Results of the Extraordinary General Meeting of Shareholders
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, OR TO ANY PERSON IN, THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR IN OR INTO, OR TO ANY PERSON IN, ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH JURISDICTION.
Moscow, Russia, 30 December 2022 – Detsky Mir Group (“Detsky Mir” or the “Company”, MOEX: DSKY), a specialised retailer and the leader in the children’s goods sector in Russia and Kazakhstan, announces that the Extraordinary General Meeting of Shareholders (“EGM”), held on 29 December 2022, resolved to approve the new Charter of the PJSC Detsky Mir and the reorganisation of PJSC Detsky Mir in the form of a spin-off of LLC DM as a subsidiary operating company (the “Reorganisation”).
Voting results:
- 405 364 317 votes held by PJSC Detsky Mir shareholders who participated in the meeting (54.85% of the total number of votes). The required quorum was present for all EGM agenda items.
- 396 882 150 votes were in favor of new version of PJSC Detsky Mir’s Charter (97.91% of the number of votes held by EGM participants voting on this agenda item).
- 396 878 100 votes were in favor of the reorganization of PJSC Detsky Mir into LLC DM through a spin-off. (97.91% of the number of votes held by EGM participants voting on this agenda item).
Shareholders of PJSC Detsky Mir, who did not participate in voting on the Reorganisation or vote “against”, will be entitled to demand redemption of their shares at a price RUB 71.50 per ordinary share. The amount of funds that PJSC Detsky Mir may spend on the redemption of shares will not exceed 10% of the net assets value of PJSC Detsky Mir as of the EGM date (currently 10% of the net assets value amounts to approximately RUB 1.6 billion). If the number of shares tendered for redemption exceeds the number of shares that may be redeemed in accordance with the above limit, the shares will be redeemed from the shareholders pro rata to the tendered shares.
For additional information:
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041