Breaking News

Tweet TWEET

OJSC MAGNIT: BoD Results

Press-release 
Krasnodar 
March 12, 2013 
OJSC "Magnit" Announces the Results of the BOD Meeting 
Krasnodar, March 12, 2013: OJSC "Magnit" (the "Company", "Issuer"; MICEX and
LSE: MGNT) is pleased to announce the results of the BOD meeting held on March
11, 2013. 
Please be informed that today the BOD meeting was held (minutes of BOD meeting
of OJSC "Magnit" are w/o No. of March 11, 2013). 
The meeting agenda: 
 1. Approval of the related party transactions. 


     2. Determination of the position of the OJSC "Magnit" representative at the
    exercise of the voting right on the Retail Import LLC shares owned by the
    Company.


The following BOD members were present: A. Arutyunyan, S. Galitskiy, V.
Butenko, K. Pombukhchan and A. Shkhachemukov. 
A. Zayonts and A. Makhnev provided their written opinions on the items of the
agenda of the BOD meeting of OJSC "Magnit". 
The number of the BOD members participated in the meeting, including written
opinions of A. Zayonts and A. Makhnev, amounts to not less than half of the
number of the BOD members determined by the Charter of the Company. 
Quorum to hold the BOD meeting with this agenda is present. 
Content of the decisions and voting results: 
Item 1.1 on the agenda: 
"To approve the loan agreement which the Company plans to execute in future
with JSC "Tander" and which is the related party transaction with the following
essentials: 
* parties of the transaction: the Lender - OJSC "Magnit", the Borrower - JSC 


    "Tander"
      * subject of the transaction: special-purpose loan of funds with the
    condition that the Borrower shall use the provided loan to refinance the
    expenses related to the construction of:


- hypermarket located at 200 Komsomolskaya street, Volsk, Saratov region,
Russia; 
- hypermarket located at 50 а Leningradskiy prospect, Yaroslavl, Yaroslavl
region, Russia; 
- hypermarket located at 1 Ibragimova street, Chistopol, Republic of Tatarstan,
Russia; 
- hypermarket located at 53 Naberezhnaya Leonova street, Balakovo, Saratov
region, Russia; 
* limit price (amount) of the transaction: up to 1,200,000,000 (one billion 


    two hundred million) rubles;
      * loan interest rate: cannot exceed 12% (twelve percent) per annum;
      * deadline to fulfill the obligations under the transaction: up to 1 (one)
    year from the date of the transaction execution (term for repayment of the
    loan amount and accrued interest amount hereof by the Borrower).


The price of the property to the possible disposal of which the transaction is
related amounts to less than 2% of the book value of assets of the Company
determined on the basis of the accounting statements for the latest accounting
period". 
Votes cast is as follows: 
A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.
Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -
"for", K. Pombukhchan - "did not participate in voting", A. Shkhachemukov -
"for". 
The decision was made. 
Item 1.2 on the agenda: 
"To approve the loan agreement which the Company plans to execute in future
with JSC "Tander" and which is the related party transaction with the following
essentials: 
* parties of the transaction: the Lender - OJSC "Magnit", the Borrower - JSC 


    "Tander"
      * subject of the transaction: special-purpose loan of funds with the
    condition that the Borrower shall use the provided loan to refinance the
    expenses related to the construction of:


- hypermarket located at 9 Olomoutskaya street, Volzhskiy, Volgograd region,
Russia; 
- Magnit Family store located at 30 Khimikov street, Omsk, Omsk region, Russia; 
- hypermarket located at 26 Shukhova street, Tula, Tula region, Russia; 
* limit price (amount) of the transaction: up to 1,000,000,000 (one billion) 


    rubles;
      * loan interest amount: cannot exceed 12% (twelve percent) per annum;
      * deadline to fulfill the obligations under the transaction: up to 1 (one)
    year and 6 (six) months from the date of the transaction execution (term
    for repayment of the loan amount and accrued interest amount hereof by the
    Borrower).


The price of the property to the possible disposal of which the transaction is
related amounts to less than 2% of the book value of assets of the Company
determined on the basis of the accounting statements for the latest accounting
period". 
Votes cast is as follows: 
A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.
Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -
"for", K. Pombukhchan - "did not participate in voting", A. Shkhachemukov -
"for". 
The decision was made. 
Item 1.3 on the agenda: 
"To approve the loan agreement which the Company plans to execute in future
with JSC "Tander" and which is the related party transaction with the following
essentials: 
* parties of the transaction: the Lender - OJSC "Magnit", the Borrower - JSC 


    "Tander"
      * subject of the transaction: special-purpose loan of funds with the
    condition that the Borrower shall use the provided loan to refinance the
    expenses related to the construction of:


- hypermarket located at 20 Kochetova street, Veliky Novgorod, Novgorod region,
Russia; 
- Magnit Family store located at 10 Shkolniy lane, Mirniy, Arkhangelsk region,
Russia; 
- hypermarket located at 55а Azina street, Sarapul, Udmurt Republic, Russia; 
* limit price (amount) of the transaction: up to 900,000,000 (nine hundred 


    million) rubles;
      * loan interest amount: cannot exceed 12% (twelve percent) per annum;
      * deadline of transaction obligations fulfillment: up to 2 (two) years from
    the date of the transaction execution (term for repayment of the loan
    amount and accrued interest amount hereof by the Borrower).


