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Related Party Transaction • Dec 5, 2016
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Related Party Transaction
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PJSC MAGNIT - Execution of the Related Party Transaction
PR Newswire
London, December 5
Press Release
Krasnodar
December 5, 2016
Magnit Announces the Execution of the Related Party Transaction
Krasnodar, Russia (December 5, 2016): Magnit PJSC, one of Russia’s leading retailers (the “Company”, the “Issuer”; MOEX and LSE: MGNT), announces the execution of the related party transaction on December 5, 2016.
Please be informed that on December 5, 2016 PJSC “Magnit” (the Lender) and JSC “Tander” (the Borrower) executed the related party transaction, according to which the Lender provides the loan of funds to the Borrower which is to be repaid by the Borrower within the period determined by the contract. The repayment of the loan and (or) the interest may be effected by the Borrower in advance, without written notice to the Lender of the loan repayment, by means of transfer of the loan to the bank details specified in the contract or otherwise not contradictory to the Civil Code of the Russian Federation (offset of mutual claims, assignment of a claim, etc.).
The essentials of the transaction are as follows:
| Type of transaction: | material transaction which is not major; related party transaction |
| Subject of transaction: | loan of funds |
| Parties and beneficiaries under transaction: | the Lender – Public Joint Stock Company “Magnit” the Borrower – Joint Stock Company “Tander” |
| Maturity: | loan maturity date – 03.12.2019 |
| Transaction amount: | 13,962,000,000.00 rubles, which amounts to 11.44% of the balance sheet value of assets of the issuer |
| Interest rate: | 10.3% per annum |
| The assets value of the issuer as of the closing date of the last reporting period preceding the transaction execution: | 122,003,275 thousand rubles |
Parties interested in the execution of the transaction by the issuer:
Joint Stock Company “Tander” (JSC “Tander”)
Location: 185, Levanevskogo street, Krasnodar, Russia
The share of the interested party in the charter capital of the issuer: 0.011059%
The share of securities of the issuer owned by the interested party: 0.011059%
The share in the charter capital of the legal entity, which is the party in the transaction (the share of securities owned by the interested party): 0.
The basis on which this entity has been acknowledged interested in the execution of this transaction:
the entity is the shareholder, which jointly with its affiliates owns more than 20% of the Issuer’s (PJSC “Magnit”) shares, and is a party of the transaction;
its affiliate (PJSC “Magnit”) owns more than 20% of the legal entity (JSC “Tander”), which is a party of the transaction.
"Magnit" Joint-Stock Non-Government Pension Fund (“Magnit” JSNPF)
Location: office 1, letter B, 95 Moskovskaya street, Krasnodar, Russian Federation
The share of the interested party in the charter capital of the issuer: 0.137037%
The share of securities of the issuer owned by the interested party: 0.137037%
The share in the charter capital of the legal entity, which is the party in the transaction (the share of securities owned by the interested party): 0.
The basis on which this entity has been acknowledged interested in the execution of this transaction:
the entity is the shareholder, which jointly with its affiliates owns more than 20% of the Issuer’s (PJSC “Magnit”) shares, and its affiliate:
LAVRENO LIMITED
Location: 20 Spirou Kyprianou, CHAPO CENTRAL, 3rd floor, Nicosia, Cyprus
The share of the interested party in the charter capital of the issuer: 0.222977%
The share of securities of the issuer owned by the interested party: 0.222977%
The share in the charter capital of the legal entity, which is the party in the transaction (the share of securities owned by the interested party): 0.
The basis on which this entity has been acknowledged interested in the execution of this transaction:
the entity is the shareholder, which jointly with its affiliates owns more than 20% of the Issuer’s (PJSC “Magnit”) shares, and its affiliate:
Krasfin Invest Limited
Location: 20 Spirou Kyprianou, CHAPO CENTRAL, 3rd floor, 1075, Nicosia, Cyprus
The share of the interested party in the charter capital of the issuer: 0.2876%
The share of securities of the issuer owned by the interested party: 0.2876%
The share in the charter capital of the legal entity, which is the party in the transaction (the share of securities owned by the interested party): 0.
The basis on which this entity has been acknowledged interested in the execution of this transaction:
the entity is the shareholder, which jointly with its affiliates owns more than 20% of the Issuer’s (PJSC “Magnit”) shares, and its affiliate:
Information on the approval of the transaction:
The transaction was approved by the General shareholders meeting of September 12, 2016 (minutes of the EGM of PJSC “Magnit” w/o No. of September 12, 2016).
For further information, please contact:
| Timothy Post | Head of Investor Relations Email: [email protected] Office: +7-861-277-4554 x 17600 |
| Investor Relations Office | [email protected] Direct Line: +7-861-277-4562 Website: ir.magnit.com/ |
| Media Inquiries | Media Relations Department [email protected] |
Company description:
Public Joint Stock Company “Magnit” is one of Russia's leading retailers. Founded in 1994, the company is headquartered in the southern Russian city of Krasnodar. As of September 30, 2016, Magnit operated 33 distribution centers and 13,364 stores (10,138 convenience, 407 hypermarkets and 2,819 drogerie stores) in 2,436 cities and towns throughout 7 federal regions of the Russian Federation.
In accordance with the reviewed IFRS consolidated financial statements for 1H 2016, Magnit had revenues of RUB 522 billion and an EBITDA of RUB 52 billion. Magnit's local shares are traded on the Moscow 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.
