Magnit

Related Party Transaction • Apr 27, 2015

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PJSC MAGNIT - Execution of Related Party Transaction

PR Newswire

London, April 27

Press-releaseKrasnodarApril 27, 2015PJSC "Magnit" Announces the Execution of the Related Party TransactionKrasnodar, April 27, 2015: PJSC "Magnit", Russia's largest food retailer (the"Company", the "Issuer"; MOEX and LSE: MGNT), announces the execution of thetransaction on April 24, 2015.Type of transaction: related party transactionSubject of transaction:Provision by the Issuer of the guarantee under the Сredit agreement №013P3L onopening of the revolving credit line in Russian rubles of April 29, 2014(hereinafter - "the Credit agreement") executed between Joint Stock Company"ALFA-BANK" (hereinafter - "the Creditor") and JSC "Tander" (hereinafter - "theBorrower")Content of transaction:In accordance with the guarantee agreement № 013P3P001 of April 24, 2015 theguarantor shall be solidarily liable to the Creditor for the proper fulfillmentof obligations of the Borrower under the Credit agreement executed on thefollowing terms:1. the Creditor shall provide the Borrower with monetary funds in Russianrubles (hereafter - "the Credits") in the form of the revolving credit line(hereafter - "the Credit line"), and the Borrower shall repay the Credits andpay the interest for the Credits use, and make other payments under the Creditagreement for the benefit of the Creditor pursuant to the procedure and withinthe time limit established by the Credit agreement;2. within the Credit line the Borrower shall be entitled to receive Credits,the maximum amount of aggregate debt on which on any day of the term of theCredit line comprises not more than 9,500,000,000 (Nine billion five hundredmillion) rubles ("the Credit limit");3. the term of the Credit line is set from 29.04.2014 to 24.04.2017. After theexpiration of the term of the Credit line the Credits shall not be provided tothe Borrower;4. the Credits shall be provided under the concluded additional agreements tothe Credit agreement. The Credit currency shall be Russian rubles. The Borrowershall repay all received Credits no later than the date of expiration of theterm of the Credit line (inclusive);5. the Credits within the term of the Credit line shall be provided for notmore than 36 (Thirty six) months;6. the Borrower shall pay to the Creditor the interest for the use of eachCredit at the rate established by the corresponding additional agreement butnot exceeding 25 (Twenty five) percent per annum;7. the terms and procedure of granting and repayment of the Credit amounts(including the amount of any type of remuneration paid by the Borrower to theCreditor) shall be determined by the Credit agreement;8. the Credit agreement shall remain in force until the parties fully fulfilltheir obligations under the Credit agreement;9. The Borrower shall incur the following liability under the Credit agreement:- in case of the late repayment of the Credits the Creditor shall be entitledto charge the Borrower a penalty in the amount of 0.10% of the amount ofoutstanding obligations per each overdue day, but not lower than the dualrefinancing rate effective on the day for which the penalty is charged;- in case of the late payment of interest the Creditor shall be entitled tocharge the Borrower a penalty in the amount of 0.10% of the amount ofoutstanding obligations per each overdue day, but not lower than the dualrefinancing rate effective on the day for which the penalty is charged;- in case of breach by the Borrower of obligations for maintenance of thecredit turnover under the terms and conditions of the Credit agreement, theCreditor shall be entitled to demand from the Borrower to pay a penalty in theamount of 0.20% of the amount of outstanding obligations for maintenance of thecredit turnover, determined by the Creditor as the difference between theamount of the credit turnover for the corresponding accounting period and theactual amount of the credit turnover for the same accounting period;- if the Borrower is not entitled for the advanced repayment of the Credit(Credits) upon the advanced repayment of the Credit (in full or in part) at theinitiative of the Borrower, the Creditor shall be entitled to demand from theBorrower to pay a penalty the amount of which shall be calculated on the basisof the interest rate, applicable to the corresponding Credit as of the date ofthe advanced repayment at the initiative of the Borrower, accrued on the amountof the Credit repaid, for the period from the date of the advanced repayment tothe date, specified in the corresponding agreement, on which the Credit shallhave been repaid, and/or to the date, on which the Borrower shall be entitledfor the advanced repayment of the Credit, including this date.In case if nonfulfillment by the Guarantor of any of the secured obligationswithin 7 (Seven) business days from the moment of receiving the demand from theCreditor to the Guarantor, the Creditor shall be entitled to charge theGuarantor a penalty in the amount of 0.10% of the amount of outstandingobligations per each overdue day, but not lower than the dual refinancing rateof the Bank of Russia effective on the day for which the penalty is charged.The Guarantor shall be fully liable to the Creditor for the non-fulfillment orimproper fulfillment of obligations by the Borrower under the Credit agreement,including the principal amount of debt, interest, penalties, losses caused tothe Creditor by the non-fulfillment or improper fulfillment of the Creditagreement.The guarantee agreement shall secure the fulfillment of obligations by theBorrower in case of invalidity of the Credit agreement, fixed by the validjudgment, on repayment of monetary funds received by the Borrower for thebenefit of the Creditor, and on payment of interest for the use of another'smonetary funds charged on the amount of unreasonable gains of the Borrower.Deadline for the fulfillment of the obligation:The guarantee terminates in 1 (one) year from the date of closing of the Creditline or upon the termination of the secured obligationsParties and beneficiaries under transaction:The creditor - Joint Stock Company "ALFA-BANK"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 assetvalue of the issuer:16,598,972,603.00 rubles which amounts to 21.017% of the balance sheet assetsof the issuerAsset value of the issuer as of the closing date of the accounting periodpreceding the execution of the transaction:78,978,786 thousand rublesDate of the transaction execution: April 24, 2015Information on the approval of the transaction:The transaction was approved by the General Shareholders Meeting of December18, 2014 (the minutes of the General Shareholders Meeting of PJSC "Magnit" w/o№ of December 23, 2014)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: +7-861-277-4562Dina Svishcheva Deputy Director, Investor Relations Email: Chistyak@magnit.ru Office: +7-861-277-45-54 x 15101 Mobile: +7-961-511-0202 Direct Line: +7-861-277-4562Company description:Magnit is Russia's largest food retailer. Founded in 1994, the company isheadquartered in the southern Russian city of Krasnodar. As of March 31, 2015,Magnit operated 28 distribution centers and over 10,000 stores (8,581convenience, 300 hypermarkets, and 1,239 drogerie stores) in approximately2,180 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) andits GDRs on the London Stock Exchange (LSE: MGNT) and it has a credit ratingfrom Standard & Poor's of BB+. Measured by market capitalization, Magnit is oneof the largest retailers in Europe.