Share Capital
The authorized capital of the Company comprises
199,838,157.50
RUB
and is divided into 1,998,381,575 ordinary shares with par value of 0.1 rubles each. No preferred shares were placed.
Placed and declared shares in MTS PJSC as of December 31, 2022
| Share categories (types) | Quantity (pcs.) | Nominal value of one share (RUB) |
|---|---|---|
| Placed shares | ||
| Ordinary shares | 1,998,381,575 | 0.1 |
| Voting shares | 1,998,381,575 | 0.1 |
| Preferred shares | 0 | 0 |
| Declared shares | ||
| Ordinary shares | 100,000,000 | 0.1 |
Information about persons owning shares disposing of votes by shares being beneficiaries by shares in MTS PJSC as of December 31, 2021
| Number of ordinary shares | Share of authorized capital | |
|---|---|---|
| JSFC Sistema PJSC 1,2 | 841,019,563 | 42.085% |
| MGTS PJSC2 | 5,452,327 | 0.273% |
| Stream Digital LLC3 | 87,245,832 | 4.366% |
| Bastion LLC3 | 182,557,489 | 9.135% |
| MTS PJSC | 38,691,384 | 1.936% |
| Shares in free circulation | 843,414,980 | 42.205% |
| Total | 1,998,381,575 | 100% |
1 Stake of Sistema PJSFC also includes the stake of its subsidiary Sistema Telecom Assets LLC (11.03% shares of MTS PJSC).
2 Beneficiary owner of Sistema PJSFC, holding 49.2% of the authorized capital is Mr. Vladimir Petrovich Evtushenkov, citizen of the Russian Federation.
3 MGTS PJSC, Stream Digital LLC and Bastion LLC are subsidiaries of MTS PJSC.
Information on the number of shareholders
Total number of persons registered in the shareholder register of the issuer as of the end of 4th quarter of 2022: 982.
Total number of persons included in the list of persons compiled by the latter (as of 30.05.2022) having a right to exercise (implement) rights to shares in MTS PJSC and for compilation of which the nominal issuer’s shareholders presented data on persons, for whose benefit they owned (own) shares in MTS PJSC: 487,061.
The Management of MTS PJSC has no information1 about existing share ownership interests exceeding five percent of authorized capital of MTS PJSC apart from the above-mentioned.
1 Information is understood as the documented information received (transmitted) to the management
For updated information about the shareholder capital structure visit the Company’s website
Information about Securities
Shares
Shares of MTS PJSC are circulated on the leading Russian platform – Moscow stock exchange (MOEX: MTSS).
Federal Law No. 114-FZ dated April 16, 2022 obliged Russian companies to terminate their foreign depositary receipt programs, except in cases when the company obtained permission to continue the program from the Government Commission for the Control of Foreign Investments in the Russian Federation. In May 2022, MTS applied for permission to the Government Commission, which allowed MTS ADRs to continue its circulation outside of Russia until July 12, 2022 inclusive. Against the background of the closure of the ADR program, MTS depositary receipts have been delisted from the New York Stock Exchange since August 8, 2022.
The Company’s issued and placed shares are ordinary registered shares in the same par value.
The ordinary shares in MTS PJSC fixes for its owner (shareholder) a given volume of property rights, including the right to participate in the Company’s management, the right to obtain a portion of Company’s profits in the form of a dividend as well as the right to obtain a portion of the property left after Company’s liquidation.
