Magnit

Capital/Financing Update • Apr 4, 2016

National Storage Mechanism | Additional information

You don't have Javascript enabled. For full functionality this page requires javascript to be enabled.

PJSC MAGNIT - Admission to Trading of Exchange-Traded Bonds

PR Newswire

London, April 4

Not for release, publication or distribution in Australia, Canada, Japan or the United States.

These materials are not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. PJSC Magnit has not registered and does not intend to register any part of the offering in the United States or to conduct a public offering of any securities in the United States.

This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”).  The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons.  Any person who is not a relevant person should not act or rely on this document or any of its contents.

In any EEA Member State that has implemented Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the “Prospectus Directive”) this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.

Securities of PJSC Magnit have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to, or for the account or benefit of, citizens or residents of Australia, Canada or Japan except under circumstances which will result in the full compliance with the applicable laws and regulations promulgated by the relevant regulatory authorities in effect at the relevant time.

Press-release

Krasnodar

April 4, 2016

PJSC “Magnit” Announces the Inclusion of the Exchange-Traded Bonds into the Level 3 of the List of Securities Admitted to Trading at MICEX and the Assignment of the Identification Number to the Issue

Krasnodar, April 4, 2016: PJSC “Magnit”, Russia’s largest food retailer (the “Company”; the “Issuer”, MOEX and LSE: MGNT) announces the inclusion of its Exchange-traded bonds into the Level 3 of the List of securities admitted to trading at MICEX and the assignment of the identification number to the issue.

Please be informed that on April 4, 2016 the Exchange-traded bonds of PJSC “Magnit” were included into the Level 3 of the List of securities admitted to trading at CJSC “MICEX Stock Exchange”. The Exchange-traded bonds were not included into the quotation list.

The identification number 4B02-03-60525-P-001P of 04.04.2016 has been assigned to the issue of the Exchange-traded bonds of the BO-001P-03 series.

Type of securities:	Non-convertible interest-bearing certified exchange-traded bonds of PJSC “Magnit” of the BO-001P-03 series to the bearer with the obligatory centralized custody, placed under the Program of the exchange-traded bonds with the identification number of 4-60525-P-001P-02E as of 23.10.2015 (the  Exchange-traded bonds)
Maturity date:	728 (Seven hundred twenty eighth) day from the commencing date of the Bonds placement by means of open subscription
Identification number assigned to the issue and the date of assignment:	4B02-03-60525-P-001P of 04.04.2016
Name of the authority which assigned the identification number to the securities issue:	Closed Joint Stock Company “MICEX Stock Exchange”
Amount of securities to be placed:	10,000,000 bonds
Nominal value:	1,000 rubles each
Placement method:	open subscription
Pre-emptive right:	not applicable

The price of the securities placement or the procedure of its determination:

The price of the placement of the Exchange-traded bonds is fixed in the amount of 1,000 (One thousand) rubles for 1 (One) Exchange-traded bond, which amounts to 100% of the nominal value.

From the second day of the placement of the Exchange-traded bonds within the settlement of the sale and purchase transaction the buyer of the Exchange-traded bonds shall also pay the accumulated coupon yield on the Exchange-traded bonds calculated by the formula specified in the clause 17 of the Bonds Program and in the clause 8.19 of the Prospectus.

The period of the securities placement or the procedure of its determination:

The commencing date of the Exchange-traded bonds placement is determined by the sole executive body of the Issuer following the admission of the Exchange-traded bonds to trading in the course of their placement.

Information on the commencing date of the Exchange-traded bonds placement determined by the Issuer shall be published by the Issuer pursuant to the procedure and within the time limit specified in the clause 11 of the Bonds Program and in the clause 8.11 of the Prospectus. The commencing date of the Exchange-traded bonds placement shall be determined by the Issuer in accordance with the applicable legislation of the Russian Federation.

The commencing date of the Exchange-traded bonds placement, determined by the authorized management body of the Issuer, can be changed by the decision of the same management body of the Issuer, subject to compliance with the requirements to the procedure of disclosing information on the change of the commencing date of the Exchange-traded bonds placement determined by the legislation of the Russian Federation, the Bonds Program and the Prospectus.

If the Issuer makes the decision to change the commencing date of the Exchange-traded bonds placement, disclosed pursuant to the procedure specified above, it shall publish the report on the change of the commencing date of the Exchange-traded bonds placement in the newswire and on the webpage in the Internet according to regulatory acts on financial markets – not later than 1 (One) day prior to this date.

The completion date of the Exchange-traded bonds placement or the procedure of its determination:

The completion date of the Exchange-traded bonds placement is the earliest date of the following dates:

a) the 3rd (Third) business day from the commencing date of the Exchange-traded bonds placement;

b) the date of placement of the last Exchange-traded bond.

The procedure of providing access to the information contained in the Prospectus:

The Prospectus has been provided to the Stock Exchange at the stage of identification number assignment to the Bonds Program.

The Prospectus and the Program of the Exchange-traded bonds have been disclosed by the Issuer at the following websites:

http://www.e-disclosure.ru/portal/company.aspx?id=7671; http://ir.magnit.com/.

The Issuer shall publish the text of the Terms and Conditions of the Exchange-traded bonds on the website within not more than 2 (two) days from the date of disclosure by CJSC “MICEX Stock Exchange” of the decision on the admission of the Exchange-traded bonds to trading in the course of their placement (on inclusion of the Exchange-traded bonds to the List of securities) through the representative establishment of CJSC “MICEX Stock Exchange” in the Internet or from the date of reception by the Issuer of the written notification from CJSC “MICEX Stock Exchange” on admission of the Exchange-traded bonds to trading in the course of their placement (on inclusion of the Exchange-traded bonds to the List of securities) and on the assignment of the identification number to the Exchange-traded bonds issue, by post, fax, email or delivery against receipt, whichever comes earlier, and not later than the commencing date of the Exchange-traded bonds placement.

Publication of the text of the Terms and Conditions of the Exchange-traded bonds shall include the following information: the identification number assigned to the issue of the Exchange-traded bonds by the stock exchange, the date of its assignment and the name of the stock exchange which admitted the Exchange-traded bonds to trading.

The text of the Terms and Conditions of the Exchange-traded bonds shall be available in the Internet from the date of its publication in the Internet and till the repayment (cancellation) of all Exchange-traded bonds of this issue.

The Bonds Program, the Prospectus and the Terms and Conditions of the Exchange-traded bonds shall be available at the following address: 15/5 Solnechnaya street, Krasnodar, 350072, Russian Federation. Copies of the above-mentioned documents shall be provided by PJSC “Magnit” for a fee not exceeding the cost of copying.

For further information. please contact:

Timothy Post	Head of Investor Relations Email: post@magnit.ru Office: +7-861-277-4554 x 17600 Mobile: +7-961-511-7678 Direct Line: +7-861-277-4562
Investor Relations Office	MagnitIR@magnit.ru Direct Line: +7-861-277-4562 Website: ir.magnit.com/
Media Inquiries	Media Relations Department press@magnit.ru

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 December 31, 2015, Magnit operated 33 distribution centers and about 12,089 stores (9,594 convenience, 374 hypermarkets, and 2,121 drogerie stores) in 2,361 cities and towns throughout 7 federal regions of the Russian Federation.

In accordance with the audited IFRS results for 2015, Magnit had revenues of RUB 951 billion and an EBITDA of RUB 104 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.