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TCS Group Holding PLC (TCS) 19-Aug-2019 / 13:04 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: PDMR TransactionsLimassol, Cyprus - 19 August 2019\. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online retail financial and lifestyle services via its Tinkoff financial ecosystem, has been notified of transactions by Sergey Pirogov, Head of Corporate Finance of Tinkoff and the Group's PDMR.The dealing was made in accordance with irrevocable dealing instructions approved on 12 July 2019. Details of the transactions are in the document attached. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stands at 64.4%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * *Attachment Document title: Details of the transactions Document: http://n.eqs.com/c/fncls.ssp?u=ALUFMNTIGM * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 17216 EQS News ID: 859511 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 26-Jul-2019 / 18:02 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Statement on Tinkoff Bank's RAS Financial Highlights for January - June 2019Moscow, Russia - 26 July 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today announces Tinkoff Bank's unaudited RAS financial highlights for January - June 2019. For the six months of 2019, net income stood at RUB 11.5bn, which is attributed to growth of net interest income, stable cost of funding, good quality of the loan portfolio and growth of revenue from new business lines. It should be noted that the RAS net income figure is not a reliable indicator of IFRS net income for the same period. There is a very low correlation between financial results under the two reporting standards as a result of significant accounting differences. Therefore, RAS figures should not be used as the basis for conclusions on forthcoming IFRS results. The gross loan portfolio amounted to RUB 339bn representing an increase of 75% y-o-y. The net loan portfolio amounted to RUB 292bn having increased by 79% y-o-y and constituted 66% of total assets (53% at year-end 2018). Retail customer accounts stood at RUB 274bn. Tinkoff Bank continued to retain substantial liquidity: the CBR N2 ratio stood at 38% (minimum requirement: 15%), and the CBR N3 ratio was 106% (minimum requirement: 50%). Retail customer accounts constituted 72% of total liabilities. Total assets increased by 51% y-o-y to RUB 440bn. As of 1 July 2019, total capital including retained profits (based on Form 123) amounted to RUB 78.2bn. The CBR N1 capital adequacy ratio was 11.15%. Core Capital Adequacy Ratio (N1.1) was 7.72% and Main Capital Adequacy Ratio (N1.2) was 10.42%. Note on RAS results Please note that the figures in this press release are calculated in accordance with Tinkoff Bank's internal methodology which is available at: http://static.tinkoff.ru/documents/eng/investor-relations/ras-methodology.pdf RAS results are not a reliable indicator of IFRS results due to significant accounting differences that make a direct read-across from RAS to IFRS results impossible. The main differences between RAS and IFRS are: * Consolidated results under IFRS include a number of additional items and results of its subsidiaries * Accrual of expenses under IFRS * Timing differences in accounting for restructured loans ('instalments') and loans going through courts * The effect from the revaluation of currency derivative instruments * The effect of deferred income tax. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: MSCL TIDM: TCS LEI Code: 2534000KL0PLD6KG7T76 Sequence No.: 14837 EQS News ID: 847641 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 22-Jul-2019 / 12:35 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: Notification of 2Q and 1H 2019 IFRS Results and Conference Call Limassol, Cyprus \- 22 July 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff ecosystem, will announce its 2Q and 1H 2019 IFRS results for the period ended 30 June 2019 on Tuesday, 20 August 2019.The management team will host an investor and analyst conference call at 15.00 UK time (17.00 Moscow time, 10.00 U.S. Eastern Daylight Time), on Tuesday, 20 August 2019.The press release, presentation and financial statements will be available on the Tinkoff website at https://www.tinkoff.ru/eng/ir/financials/quarterly-earnings/To participate in the conference call, please use the following access details:Conference ID 5472536 Russian Federation +7 495 646 9190 United Kingdom +44 (0)330 336 9411 United States of America +1 929-477-0402 A live webcast of the presentation will be available at https://webcasts.eqs.com/tcsgroup20190820 Please register approximately 10 minutes prior to the start of the call. For enquiries: Tinkoff Darya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff Larisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4%. The Q1 2019 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn. ROE - 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). 