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Rostelecom AGM Information 2019

May 3, 2019

6397_rns_2019-05-03_ce604ad4-bf55-43c5-89cc-b5182b9e10a5.pdf

AGM Information

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ROSTELECOM PJSC (RKMD)

26-Apr-2019 / 16:08 MSK Dissemination of a RegulatoryAnnouncement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.

Rostelecom Board of Directors convenes its AGM and refines FCFcalculation for its dividend policy

Moscow, Russia - April 26, 2019 - Rostelecom PJSC (MOEX: RTKM, RTKMP; OTCQX: ROSYY), thelargest digital service provider in Russia, today announces that its Board of Directors has convened the Company's 2018 Annual General Meeting (the"AGM").The AGM will be held on June 14, 2019 at the World Trade Center, 12 Krasnopresnenskaya Embankment, Moscow (the World Trade Center is located on the 2 n d floor of the 4 th entrance).

Therecord dateto participatein the AGM has been setat May 20, 2019.

The Board of Directors has also approved a revised dividend policy to amend freecash flow ("FCF") methodology for dividends calculation.Theamended FCF has been increased by subsidy from government for investment projects, which provides a fairer reflection of the Company's actual freecash flow.Subsidy from government had not been taken into account for FCF calculation in the previous methodology.This decision has been madein light of theincreasing number of state-funded investment projects, which make part of the Company's overall investment programme, butaresponsored by the government through subsidies.The new methodology will beapplied for the dividend calculation based on the Company's results in 2019 and onwards.

Therevised dividend policy defines free cash flow as net cash from operating activities, (1) net of cash paid for purchase of property, plantand equipmentand intangibleassets, (2) plus proceeds from sale of property, plantand equipmentand intangible assets, (3) plus interest received (4) and plus subsidy from government.TheFCF shall be determined according to the Cash Flow Statement of the Company's consolidated financial statements pursuant to requirements of theInternational Financial Reporting Standards.

Thefull text of therevised dividend policy is available of Rostelecom's websiteat: https://www.company.rt.ru/en/ir/dividends/.

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PJSC Rostelecom is the largest digital service provider, operating in all segments of the telecommunications market in Russia, it serves millions of households, the state and private enterprises across the country.

Rostelecom is Russia's undisputed market leader, providing high-speed Internet access to 12 million families and pay-TV services to 10.1 million families, over 5.2 million of which are subscribed to Rostelecom's IPTV services on a national level. Rostelecom's MVNO base is over 1.2 million users. The Company develops digital solutions for smart homes, online education, telemedicine and other services.

The Group is also the leading provider of telecommunications services to government bodies and corporates of all levels with more than 1.0 million legal entities currently using Rostelecom's high-speed Internet services and VPN.

In the twelve months of 2018, the Group generated RUB 320.2 billion of revenues, RUB 100.9 billion of OIBDA (31.5% of revenue) and RUB 15.0 billion of net income.

Rostelecom is a key strategic innovator that provides solutions in the following fields: E-Government, cybersecurity, data centers and cloud computing, biometry, healthcare, education and housing & utility services.

The Group's stable financial position is confirmed by its credit ratings. Rostelecom has been assigned 'BBB-' and 'BB+' international credit ratings by Fitch Ratings and Standard&Poor's respectively, and AA(RU) by ACRA.

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Certain statemen ts in th is press release are forw ard-lookin g statemen ts w ith in th e mean in g of th e U.S. federal secu rities law s an d in ten ded to be covered by th e safe h arbou rs created th ereby.

Th ose forw ard-lookin g statemen ts in clu de, bu t are n ot limited to:

  • Assessmen t of PAO Rostelecom's (th e Compan y) fu tu re operatin g an d fin an cial resu lts as w ell as forecasts of th e presen t valu e of fu tu re cash flow s an d related factors;
  • Th e Compan y's plan s to take ow n ersh ip stakes in oth er organ isation s;
  • th e Compan y's an ticipated capital expen ditu res an d plan s to con stru ct an d modern ize its n etw ork;
  • th e Compan y's expectation s as to th e grow th in deman d for its services, plan s relatin g to th e expan sion of th e ran ge of its services an d th eir pricin g;
  • th e Compan y's plan s w ith respect to improvin g its corporate govern an ce practices; th e Compan y's expectation s as to its position in th e telecommu n ication s market an d forecasts on th e developmen t of th e market segmen ts w ith in w h ich th e Compan y operates;
  • econ omic ou tlook an d in du stry tren ds;
  • th e Compan y's expectation s as to th e regu lation of th e Ru ssian telecommu n ication s in du stry an d assessmen t of impact of regu latory in itiatives on th e Compan y's activity;

oth er statemen ts regardin g matters th at are n ot h istorical facts.

Su ch forw ard-lookin g statemen ts are su bject to risks, u n certain ties an d oth er factors, w h ich cou ld cau se actu al resu lts to differ materially from th ose expressed or implied by th ese forw ard-lookin g statemen ts. Th ese risks, u n certain ties an d oth er factors in clu de:

  • risks relatin g to ch an ges in political, econ omic an d social con dition s in Ru ssia as w ell as ch an ges in global econ omic con dition s;
  • risks relatin g to Ru ssian legislation , regu lation an d taxation ,in clu din g law s, regu lation s, decrees an d decision s govern in g th e Ru ssian telecommu n ication s in du stry, secu rities in du stry as w ell as cu rren cy an d exch an ge con trols relatin g to Ru ssian en tities an d th eir official in terpretation by regu latory bodies;
  • risks relatin g to th e Compan y, in clu din g th e ach ievemen t of th e an ticipated resu lts, levels of profitability an d grow th , ability to create an d meet deman d for th e Compan y's services in clu din g th eir promotion s, an d th e ability of th e Compan y to remain competitive in a liberalized telecommu n ication s market;
  • tech n ological risks associated w ith th e fu n ction in g an d developmen t of th e telecommu n ication s in frastru ctu re, tech n ological in n ovation s as w ell as th e con vergen ce of tech n ologies;
  • oth er risks an d u n certain ties. For a more detailed discu ssion of th ese an d oth er factors, see th e Compan y's An n u al Report an d th e Compan y's oth er pu blic filin gs.

Man y of th ese factors are beyon d th e Compan y's ability to con trol or predict. Given th ese an d oth er u n certain ties, readers are cau tion ed n ot to place u n du e relian ce on an y of th e forw ard-lookin g statemen ts con tain ed h erein or oth erw ise. Th e Compan y does n ot u n dertake an y obligation to release pu blicly an y revision s to th ese forw ardlookin g statemen ts (w h ich are made as of th e date h ereof ) to reflect even ts or circumstan ces u pon th e an n u al report pu blication or to reflect th e occu rren ce of u n an ticipated even ts, except as may be requ ired u n der applicable law s.

ISIN: US7785291078 Category Code:MSCM TIDM: RKMD LEICode: 2534001D752JPNM0H170 Sequence No.: 8374 EQS News ID: 804009

End ofAnnouncementEQS News Service