Changes to the Board of Directors
Moscow, Russia, 9February 2023 – 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 non-executive director Mikhail Stiskin resigned from the Board of Directors of the Company on 9 February 2023.
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
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NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, OR TO ANY PERSON IN, THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH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
Launch of a buyback programme
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, 14 November 2022 – Detsky Mir Group (the “Company”, MOEX: DSKY), a specialised retailer and the leader in the children’s goods sector in Russia and Kazakhstan, announces that the Board of Directors of the Company unanimously approved today a launch of an open market buyback programme (the “Programme”) of its ordinary shares (“Shares”) listed on the Moscow Exchange totaling up to RUB 3.0 billion over a six-months period unless extended or terminated by the Company earlier.
This decision was driven by the sharply increased volatility in the Company’s shares over the course of the last several trading sessions.
The purchases of Shares under the Programme will be made for the account of «DM Capital» LLС a direct wholly-owned subsidiary of the Company by broker or brokers.
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
Notice of EGM
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, 14 November 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 Board of Directors of the Company (the “Board”) has resolved to convene the Extraordinary General Meeting of Shareholders of “PJSC Detsky Mir” (“EGM”)
Date of the EGM: 29 December 2022
Agenda:
- Approval of the new Charter of the PJSC Detsky Mir.
- The reorganisation of PJSC Detsky Mir in the form of a spin-off of LLC DM as a subsidiary operating company (the “Reorganisation”).
Format of EGM: Absentee voting.
Ballot submission deadline: 29 December 2022
Record date (the date of drawing up the list of persons entitled to participate in the EGM): 28 November 2022
Shareholders of PJSC Detsky Mir, who do 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. This represents the weighted average price of PJSC Detsky Mir shares that was derived from the results of MOEX trading sessions for the month preceding the release date for the Board agenda to be considered on 7 November 2022.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
Changes to the Board of Directors
Moscow, Russia, 21 October 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 non-executive director Dmitry Klenov resigned from the Board of Directors of the Company on 15 October 2022.
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Changes to the Board of Directors
Moscow, Russia, 7 October 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 non-executive director Pavel Grachev resigned from the Board of Directors of the Company on 28 September 2022.
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Detsky Mir’s Board of Directors Elected Chairman
Moscow, Russia, 16 September 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 held the Board meeting where a non-executive director,Vladimir Klimanov was elected as Chairman of the Board of Directors of the Company.
Detsky Mir recaps that independent director Maria Gordon, served as the Chairwoman of the Board of Directors, has decided to resign from the Board of Directors of the Company.
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Changes to the Board of Directors
Moscow, Russia, 13 September 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 Independent Director Tony Maher has decided to resign as Chairman of the Audit Committee of the Board of Directors and to withdraw from the Board of Directors of the Company.
A new Chairperson of the Audit Committee of the Board of Directors will be elected at the next Board meeting.
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Changes to the Board of Directors
Moscow, Russia, 9 September 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 Maria Gordon has decided to resign as Chairwoman of the Board of Directors and to withdraw from the Board of Directors of the Company.
A new Chairperson of the Board of Directors will be elected at the next Board meeting.
Maria Davydova, CEO of PJSC Detsky Mir:
“We are very grateful to Maria for her valuable work as the Chairwoman of the Board of Directors. She made a significant contribution both to the strategic development of the Company and to the development of our corporate governance procedures.”
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
Detsky Mir Announces AGM Results
Moscow, Russia, 1 July 2022 – PJSC Detsky Mir (“Detsky Mir” or the “Company”, MOEX: DSKY) announces the results of its Annual General Meeting of Shareholders (AGM), which took place on 30 June 2022.
Detsky Mir’s shareholders elected a new Board of Directors, including four independent directors:
1. Andrey Anischenko (independent director)
2. Maria Volodina (executive director)
3. Maria Gordon (independent director)
4. Pavel Grachev (non-executive director)
5. Maria Davydova (executive director)
6. Dmitry Klenov (non-executive director)
7. Vladimir Klimanov (non-executive director)
8. Tony Maher (independent director)
9. Alexander Shevchuk (independent director)
10. Mikhail Stiskin (non-executive director)
The Chairperson of the Board of Directors, as well as members of the Board committees, will be determined at the next meeting of the Board.
In addition, the AGM approved the following items: the Annual Report and Accounting Report for FY 2021, as well as the appointment of AO “Business Solutions and Technologies” as auditor for 2022. Detsky Mir’s shareholders also approved the amended Articles of Association.
The Company’s AGM decided to forego a distribution of a final dividend for FY 2021. This brought the total dividends paid in 2021 to RUB 3.8 bn or RUB 5.20 per ordinary share.
For additional information:
Natalya Rychkova
Head of Public Relations
+7 495 781 0808, ext. 2041 NRychkova@detmir.ru
Nikita Moroz
Head of Investor Relations
Tel.: + 7 495 781 08 08, ext. 2315
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