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. * * * ISIN: US87238U2033 Category Code: NOR TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 14177 EQS News ID: 844577 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 22-Jul-2019 / 12:23 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: Notice of AGM Limassol, Cyprus - 22 July 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff ecosystem today announces that its Annual General Meeting of Shareholders (AGM) will take place at 11.30am on Friday 16 August 2019 at the Group's registered office, 5th floor, 25 Berengaria, Spyrou Araouzou 25, 3036 Limassol, Cyprus.The AGM agenda includes:\- Re-appointment of PricewaterhouseCoopers Limited, Cyprus as Auditors of the Group and authorisation of the Board of Directors to determine their remuneration in accordance with their terms of engagement;\- Re-appointment of Mr. Martin Cocker as a director of the Group;\- Approval of remuneration of the members of the Board of Directors;\- Granting of authority to the Board of Directors to buy back class A shares or interests in class A shares including global depository receipts in the Group;The record date for the AGM is 14 August 2019.The Notice of AGM and Form of Proxy are available on the Group's websites at www. tcsgh.com.cy and https://www.tinkoff.ru/eng/.A copy of the 2018 Annual Report, published on 30 April 2019, has been submitted to the Financial Conduct Authority in the United Kingdom via the National Storage Mechanism and is available for inspection at www.morningstar.co.uk/uk/nsmThe Annual Report is also available on the Group's websites at www.tcsgh.com.cy and https://www.tinkoff.ru/eng/ir/financials/annual-reports/ For enquiries: Tinkoff Darya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff Larisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4%. The Q1 2019 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn. ROE - 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). 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. * * * ISIN: US87238U2033 Category Code: AGM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 14176 EQS News ID: 844563 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 02-Jul-2019 / 19:43 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY LAWTHE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAINInformation contained herein in respect of the Global Depositary Receipts is not intended for any persons located within the territory of the Russian Federation, who are not "qualified investors" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation, or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent they are otherwise permitted to access such information under Russian law. Please see the important notice at the end of this announcement.TCS GROUP HOLDING PLC (THE "COMPANY") ANNOUNCES COMPLETION OF THE OFFERING OF 16,666,667 GLOBAL DEPOSITARY RECEIPTS REPRESENTING INTERESTS IN CLASS A SHARES OF THE COMPANY (THE "OFFERING")Limassol, Cyprus \- 2 July 2019TCS GROUP HOLDING PLC (the "Company"), which together with its consolidated subsidiaries, including Tinkoff Bank, is Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, announces that it has today sold 16,666,667 global depositary receipts (the "GDRs") representing interests in Class A shares of the Company at a price of USD 18.00 per GDR, raising aggregate gross proceeds of USD 300,000,006. The Company intends to use the proceeds it receives from the Offering to increase Tinkoff Bank's capital adequacy position, whether by subscribing for new ordinary shares in the share capital of Tinkoff Bank through a closed subscription and/or by any other means deemed appropriate by the Company's management for such purpose.Following the completion of the Offering, Mr. Oleg Tinkov holds 40.4 per cent of the Company's share capital and any of the Company's shares and global depositary receipts held directly or indirectly by Mr. Tinkov or by the Company are subject to a lock-up through 31 December 2019, subject to customary exceptions. Morgan Stanley & Co. International plc has acted as global coordinator and joint bookrunner in connection with the Offering (the "GC"). Renaissance Securities (Cyprus) Limited, Sberbank CIB (UK) Limited and UBS Europe SE have acted as joint bookrunners (together with the GC, the "JBRs").Important Notice:The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. This announcement has not been approved by any competent regulatory authority.Members of the general public are not eligible to take part in the Offering. This announcement and any offer of securities to which it relates are only addressed to and directed at (1) in any Member State of the European Economic Area, persons who are "qualified investors" within the meaning of article 2(1)(e) of EU Directive 2003/71/EC (as amended by directive 2010/73/EU to the extent implemented in the relevant Member State and Regulation EU 2017/1129) and any relevant implementing measures (the "Prospectus Directive"); and (2) in the United Kingdom, persons who (i) have professional experience in matters relating to investments who fall within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); (ii) fall within Article 49(2)(a) to (d) of the Order; or (iii) are persons to whom an offer of the Offering GDRs may otherwise lawfully be made (all such persons referred to in (1) and (2) together being referred to as "relevant persons"). The information regarding the offering set out in this announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement and any offer of securities to which it relates are only being addressed to and are only directed at persons in Cyprus who are "Professional Clients" as defined in the Investment Services and Activities and Regulated Markets Law 2017 (the "Professional Clients"). Any investment activity to which the announcement relate is only available to and will only be engaged with Professional Clients. Any person who is not a Professional Client should not act or rely on this announcement.This announcement does not, and shall not, in any circumstances constitute a public offering, nor an offer to sell or to subscribe for, nor a solicitation to offer to purchase or to subscribe for securities in any jurisdiction. The distribution of this announcement and the offering or sale of the Offering GDRs in certain jurisdictions may be restricted by law. No action has been taken by the Company (or any affiliates thereof) or the JBRs or any of their affiliates that would, or which is intended to, permit a public offer of the Offering GDRs in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Offering GDRs in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company, the