficiary) – Joint Stock Company “Tander”

The amount of the transaction in the monetary value and as a % of the asset value of the issuer:

16,800,000,000 rubles which amounts to 21.27% of the balance sheet assets of the issuer

Asset value of the issuer as of the closing date of the accounting period preceding the execution of the transaction:

78,978,786 thousand rubles

Date of the transaction execution: July 17, 2015

Information on the approval of the transaction: The transaction was approved by the annual General shareholders meeting of June 4, 2015 (Minutes of the annual General shareholders meeting of PJSC “Magnit” w/o No. of June 5, 2015)

For further information, please contact:

Timothy Post Director, Investor Relations

Email: post@magnit.ru

Office: +7-861-277-4554 x 17600

Mobile: +7-961-511-7678

Direct Line: +7-861-277-4562

Dina Svishcheva Deputy Director, Investor Relations

Email: Chistyak@magnit.ru

Office: +7-861-277-45-54 x 15101

Mobile: +7-961-511-0202

Direct Line: +7-861-277-4562

Company description:

Magnit is Russia's largest food retailer. Founded in 1994, the company is headquartered in the southern Russian city of Krasnodar. As of June 30, 2015, Magnit operated 29 distribution centers and over 10,700 stores (8,890 convenience, 311 hypermarkets, and 1,527 drogerie stores) in approximately 2,233 cities and towns throughout 7 federal regions of the Russian Federation.

In accordance with the audited IFRS consolidated financial statements for 2014, Magnit had revenues of RUB 764 billion and an EBITDA of RUB 86 billion. Magnit's local shares are traded on the Moscow Stock Exchange (MOEX: MGNT) and its GDRs on the London Stock Exchange (LSE: MGNT) and it has a credit rating from Standard & Poor's of BB+. Measured by market capitalization, Magnit is one of the largest retailers in Europe.