MOSCOW: VTB Group announced intention to sell approximately 17.28% of ordinary shares of PJSC Magnit.

Up to 5.15% will be offered through an accelerated bookbuilding process. It is expected that the remaining 12.13% of the company’s shares will be sold to Marathon Group at a price determined in the offering.

VTB Group has agreed to sell 12.13% of ordinary shares of PJSC “Magnit” to Marathon Group in the Private Sale.

The price per share in the private sale will be equal to the price determined in the Offering through accelerated bookbuilding. VTB Capital is acting as a financial adviser with respect to the Private Sale.

As a result of the transaction VTB Group intends to fully divest its stake in PJSC Magnit. Following the acquisition of 12.13% stake in PJSC “Magnit” Marathon Group will increase its stake in the Company to 29%, becoming the largest shareholder of Magnit.

The Transaction structure contemplates that voting rights with respect to 4% of PJSC “Magnit” shares currently pledged under a repurchase agreement will be transferred to Marathon Group following the receipt of the requisite approval from the Federal Antimonopoly Service.

Marathon Group intends to apply for such approval following the Transaction. Until then, Marathon Group will hold voting rights with respect to 25% of PJSC “Magnit” share capital.

Marathon Group considers acquisition of the Company’s shares as long-term investment and has agreed not to dispose of shares of PJSC “Magnit” for a period of one year, subject to customary exceptions. Marathon Group does not intend to increase its stake in the Company to controlling, and it is committed to maintain a majority of the Board of Directors comprised of independent directors.

Yuri Soloviev, First Deputy President and Chairman of VTB Bank Management Board commented: Since VTB Group became a shareholder of PJSC “Magnit” in 2018, a high-quality management team has been assembled and strives to improve the financial and operational metrics of the Company.

The Company has completed several strategic deals, including the acquisition of “Dixy”, one of the largest retail chains in Russia.

Magnit has launched a loyalty programme, which now counts more than 55 million members. This makes it one of the largest loyalty programmes in the country.

The Company has also started active development of an e-commerce offering, including partnerships and own delivery.

Over the last three years, Magnit’s revenue has increased by 30%. In 2021, a new strategy for the next 5 years has been adopted: the Company plans to further enhance its consumer-oriented approach, expand its online sales channel and focus on profitable growth.

As a financial investor, VTB Group has completed its investment cycle and welcomes the decision of Magnit’s largest private shareholder to take part in the Transaction.

Marathon Group has significant experience in the Russian consumer sector and deep expertise in retail. As a key shareholders for the last several years, Marathon Group actively supported the Company in shaping and implementing its new strategy. This significant increase of Marathon Group’s stake in the Company will be beneficial for all Magnit’s shareholders.

Following the completion of the Transaction, VTB Group intends to maintain a partnership approach with Magnit and continue cooperation on existing projects.