JBRs to inform themselves about and to observe any applicable restrictions.With respect to the member states of the European Economic Area which have implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the Offering GDRs sold by the Company requiring the publication of a prospectus in any Relevant Member State. As a consequence, the Offering GDRs may only be offered or sold in any Relevant Member State pursuant to an exemption under the Prospectus Directive.This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of securities in the United States, Canada, Australia or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.The Offering GDRs have not been, and will not be, registered under the US Securities Act, or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia or Japan. The Offering GDRs may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the Offering GDRs in the United States or elsewhere.The Offering GDRs have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.Investors should not subscribe for or purchase any Offering GDR except on the basis of information in the offering memorandum (the "Offering Memorandum"). Investors are able to obtain a copy of the Offering Memorandum from http://tcsgh.com.cy/. The Offering Memorandum has not and will not be approved by the United Kingdom Financial Conduct Authority as a prospectus prepared in accordance with the prospectus rules made under section 73A of the Financial Services and Markets Act 2000, or by any other regulatory authority.The information with respect to the Offering GDRs contained herein is not for release, publication or distribution in whole or in part in or into the Russian Federation subject to certain exceptions. These written materials are not, and under no circumstances are to be construed as, a public offer or advertising or an invitation to make offers to sell, purchase, exchange or otherwise transfer or dispose of any securities, including securities of foreign issuers, or other financial instruments in the Russian Federation within the meaning of Russian securities laws or to or for the benefit of any persons or entities resident, incorporated, established or having their usual residence in the Russian Federation, or to or for the benefit of any person located within the territory of the Russian Federation, who, in respect of the Offering GDRs, is not a "qualified investor" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent the recipients are otherwise permitted to access such information under Russian law. The Offering GDRs referred to herein have not been registered in Russia or admitted to placement and/or public circulation in the Russian Federation and the information contained herein is not to be made publicly available in the Russian Federation or passed on to third parties in the Russian Federation, unless otherwise permitted under Russian law. The securities are not intended for "offering", "placement" or "circulation" (each as defined in Russian securities laws) in the Russian Federation, except as permitted by Russian law.This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect TCS Group Holding PLC's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Group's business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made.Each of the JBRs and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.Morgan Stanley & Co. International plc and Sberbank CIB (UK) Limited are authorised by the Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by the PRA and Financial Conduct Authority ("FCA"). Renaissance Securities (Cyprus) Limited is authorised and regulated by Cyprus Securities and Exchange Commission. UBS Europe SE is authorised and regulated by the Bundesanstalt Für Finanzdienstleistungsaufsicht (BaFin) and the European Central Bank (ECB). The JBRs are acting exclusively for TCS Group Holding PLC and no-one else in connection with the Offering and will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than TCS Group Holding PLC for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.In connection with the Offering, the JBRs and any of their affiliates, may take up a portion of the Offering GDRs in the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Offering GDRs and other securities of TCS Group Holding PLC or related investments in connection with the Offering or otherwise. Accordingly, references in the Offering Memorandum to the Offering GDRs being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, the JBRs and any of their affiliates acting in such capacity. In addition, the JBRs and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the JBRs and any of their affiliates may from time to time acquire, hold or dispose of the Offering GDRs. The JBRs do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.None of the JBRs or any of their respective affiliates, or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for the contents of this announcement or for any statement made or purported to be made by it, or on its behalf, in connection with TCS Group Holding PLC or the Offering. The JBRs and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract, or otherwise which they might otherwise have in respect of such announcement or any such statement and for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. No representation or warranty express or implied, is made by any of the JBRs or any of their respective affiliates as to the truth, accuracy, completeness, reasonableness, verification or sufficiency of the information set out in this announcement (or whether any information has been omitted from the announcement) or any other information relating to TCS Group Holding PLC, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)media@tinkoff.ruPR@tcsgh.com.cyTinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ruIR@tcsgh.com.cy