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Presented by: VTB Bank, Custody

June 21, 2018 Issue No. 2018/22

Company News

Alliance Rostec makes new AvtoVAZ buyback offer for minorities On June 15, 2018 it was reported that Alliance Rostec Auto B.V., a joint venture of Russian state industrial corporation Rostec and Renault-Nissan Alliance, again submitted a mandatory offer on a buyback of common and preferred shares in carmaker AvtoVAZ from minorities of the carmaker to the central bank. The offer covers 1.593 bln common shares and 244,178 type A preferred shares of AvtoVAZ. AvtoVAZ has been implementing a financial recovery program since autumn 2016. In April, the second stage of injecting additional capital into AvtoVAZ was finished which resulted in a rise of the stake of Alliance Rostec in the company to 83.5% from 64.6%. The company sent documents on the mandatory buyback offer to the central bank in late May, but the regulator voided the offer on June 5.

FGC UES to sell only 10% of Inter RAO On June 18, 2018 it was announced that Russia’s Federal Grid Company of Unified Energy Systems (FGC UES) owning 18.57% of power holding Inter RAO planned to sell 10% of its holding. Inter RAO Capital may acquire 6.33% of the stake, while investment company Region may buy the rest 3.67%. Simultaneously, hydropower giant RusHydro plans to sell off its 4.92% to Inter RAO Capital that will boost its shareholding to 29.8% after the transactions. The stake will be below 30% so will not require a mandatory buyout offer to minority shareholders according to the current legislation. One of the sources said that the deal with RusHydro was awaiting approval and was expected to be closed until the end of June. A directive on the deal with FGC UES was signed on June 13, the deal is to be closed a bit later. The sources also said that FGC UES decided to keep part of its stake as sees Inter RAO shares as undervalued and hopes to get dividends. The company will use raised funds for its investment program and plans no special dividends to . A representative of FGC UES confirmed that a deal was negotiated with the government. RusHydro and Inter RAO declined to comment. Region has not answered yet. Inter RAO Capital plans to spend RUB 22.1 bln on purchasing FGC UES’s stake and RUB 17.17 bln on RusHydro’s stake. Region is to pay RUB 12.8 bln, according to the sources. The price may come to around RUB 3.34 per share, which is the weighted average price of the past six months. A discount to the current market price is explained by a large size of the stakes. The money will be paid by instalment. Inter RAO will also obtain guarantees that the shares will not be sold to unfriendly investors.

Rostelecom holders re-elect current members of board of directors On June 18, 2018 shareholders of Russian state-controlled telecom operator re-elected the board of directors in its current membership at an annual general meeting. The board of 11 seats will be most likely headed, as it is at present, by Sergei Ivanov, special presidential representative for environmental protection, ecology and transport. Ivanov chaired Rostelecom’s board for the first time in 2015.

VEB board appoints Rossiysky Capital chairman as deputy CEO On June 18, 2018 the supervisory board of Russia’s Vnesheconombank (VEB) appointed Chairman of the Board of Directors of Rossiysky Capital Mikhail Kuzovlev as the first deputy CEO. Kuzovlev will coordinate and control VEB’s work with troubled assets, and supervise VEB Capital.

Novatek buys back 213,000 common shares on June 18, 2018 On June 19, 2018 it was reported that Russian independent gas producer bought back 213,000 common shares, including shares in the form of global depositary receipts (GDRs), on the open market on

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June 18. Novatek resumed buying back its shares after an 8-month break on April 9, the Russian stock market’s “black Monday” following new U.S. sanctions against local companies and individuals. In May, the board of directors extended a USD 600 mln buyback program until June 7, 2019. Under the program, the company will buy its shares and GDRs via its unit Novatek Equity (Cyprus) Limited.

Court upholds arrest of Vladivostok port accounts under Summa case On June 20, 2018 it was announced that the City Court upheld arrest of banking accounts of the Commercial Port of Vladivostok, part of Russia’s Far-Eastern Shipping Company (FESCO), under a case against multi-industry holding Summa Group. The Tverskoi District Court of Moscow arrested the company’s accounts on June 19. The port said then it would contest the decision. A FESCO spokesperson stated that arrest of the accounts could prompt growing social tension in Russia’s Far East, where the port is one of the largest employers. The port currently operates normally, but the arrest puts pressure on its business. On March 31, the Tverskoi District Court of Moscow sanctioned arrest of brothers Ziyavudin and Magomed Magomedov, co-owners of Summa Group, on charges of RUB 2.5 bln embezzlement. It also arrested Artur Maksidov, CEO of Summa’s construction subsidiary Inteks, on charges of RUB 669 mln embezzlement.