2000
American Depositary Receipts (ADR) Tier 3 MTS are traded on the New York Stock Exchange (NYSE: MBT)бирже (NYSE: MBT)
October 3, 2003
Shares of MTS PJSC were included in the list of non-listed securities of the Moscow Interbank Currency Exchange
December 2003
Shares of MTS PJSC were included in “B” quotation list at MICEX
October 2010
Shares have been traded in “A1” quotation list
June 2014
Shares of MTS PJSC have been traded at the first level of MICEX securities list
August 8, 2022
MTS depositary receipts have been delisted from the New York Stock Exchange
MTS PJSC price and capitalization dynamics
rading platform: MOEX (Moscow), issuer code MTSS
Price and volume of shares in MTS PJSC (RUB), 2022
| MOEX | Price (RUB) |
|---|---|
| Minimum share price | 174.70 |
| Maximum share price | 304.55 |
| Average daily trade volume (mln pcs.) | 1.97 |
| Price as of December 31, 2022 | 236.4 |
Information about current lists and transaction prices
Dividends and Share Repurchase Program
History of dividend payment in 2022
In June, at the Annual General Meeting of Shareholders (AGMS), MTS shareholders approved annual dividends based on the Company’s financial results for 2021. Dividends amounted to 33.85 rubles per ordinary share, or a total of RUB 66.3 billion, including payments on quasi-treasury shares of MTS. Dividend payments for 2021 in the amount of RUB 48.2 billion ended on August 16, 2022.
In accordance with applicable Russian law, ADR holders get the right to pay dividends only after the conversion of depositary receipts into ordinary shares of MTS PJSC. As part of the depository agreement, the guaranteed period for converting ADRs into ordinary shares of MTS PJSC ended on January 12, 2023 (inclusive), and, according to our understanding, the depository may continue converting ADRs into ordinary shares and/or sell the unconverted shares to distribute the funds received among the ADR holders.
In January-February 2023, dividends were paid on ADRs converted after the cut-off date (July 12, 2022), in the amount of RUB 0.36 billion.
Dividends and buyback1
RUB bln
66.3
RUB bln
Total declared dividends in 2022
1 Dividend payment includes dividend paid on quasi-treasury stock. The amounts may vary due to rounding of individual digits.
More detailed information on payment of dividends is available on the MTS website
Bonds
MTS PJSC is one of the largest issuers of corporate bonds in Russia. The Company uses funds from bonds’ placement for debt portfolio refinancing and implementation of its investment program.
Bond issues/repayments in 2022
| RUB 10 billion | Issue of 001P-19 exchange-traded bonds with the circulation period of 3 years |
| RUB 10 billion | Issue of 001P-20 exchange-traded bonds with the circulation period of 4 years |
| RUB 10 billion | Issue of 001P-21 exchange-traded bonds with the circulation period of 4 years |
| RUB 20 billion | Issue of 001P-22 exchange-traded bonds with the circulation period of 2 years |
| RUB 15 billion | Issue of 001P-23 exchange-traded bonds with the circulation period of 2 years |
| RUB 10 billion | Bonds of series 001P-01 were fully redeemed |
| RUB 10 billion | Bonds of series 001P-17 were fully redeemed |
| RUB 5 billion | Bonds of series 001P-08 were fully redeemed |
| RUB 15 billion | Bonds of series 001P-03 were fully redeemed |
| RUB 10 billion | Bonds of series 001P-13 were fully redeemed |
Detailed information on previous bond issues can be found on the websites
https://ir.mts.ru/investors/debt/bond
http://www.disclosure.ru/issuer/7740000076/
Issue of bonds in 2022
| Issuer | Mobile TeleSystems Public Joint Stock Company |
|---|---|
| Security type | Exchange-traded non-convertible interest-bearing uncertificated exchange-traded bonds in bearer form subject to mandatory deposit of 001R-19 series |
| Coupon | Coupon 1–12 – 11.69% per annum |
| Placement price | 100% |
| Issue currency | Ruble |
| Issue amount | 10,000,000,000 |
| Placement date | May 11, 2022 |
| Date of maturity | May 07, 2025 |
| ISIN Reg No | RU000A104T04 |
| Offer | – |
| Issuer | Mobile TeleSystems Public Joint Stock Company |
|---|---|
| Security type | Exchange-traded non-convertible interest-bearing uncertificated exchange-traded bonds in bearer form subject to mandatory deposit of 001R-20 series |
| Coupon | Coupon 1–16 – 11.75% per annum |
| Placement price | 100% |
| Issue currency | Ruble |
| Issue amount | 10,000,000,000 |
| Placement date | May 06, 2022 |