About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: IOE TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 12122 EQS News ID: 835121 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 01-Jul-2019 / 11:10 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Tinkoff PDMRs acquire GDRs as part of the USD300 million offering Limassol, Cyprus \- 1 July 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, has been notified of transactions in its GDRs by the Group's PDMRs as part of the USD300 million offering. The following PDMRs acquired GDRs as part of the offering: Oleg Tinkov, Chairman of the Board of Directors of Tinkoff Bank, Oliver Hughes, CEO of Tinkoff Bank, Stanislav Bliznyuk, COO of Tinkoff Bank, Sergey Pirogov, Head of Corporate Finance of Tinkoff Bank, Ilya Pisemsky, CFO of Tinkoff Bank, George Chesakov, CEO of Tinkoff Mobile, and Viacheslav Tsyganov, Chief Information Officer of Tinkoff Bank.Details of the transactions are in the document attached. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stands at 64.4%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * *Attachment Document title: Details of the transactions Document: http://n.eqs.com/c/fncls.ssp?u=YKJKCLOPNU * * * ISIN: US87238U2033 Category Code: POS TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 11871 EQS News ID: 833647 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 27-Jun-2019 / 19:17 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY LAWTHE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAINInformation contained herein in respect of the Global Depositary Receipts is not intended for any persons located within the territory of the Russian Federation, who are not "qualified investors" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation, or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent they are otherwise permitted to access such information under Russian law. Please see the important notice at the end of this announcement.TCS GROUP HOLDING PLC (THE "COMPANY") ANNOUNCES PRICING FOR THE OFFERING OF APPROXIMATELY 16.7 MILLION GLOBAL DEPOSITARY RECEIPTS REPRESENTING INTERESTS IN CLASS A SHARES OF THE COMPANY (THE "OFFERING")Limassol, Cyprus \- 27 June 2019TCS GROUP HOLDING PLC (the "Company"), which together with its consolidated subsidiaries, including Tinkoff Bank, is Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, announces the successful pricing of its announced offering (the "Offering") of approximately 16.7 million global depositary receipts (the "GDRs") representing interests in its Class A shares (1 global depository receipt = 1 Class A Share) (the "Offer Price"). * The Offer Price has been set at USD18.00 per GDR. * The Offering comprises approximately 16.7 million GDRs (the "Offering GDRs"), or USD300 million. * The closing and settlement are expected to be completed on 2 July 2019. * Following the Offering, Mr. Oleg Tinkov will hold 40.4% per cent of the Company's enlarged share capital. * Any of the Company's shares and global depositary receipts held directly or indirectly by Oleg Tinkov or by the Company will be subject to a lock-up through 31 December 2019, subject to customary exceptions. * The Company intends to use the proceeds it receives from the Offering to increase Tinkoff Bank's capital adequacy position, whether by subscribing for new ordinary shares in the share capital of Tinkoff Bank through a closed subscription and/or by any other means deemed appropriate by the Company's management for such purpose. * The GDRS were offered in the United States to QIBs in reliance on Rule 144A, or another exemption from the registration requirements of the Securities Act, and outside the United States in offshore transactions in reliance on Regulation S. * Morgan Stanley & Co. International plc has acted as global coordinator in connection with the Offering (the "GC"). Renaissance Securities (Cyprus) Limited, Sberbank CIB (UK) Limited and UBS Europe SE have acted as joint bookrunners (the "JBRs"). * The Company's global depositary receipts are admitted to listing to the official list of the United Kingdom Financial Conduct Authority and the London Stock Exchange plc.Oliver Hughes, CEO of Tinkoff Bank, commented:"We would like to sincerely thank our investors, existing and new, for their support in this capital raise. We had tremendous interest in this SPO and the book was heavily oversubscribed with investors coming from a variety of regions, including a strong demand from the US. This shows the confidence that investors have in Tinkoff's ability to develop its business, grow profitably and continue attracting millions of new customers. This capital raise is all about quality growth while maintaining ample capital buffers and we look forward to updating the market as we build the business into the future. If you have the right brand, business model, technology, distribution and team, Russia is a truly excellent market to be in."Important Notice:The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. This announcement has not been approved by any competent regulatory authority.Members of the general public are not eligible to take part in the Offering. This announcement and any offer of securities to which it relates are only addressed to and directed at (1) in any Member State of the European Economic Area, persons who are "qualified investors" within the meaning of article 2(1)(e) of EU Directive 2003/71/EC (as amended by directive 2010/73/EU to the extent implemented in the relevant Member State and Regulation EU 2017/1129) and any relevant implementing measures (the "Prospectus Directive"); and (2) in the United Kingdom, persons who (i) have professional experience in matters relating to investments who fall within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); (ii) fall within Article 49(2)(a) to (d) of the Order; or (iii) are persons to whom an offer of the Offering GDRs may otherwise lawfully be made (all such persons referred to in (1) and (2) together being referred to as "relevant persons"). The information regarding the offering set out in this announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement and any offer of securities to which it relates are only being addressed to and are only directed at persons in Cyprus who are "Professional Clients" as defined in the Investment Services and Activities and Regulated Markets Law 2017 (the "Professional Clients"). Any investment activity to which the announcement relate is only available to and will only be engaged with Professional Clients. Any person who is not a Professional Client should not act or rely on this announcement.This announcement does not, and shall not, in any circumstances constitute a public offering, nor an offer to sell or to subscribe for, nor a solicitation to offer to purchase or to subscribe for securities in any jurisdiction. The distribution of this announcement and the offering or sale of the Offering GDRs in certain jurisdictions may be restricted by law. No action has been taken by the Company (or any affiliates thereof) or the GC or the JBRs or any of their affiliates that would, or which is intended to, permit a public offer of the Offering GDRs in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Offering GDRs in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company, the GC and the JBRs to inform themselves about and to observe any applicable restrictions.With respect to the member states of the European Economic Area which have implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the Offering GDRs sold by the Company requiring the publication of the offering memorandum in any Relevant Member State. As a consequence, the Offering GDRs may only be offered or sold in any Relevant Member State pursuant to an exemption under the Prospectus Directive.This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of securities in the United States, Canada, Australia or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.The Offering GDRs have not been, and will not be, registered under the US Securities Act, or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia or Japan. The Offering GDRs may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the Offering GDRs in the United States or elsewhere.The Offering GDRs have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.Investors should not subscribe for or purchase any Offering GDR except on the basis of information in the offering memorandum (the "Offering Memorandum") to be published by TCS Group Holding PLC in due course. Investors will be able to obtain a copy of the Offering Memorandum from http://tcsgh.com.cy/. The Offering Memorandum will not be approved by the United Kingdom Financial Conduct Authority as a prospectus prepared in accordance with the prospectus rules made under section 73A of the Financial Services and Markets Act 2000, or by any other regulatory authority.The information with respect to the Offering GDRs contained herein is not for release, publication or distribution in whole or in part in or into the Russian Federation subject to certain exceptions. These written materials are not, and under no circumstances are to be construed as, a public offer or advertising or an invitation to make offers to sell, purchase, exchange or otherwise transfer or dispose of any securities, including securities of foreign issuers, or other financial instruments in the Russian Federation within the meaning of Russian securities laws or to or for the benefit of any persons or entities resident, incorporated, established or having their usual residence in the Russian Federation, or to or for the benefit of any person located within the territory of the Russian Federation, who, in respect of the Offering GDRs, is not a "qualified investor" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent the recipients are otherwise permitted to access such information under Russian law. The Offering GDRs referred to herein have not been registered in Russia or admitted to placement and/or public circulation in the Russian Federation and the information contained herein is not to be made publicly available in the Russian Federation or passed on to third parties in the Russian Federation, unless otherwise permitted under Russian law. The securities are not intended for "offering", "placement" or "circulation" (each as defined in Russian securities laws) in the Russian Federation, except as permitted by Russian law.Distribution of this announcement shall not be deemed to be any form of commitment on the part of TCS Group Holding PLC to proceed with the Offering or any transaction or arrangement referred to therein. This announcement has not been approved by any competent regulatory authority.This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect TCS Group Holding PLC's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Group's business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made.Each of the GC and the JBRs and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.Morgan Stanley & Co. International plc and Sberbank CIB (UK) Limited are authorised by the Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by the PRA and Financial Conduct Authority ("FCA"). Renaissance Securities (Cyprus) Limited is authorised and regulated by Cyprus Securities and Exchange Commission. UBS Europe SE is authorised and regulated by the Bundesanstalt Für Finanzdienstleistungsaufsicht (BaFin) and the European Central Bank (ECB). The GC and the JBRs are acting exclusively for TCS Group Holding PLC and no-one else in connection with the Offering and will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than TCS