Media-Saturn to buy 15% in M.Video from Safmar for EUR 258 mln On June 20, 2018 it was reported that Media-Saturn-Holding (MediaMarktSaturn), controlled by German retailer Ceconomy, agreed to acquire a 15% stake in Russian electronics retailer M.Video from financial group Safmar of businessman and transfer its Russian business, Media Markt stores, to Safmar. The purchase price amounts to EUR 258 mln (based on current exchange rates) in addition to the transfer of the entire Russian business of MediaMarktSaturn to Safmar. The value of the deal could be reduced by up to EUR 86 mln depending on M.Video’s EBITDA dynamics in 2018-2019. EBITDA stands for earnings before interest, taxes, depreciation, and amortization. The deal is subject to regulatory approvals and is expected to be closed by September. MediaMarktSaturn will finance the transaction with existing cash. To maintain the flexibility for further strategic actions and to strengthen its balance sheet, Ceconomy is considering raising its share capital by up to 10%. A final decision on this will be taken at a later point in time. A source close to the deal said that Safmar is selling 15% in M.Video to Media-Saturn for USD 470 mln. The German company based the value of the deal on the market value of M.Video of USD 3.13 bln. The deal includes M.Video’s acquisition of the Russian business of Media Markt in 22 Russian regions. Safmar will keep 42.7% in M.Video as a result of the deal, while free float will account for 42.3%. M.Video President Alexander Tynkovan said that the company planned to complete a legal merger with the Russian chain of Media Markt by the end of 2019, and its stores would be rebranded. M.Video CEO Enrique Fernandez said at a conference call that the company planned to receive up to RUB 110 bln of additional revenue in 2019- 2022 after acquisition of Media Markt’s Russian stores. M.Video CFO Yekaterina Sokolova said that the EBITDA margin is expected at more than 6% in 2019.

Rosneft says reelects Schroeder as chairman of board On June 21, 2018 it was stated that Gerhard Schroeder, former German chancellor and chairman of the shareholder committee of Nord Stream AG, has been reelected as chairman of the board of directors of Russian oil major . The company’s shareholders also decided to pay Schroeder USD 600,000 in reward for his work as chairman since September 2017.

Lukoil’s board to mull cancelling treasury shares on July 19, 2018 On June 21, 2018 it was reported that the board of directors of Russian oil major Lukoil plans to consider canceling the company’s treasury shares at a meeting on July 19. In January, Lukoil CEO Vagit Alekperov said that the company planned to cancel 100 mln papers of 140 mln treasury shares, or to cancel 10% of the company’s shareholder equity. The company plans to use remaining 40 mln treasury shares to stimulate managers.

Dividends/coupons holders approve paying RUB 0.111 per share in 2017 dividends On June 14, 2018 shareholders of Russian power producer Unipro approved paying RUB 0.111 per share, or a total of RUB 7 bln, in dividends for 2017. The total sum of dividends, including payments for January- March and January-September, will amount to RUB 15.1 bln. In 2017, the company’s net profit tripled to RUB 30.1 bln, as calculated under Russian Accounting Standards (RAS). Russia Holding GmbH, a 100%-subsidiary of Germany’s Uniper, holds 83.7% in Unipro. The company operates the Berezovskaya GRES, Surgutskaya GRES-2, Yaivinskaya GRES, Shaturskaya GRES, and Smolenskaya GRES power plants with a combined capacity of 11.2 gigawatts.

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Uralkali says starts selling preferred shares at RUB 107 per share On June 15, 2018 it was reported that Russian fertilizer producer Uralkali started placement of 150 mln preferred shares at RUB 107.04 per share. The shares are placed in favor of the current shareholders of the company, who owned more than 10% of common share stakes as of November 23, 2017, the date of closing of the register for an extraordinary general meeting. In December 2017, the shareholders of Uralkali approved delisting of shares from the , and decided to raise the company’s capital through a private placement of 50 mln preferred shares. According to the materials of the company as of October 20, 2017, Uralkali’s core owners were fertilizer producer UralChem with a 20% stake, Rinsoco Trading Co. Limited with a 20% stake, while quasi-treasury shares accounted for 54.77% of the equity and 5.23% was free-float. Earlier in June, the board of directors of Uralkali recommended paying no dividends on common shares and paying 10 kopecks per preferred share, or a total of no more than RUB 15 mln, in dividends for 2017. The record date for the dividends is preliminarily scheduled for July 10.

Rostelecom may start paying dividends twice per year On June 18, 2018 Mikhail Oseyevsky, President of Russian telecom operator Rostelecom, stated that the company would discuss with the government the possibility of paying dividends twice a year, and, if the initiative is approved, the first payments could be done on results of January-September. If the policy is supported, the first new payment could be done on the results of the first nine months of 2018 and could take place in the first quarter of 2019. The second part will be paid traditionally after an annual general meeting. Under Rostelecom’s new dividend policy, approved in March, it will distribute at least 75% of its free cash flow in dividends, or at least RUB 5 per common share, on results of 2018-2020. The firm will also spend at least 50% of the net profit calculated under International Financial Reporting Standards, but no more than 100% of this figure, on dividends.