The price of the property to the possible disposal of which the transaction is
related amounts to less than 2% of the book value of assets of the Company
determined on the basis of the accounting statements for the latest accounting
period". 
Votes cast is as follows: 
A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.
Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -
"for", K. Pombukhchan - "did not participate in voting", A. Shkhachemukov -
"for". 
The decision was made. 
Item 1.4 on the agenda: 
"To approve the loan agreement which the Company plans to execute in future
with JSC "Tander" and which is the related party transaction with the following
essentials: 
* parties of the transaction: the Lender - OJSC "Magnit" the Borrower - JSC 


    "Tander"
      * subject of the transaction: special-purpose loan of funds subject to the
    use of the provided loan amount by the Borrower for refinancing the
    expenses related to the construction of:


- hypermarket located at 33 Kirova street, Ekaterinburg, Sverdlovsk region,
Russia ; 
- Magnit Family store located at 64А Engelsa street, Voronezh, Voronezh 
region,
Russia; 
- hypermarket located at 80 Bratiev Kashirinykh street, Chelyabinsk,
Chelyabinsk region, Russia; 
* limit price (amount) of the transaction: up to 900,000,000 (nine hundred 


    million) rubles;
      * loan interest amount: cannot exceed 12% (twelve percent) per annum;
      * deadline to fulfill the obligations under the transaction: up to 3 (three)
    years from the date of the transaction execution (term for repayment of the
    loan amount and accrued interest amount hereof by the Borrower).


The price of the property to the possible disposal of which the transaction is
related amounts to less than 2% of the book value of assets of the Company
determined on the basis of the accounting statements for the latest accounting
period". 
Votes cast is as follows: 
A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.
Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -
"for", K. Pombukhchan - "did not participate in voting", A. Shkhachemukov -
"for". 
The decision was made. 
Item 2 on the agenda: 
"To recommend the sole executive body of OJSC "Magnit", which is the sole
shareholder of Retail Import LLC (the "company"), to make the following
decision at the exercise of the voting right on the Retail Import LLC shares in
the charter capital owned by the company: 
"1. To increase the charter capital of the company by 10,000 (ten thousand)
rubles, from 10,000,000 (ten million) rubles to 10,010,000 (ten million ten
thousand) rubles upon the application of the company's shareholder (OJSC
"Magnit") for additional contribution to the charter capital. 
2. To increase the nominal value of the OJSC "Magnit" share in the charter
capital of the company by 10,000 (ten thousand), from 10,000,000 (ten million)
rubles to 10,010,000 (ten million ten thousand) rubles. 
3. To approve the new amount of the share of the company's shareholder: the
nominal value of the OJSC "Magnit" share amounts to 10,010,000 (ten million ten
thousand) rubles that constitutes 100% of the company's charter capital. 
4. To specify the location of the company. The new address of Retail Import LLC
is room 3, floor 1, letter B, 15/5 Solnechnaya street, Prikubanskiy district,
Krasnodar, Russian Federation. 
5. To ratify the company's Charter in the new edition." 
Votes were cast as follows: 
A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -
"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for". 
The decision was made. 
For further information, please contact: 
Timothy Post                            Director, Investor Relations            


                                                                               
                                        e-mail: Post@gw.tander.ru              
                                                                               
                                        Tel. in Krasnodar +7 (861) 277-45-54,  
                                        210-98-10 ext. 7600                    
                                                                               
                                        Mob.: +7 (961) 511-76-78               
                                                                               
                                        Direct line for investors only: +7     
                                        (861) 277-45-62                        


                                                                           
Dina Svishcheva                         Deputy Director, Investor Relations     


                                                                               
                                        e-mail: Chistyak@gw.tander.ru          
                                                                               
                                        Tel. in Krasnodar +7 (861) 277-45-54,  
                                        210-98-10 ext. 5101                    
                                                                               
                                        Mob.: +7-961-511-02-02                 
                                                                               
                                        Direct line for investors only: +7     
                                        (861) 277-45-62                        

Company description:

Headquartered in the southern Russia city of Krasnodar, Magnit (LSE and MICEX:
MGNT) is the holding company for a group of entities that operate in the retail
trade under the "Magnit" brand. The chain of "Magnit" stores is one of the
leading food retail networks in Russia. As of December 31, 2012 the chain
consisted of 6,046 convenience stores, 126 hypermarkets, 20 "Magnit Family"
stores and 692 cosmetics stores (drogerie) in 1,605 cities and towns throughout
the Russian Federation.

Approximately two-thirds of the Magnit's stores are located in cities with a
population of less than 500,000 inhabitants. Most of its stores are located in
the Southern, North-Caucasian, Central and Volga regions. The Company also
operates stores in the North-Western, Urals and Siberian regions.

As of December 31, 2012 Magnit operated an in-house logistics system consisting
of 18 distribution centers, employing automated stock replenishment systems and
a fleet of 4,401 vehicles.

In accordance with the unaudited IFRS management accounts for 2012, Magnit
recorded consolidated revenues of approximately $14,430 million USD and a
consolidated EBITDA of $1,524 million USD.



END

-0- Mar/12/2013 07:00 GMT


 
Press spacebar to pause and continue. Press esc to stop.