Group Holding PLC for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.In connection with the Offering, the GC, the JBRs and any of their affiliates, may take up a portion of the Offering GDRs in the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Offering GDRs and other securities of TCS Group Holding PLC or related investments in connection with the Offering or otherwise. Accordingly, references in the Offering Memorandum, once published, to the Offering GDRs being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, the GC, the JBRs and any of their affiliates acting in such capacity. In addition, the GC, the JBRs and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the GC, the JBRs and any of their affiliates may from time to time acquire, hold or dispose of the Offering GDRs. The GC and the JBRs do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.None of the GC or the JBRs or any of their respective affiliates, or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for the contents of this announcement or for any statement made or purported to be made by it, or on its behalf, in connection with TCS Group Holding PLC or the Offering. The GC and the JBRs and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract, or otherwise which they might otherwise have in respect of such announcement or any such statement and for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. No representation or warranty express or implied, is made by any of the GC and/or any of the JBRs or any of their respective affiliates as to the truth, accuracy, completeness, reasonableness, verification or sufficiency of the information set out in this announcement (or whether any information has been omitted from the announcement) or any other information relating to TCS Group Holding PLC, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)media@tinkoff.ruPR@tcsgh.com.cyTinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ruIR@tcsgh.com.cy About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: ROI TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 11630 EQS News ID: 832537 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 27-Jun-2019 / 09:30 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY LAWTHE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAINInformation contained herein in respect of the Global Depository Receipts is not intended for any persons located within the territory of the Russian Federation, who are not "qualified investors" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation, or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent they are otherwise permitted to access such information under Russian law. Please see the important notice at the end of this announcement.PROPOSED OFFERING BY TCS GROUP HOLDING PLC (THE "COMPANY") OF APPROXIMATELY 18.3 MILLION GLOBAL DEPOSITARY RECEIPTS REPRESENTING INTERESTS IN CLASS A SHARES OF THE COMPANYLimassol, Cyprus - 27 June 2019.TCS GROUP HOLDING PLC (the "Company"), which together with its consolidated subsidiaries, including Tinkoff Bank, is Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, announces its intention to proceed with the offering (the "Offering") of approximately 18.3 million global depositary receipts representing interests in its Class A shares (1 global depository receipt = 1 Class A Share) (the "Offering GDRs"). The Offering GDRs represent approximately 10 per cent of the Company's issued share capital. The Company's global depositary receipts are admitted to listing to the official list of the United Kingdom Financial Conduct Authority and the London Stock Exchange plc.The Offering GDRs are being offered in the United States to QIBs in reliance on Rule 144A, or another exemption from the registration requirements of the Securities Act, and outside the United States in offshore transactions in reliance on Regulation S. Pursuant to the extraordinary general meeting of the Company's shareholders held on 27 June 2019 (the "EGM") the pre-emption rights of the shareholders under the Company's Articles of Association have been disapplied for the purposes of the Offering. However, the Company has undertaken to use reasonable endeavours to prefer in allocations existing shareholders of the Company wishing to participate in the Offering pro rata to their respective shareholdings. The EGM was held at the registered office of the Company in Limassol, Cyprus and had a quorum of 870,135,000 votes present, corresponding to 96.38535% in number of the votes carried or conferred by the shares giving a right to be present and vote at the meeting. The EGM duly passed all four resolutions, namely: (1) variation of Special Rights of the shares (Majority Resolution); (2) increase of share capital (Ordinary Resolution); (3) authority to the Board of Directors to allot and issue shares (Special Resolution); and (4) waiver of pre-emption rights (Majority Resolution). Over 68% of GDR votes were cast, with those GDR votes in favour ranging between around 85% and 86%.The Minutes of the 27 June 2019 EGM will be available for viewing at the registered office of the Company and available on the National Storage Mechanism of the UK Listing Authority, located at www.morningstar.co.uk/uk/nsm.Morgan Stanley & Co. International plc is acting as global coordinator in connection with the Offering (the "GC"). Renaissance Securities (Cyprus) Limited, Sberbank CIB (UK) Limited and UBS Europe SE are acting as joint bookrunners (the "JBRs").The final number of Offering GDRs to be placed and the offering price will be agreed by the Company, the GC and the JBRs at the close of the bookbuild process, and the results of the Offering will be announced as soon as practicable thereafter. The timings for the close of the bookbuild process and pricing are at the absolute discretion of the Company, the GC and