MMK holders approve paying RUB 0.801 per share in January-March 2018 dividends On June 18, 2018 shareholders of Russia’s Magnitogorsk Iron and Steel Works (MMK) approved paying RUB 0.801 per share in dividends for January-March. Earlier in June, the shareholders approved paying RUB 0.806 per share in dividends for 2017. The company paid RUB 0.869 per share in dividends for January-June and RUB 1.111 per share in dividends for January-September. Under its dividend policy, MMK earmarks at least 50% of its free cash flow under International Financial Reporting Standards (IFRS) for dividends if its net debt/EBITDA ratio is below 1. Viktor Rashnikov, chairman of the board of directors, holds 84.3% in the company.

Rostelecom to pay RUB 14 bln in 2017 dividends On June 18, 2018 Rostelecom’s shareholders decided to pay RUB 14.05 bln in dividends for 2017, or 100% of its IFRS profit for the year. Each common and preferred share will pay RUB 5.05. The shareholders’ register will be closed on July 8. Rostelecom paid RUB 15 bln in dividends for 2016, or RUB 5.387 per common and preferred share.

Nizhnekamskneftekhim holders approve paying no dividends for 2017 On June 20, 2018 shareholders of Russian petrochemical company Nizhnekamskneftekhim approved paying no dividends for 2017. In 2017, the company’s net profit fell 5.6% to RUB 23.7 bln, as calculated under Russian Accounting Standards (RAS). The shareholders decided to allot RUB 10 bln of the net profit to finance the company’s strategic development program and leave the remaining net profit undistributed. TAIF Group holds 19.58% in the company, and Telekom-Management, a unit of TAIF, holds 55.82%. The company did not pay dividends for 2016 as well. TAIF CEO Albert Shigabutdinov that Nizhnekamskneftekhim plans to resume dividend payments next year.

Rosneft to pay RUB 6.65 per share in final dividends for 2017 On June 21, 2018 shareholders of Russian oil major Rosneft approved paying RUB 6.65 per share in final dividends for 2017. The total amount of dividends for 2017 will reach RUB 10.48 per share, including RUB 3.83 per share paid for January-June. The total payout will account for 50% of the company’s net profit under International Financial Reporting Standards (IFRS) for the year. In 2017, the net profit rose 27.6% on the year to RUB 222 bln. The record date is July 2. For 2016, Rosneft paid RUB 5.98 per share in dividends, which accounted for 35% of the IFRS net profit for the year.

Lukoil holders approve paying RUB 183 bln in total dividends for 2017 On June 21, 2018 shareholders of Russian oil major Lukoil have approved paying RUB 182.871 bln, or RUB 215 per share, in total dividends for 2017, including interim dividends paid earlier. The payment will account for 43.66% of the company’s net profit calculated under International Financial Reporting Standards (IFRS). Lukoil already paid RUB 85 per share in dividends for January-September 2017. Without interim dividends, dividends for 2017 amount to RUB 130 per share. The company paid RUB 196 per share in total dividends

3 for 2016. CEO Vagit Alekperov said in June 2017 he holds 24.8% in the company. In March, he said his stake in the company might grow to slightly over 26% as a result of redemption of a 10% treasury stake.

Eurobonds / DRs to delay Eurobonds in pounds due to poor market On June 14, 2018 it was announced that Russian gas giant Gazprom would postpone offering of Eurobonds denominated in British pounds due to unfavorable market conditions. Potential risks connected with the conflict with Naftogaz Ukrainy are also among the reasons. The company could take out loans if the situation on the market does not improve. The offering was planned for June.

Promsvyazbank says plans to buy back 2019 Eurobonds On June 15, 2018 it was stated that Russia’s Promsvyazbank would collect bids to buy back 2019 Eurobonds at USD 970 per security until June 21, and announce the results on June 22. Promsvyazbank placed the USD 250 mln issue of 3-year Eurobonds in 2016 through PSB Finance. The amount of Eurobonds in circulation is USD 188.4 mln.

Sberbank says no plans to delist from LSE, list on new bourses On June 18, 2018 it was reported that Russian national top lender Sberbank did not plan to delist its securities from the London Stock Exchange or enter new bourses.

Please be advised that the information presented in this newsletter is based on the following sources: National Settlement Depository (NSD); Clearstream Banking; Euroclear Bank; PRIME-TASS information agency; “Kommersant”, "Rossiyskaya Gazeta”, “Izvestiya, "Vedomosti”, “The Moscow Times“ newspapers, and others.

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