| Date of maturity | May 01, 2026 |
| ISIN Reg No | RU000A104SU6 |
| Offer | – |
| Issuer | Mobile TeleSystems Public Joint Stock Company |
|---|---|
| Security type | Exchange-traded non-convertible interest-bearing uncertificated exchange-traded bonds in bearer form subject to mandatory deposit of 001R-21 series |
| Coupon | Coupon 1–16 – 9.65% per annum |
| Placement price | 100% |
| Issue currency | Ruble |
| Issue amount | 10,000,000,000 |
| Placement date | June 27, 2022 |
| Date of maturity | June 22, 2026 |
| ISIN Reg No | RU000A104WJ1 |
| Offer | – |
| Issuer | Mobile TeleSystems Public Joint Stock Company |
|---|---|
| Security type | Exchange-traded non-convertible interest-bearing uncertificated exchange-traded bonds in bearer form subject to mandatory deposit of 001R-22 series |
| Coupon | Coupon 1–8 – 8.3% per annum |
| Placement price | 100% |
| Issue currency | Ruble |
| Issue amount | 20,000,000,000 |
| Placement date | August 05, 2022 |
| Date of maturity | August 02, 2024 |
| ISIN Reg No | RU000A1051T3 |
| Offer | – |
| Issuer | Mobile TeleSystems Public Joint Stock Company |
|---|---|
| Security type | Exchange-traded non-convertible interest-bearing uncertificated exchange-traded bonds in bearer form subject to mandatory deposit of 001R-23 series |
| Coupon | Coupon 1–8 – 8.4% per annum |
| Placement price | 100% |
| Issue currency | Ruble |
| Issue amount | 15,000,000,000 |
| Placement date | December 21, 2022 |
| Date of maturity | December 18, 2024 |
| ISIN Reg No | RU000A105NA6 |
| Offer | – |
Interaction with Shareholders and Investors
The list of the main stakeholders of MTS PJSC includes shareholders, investors, employees, customers / subscribers, mass media, the state, local communities, business.
The current information disclosure system is built taking into account the requirements of listing rules of the Moscow and New-York stock exchanges, operates in the Company1.
1 Delisting took place from August 8, 2022
In accordance with the public availability principle the Company publishes information on significant events at the website of US Securities and Exchange Commission, of the Russian Information Agency (newsfeed), at the official website of MTS: for shareholders and investors in Russian and in English.
MTS also publishes other information on its official website. The “For investors and shareholders” section includes internal corporate documents, annual reports, sustainability reports, materials for shareholder meetings, information on the registrar and auditor, information on dividend policies, financial reporting under IFRS and RAS, quarterly disclosures of MTS Group results in the form of a press release and presentation, instructions on the completion of the ADR program and conversion of depositary receipts into ordinary shares.
In 2022, the MTS IR team issued more than 50 press releases and blog posts, took part in conferences organized by investment banks, as well as analytical community for retail investors.
Company’s management and IR-team are continuously improving their interaction with investors and shareholders, using the best experience of other companies and monitoring the latest legislation changes and key standards in this area.
In case of questions related to MTS activities, investors may contact the services on interaction with shareholders and relations with investors.
Contact information for investors and shareholders:
Corporate Governance Development of MTS PJSC:
Phone: +7 (495) 911 65 55
Fax: +7 (495) 911 65 69
E-mail: shareholder@mts.ru
Corporate Governance Development of MTS PJSC:
Phone: +7 (495) 223 20 25
E-mail: ir@mts.ru
Investor’s calendar for 2023
The investor’s calendar is posted on the MTS website
Issues of interest for investors in 2022м
Macroeconomic matters:
- main macroeconomic parameters and their impact on the company’s business
Industrial matters:
- competitive environment;
- pricing policy;
- telecom industry support measures;
- procurement of equipment
Matters related directly to the company’s business and performance:
- ecosystem development strategy;
- results of Telecom, Fintech, Media and Retail verticals;
- launch of new services and products, partnerships;
- allocation of tower assets and potential sale;
- debt load of the Company;
- capital investment in the development of the network and digital ecosystem;
- dividend policy;
- closure of the ADR program and conversion of depositary receipts into ordinary shares of MTS