REG-TCS Group Holding PLC TCS Group Holding PLC: TCSGH PLC announces termination of pre-IPO Shareholders' Agreement <Origin Href="QuoteRef">TCSq.L</Origin>

TCS HoldingAnnouncement

27/12/2017 07:35

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   TCS Group Holding PLC (TCS)
   TCS Group Holding PLC: TCSGH PLC announces termination of pre-IPO
   Shareholders' Agreement

   27-Dec-2017 / 08:31 CET/CEST
   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   TCSGH PLC announces termination of pre-IPO Shareholders' Agreement

    

   Moscow, Russia - 27 December 2017. TCS Group Holding PLC (TCS LI) (the
   "Group"), Russia's leading provider of online retail financial services
   via its Tinkoff.ru financial supermarket, announces that it has been
   informed by Tadek Holding & Finance SA, a significant shareholder
   controlled by founder Oleg Tinkov, that the Group's shareholders'
   agreement of 22 October, 2013 has terminated.

    

   The shareholders' agreement was made between Tadek Holding & Finance SA
   and four other companies controlled by Oleg Tinkov, and four additional
   pre IPO investors, (1)  ELQ Investors II Limited (ELQ), an entity wholly
   owned by The Goldman Sachs Group, Inc., (2) Vostok Emerging Finance
   (Cyprus) Limited (VEF) (following a reorganization from the original party
   Vostok Komi (Cyprus) Limited), (3) Rousse Nominees Limited (BV) a nominee
   company holding interests for limited partnerships comprising Baring
   Vostok Private Equity Fund IV, and (4) Lorimer Ventures Limited (Lorimer),
   an entity wholly owned by Emerging Europe Growth Fund II LLP, managed by
   its general partner Horizon Capital GP II LLC.

    

   Lorimer had already ceased to be a party to the Shareholders' Agreement on
   disposing of its entire interest in the Group. While ELQ, VEF and BV do
   remain significant shareholders and/or GDR holders in the Group, the
   Shareholders' Agreement automatically terminated when their aggregate
   holdings fell below 10%.

    

   Fuller details of the Shareholders' Agreement can be found under 'General
   Information' paragraph 9.9 (pages 247-248) in the Group's IPO Prospectus
   of 22 October, 2013, on the Group's website www.tinkoff.ru/eng  

    

   For enquiries:
   Tinkoff Bank                  Tinkoff Bank

   Darya Ermolina                Larisa Chernysheva
   Head of PR
                                 IR Department
   + 7 495 648-10-00 (ext. 2009)
                                 + 7 495 648-10-00 (ext. 2312)
    1 d.ermolina@tinkoff.ru
                                  2 ir@tinkoff.ru
    
                                  

    

    

   About the Group

    

   TCS Group Holding PLC is an innovative provider of online retail financial
   services operating in Russia through a high-tech branchless platform. TCS
   Group includes Tinkoff Bank, mobile virtual operator network Tinkoff
   Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of
   development hubs across Russia.

    

   The Group was founded in 2006 by the Russian entrepreneur Oleg Tinkov and
   has been listed on the London Stock Exchange since October 2013.

    

   With no retail branches, the Group serves its customers remotely via
   online channels and its call centre, and operates a network of over 1,800
   representatives to ensure smooth delivery of its products. The network
   covers all of Russia and allows next day delivery to most customers.

    

   The Group's key business is Tinkoff Bank, Russia's first and only direct
   bank offering both own brand and partner retail financial services via its
   Tinkoff.ru platform. The product range includes daily banking (credit and
   debit cards, payments, money transfers), savings, investments, loyalty
   programmes, travel services, SME services, mortgage platform, and
   insurance. With its special focus on mobile business, the bank offers
   mobile applications both for its customer base (Mobile Bank) and beyond it
   (Traffic Fines, MoneyTalk, Card 2 Card instant money transfers).

    

   As at 1 October 2017, the bank was the second largest player in the
   Russian credit card market, with a market share of 11.6%. The 9M 2017 IFRS
   net income of TCS Group Holding PLC amounted to RUB 12.6 bn, ROE stood at
   48.8%.

    

   Banki.ru, Russia's largest financial news portal, named Tinkoff Bank the
   Bank of the Year 2016. In October 2016 Tinkoff Bank was named the largest
   independent global direct bank by Frost & Sullivan. In 2015 and 2016, the
   Global Finance magazine named Tinkoff Bank as the Best Consumer Digital
   Bank in Russia. In 2016, the bank also won Global Finance's Best
   Integrated Consumer Bank Site award and was named the Best Digital Bank in
   the CEE by Euromoney. The bank's mobile application was recognised as the
   best in Russia by Markswebb Rank & Report for three consecutive years in
   2014, 2015 and 2016, and by Deloitte for four consecutive years from 2013
   to 2016.

    

   Forward-looking statements

    

   Some of the information in this announcement may contain projections or
   other forward-looking statements regarding future events or the future
   financial performance of the Group and Tinkoff Bank. You can identify
   forward looking statements by terms such as "expect", "believe",
   "anticipate", "estimate", "intend", "will", "could," "may" or "might", the
   negative of such terms or other similar expressions. The Group and Tinkoff
   Bank wish to caution you that these statements are only predictions and
   that actual events or results may differ materially. The Group and Tinkoff
   Bank do not intend to update these statements to reflect events and
   circumstances occurring after the date hereof or to reflect the occurrence
   of unanticipated events. Many factors could cause the actual results to
   differ materially from those contained in projections or forward-looking
   statements of the Group and Tinkoff Bank, including, among others, general
   economic conditions, the competitive environment, risks associated with
   operating in Russia, rapid technological and market change in the
   industries the Group operates in, as well as many other risks specifically
   related to the Group, Tinkoff Bank and their respective operations.

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   ISIN:          US87238U2033
   Category Code: MSCH
   TIDM:          TCS
   LEI Code:      549300XQRN9MR54V1W18
   Sequence No.:  5056


    
   End of Announcement EQS News Service

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   641851  27-Dec-2017 

    3 fncls.ssp?fn=show_t_gif&application_id=641851&application_name=news&site_id=reuters6

References

   Visible links
   1. mailto:d.ermolina@tinkoff.ru
   2. mailto:ir@tcsbank.ru


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