the JBRs.Any of the Company's shares and global depositary receipts held directly or indirectly by Oleg Tinkov or by the Company will be subject to a lock-up through 31 December 2019, subject to customary exceptions. The Company intends to use the proceeds it receives from the Offering to increase Tinkoff Bank's capital adequacy position, whether by subscribing for new ordinary shares in the share capital of Tinkoff Bank through a closed subscription and/or by any other means deemed appropriate by the Company's management for such purpose.Important Notice:The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. This announcement has not been approved by any competent regulatory authority.Members of the general public are not eligible to take part in the Offering. This announcement and any offer of securities to which it relates are only addressed to and directed at (1) in any Member State of the European Economic Area, persons who are "qualified investors" within the meaning of article 2(1)(e) of EU Directive 2003/71/EC (as amended by directive 2010/73/EU to the extent implemented in the relevant Member State and Regulation EU 2017/1129) and any relevant implementing measures (the "Prospectus Directive"); and (2) in the United Kingdom, persons who (i) have professional experience in matters relating to investments who fall within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); (ii) fall within Article 49(2)(a) to (d) of the Order; or (iii) are persons to whom an offer of the Offering GDRs may otherwise lawfully be made (all such persons referred to in (1) and (2) together being referred to as "relevant persons"). The information regarding the offering set out in this announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement and any offer of securities to which it relates are only being addressed to and are only directed at persons in Cyprus who are "Professional Clients" as defined in the Investment Services and Activities and Regulated Markets Law 2017 (the "Professional Clients"). Any investment activity to which the announcement relate is only available to and will only be engaged with Professional Clients. Any person who is not a Professional Client should not act or rely on this announcement.This announcement does not, and shall not, in any circumstances constitute a public offering, nor an offer to sell or to subscribe for, nor a solicitation to offer to purchase or to subscribe for securities in any jurisdiction. The distribution of this announcement and the offering or sale of the Offering GDRs in certain jurisdictions may be restricted by law. No action has been taken by TCS Group Holding PLC (or any affiliates thereof) or the GC or the JBRs or any of their affiliates that would, or which is intended to, permit a public offer of the Offering GDRs in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Offering GDRs in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by TCS Group Holding PLC, the GC and the JBRs to inform themselves about and to observe any applicable restrictions.With respect to the member states of the European Economic Area which have implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the Offering GDRs sold by TCS Group Holding PLC requiring the publication of the offering memorandum in any Relevant Member State. As a consequence, the Offering GDRs may only be offered or sold in any Relevant Member State pursuant to an exemption under the Prospectus Directive.This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of securities in the United States, Canada, Australia or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.The Offering GDRs have not been, and will not be, registered under the US Securities Act, or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia or Japan. The Offering GDRs may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the Offering GDRs in the United States or elsewhere.The Offering GDRs have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.Investors should not subscribe for or purchase any Offering GDR except on the basis of information in the offering memorandum (the "Offering Memorandum") to be published by TCS Group Holding PLC in due course. Investors will be able to obtain a copy of the Offering Memorandum from http://tcsgh.com.cy/. The Offering Memorandum will not be approved by the United Kingdom Financial Conduct Authority as a prospectus prepared in accordance with the prospectus rules made under section 73A of the Financial Services and Markets Act 2000, or by any other regulatory authority.The information with respect to the Offering GDRs contained herein is not for release, publication or distribution in whole or in part in or into the Russian Federation subject to certain exceptions. These written materials are not, and under no circumstances are to be construed as, a public offer or advertising or an invitation to make offers to sell, purchase, exchange or otherwise transfer or dispose of any securities, including securities of foreign issuers, or other financial instruments in the Russian Federation within the meaning of Russian securities laws or to or for the benefit of any persons or entities resident, incorporated, established or having their usual residence in the Russian Federation, or to or for the benefit of any person located within the territory of the Russian Federation, who, in respect of the Offering GDRs, is not a "qualified investor" within the meaning of Article 51.2 of the Russian Federal Law "On the Securities Market" No. 39-FZ dated 22 April 1996, as amended, and must not be distributed or circulated into the Russian Federation or made available in the Russian Federation, to any persons who are not qualified investors, unless and to the extent the recipients are otherwise permitted to access such information under Russian law. The Offering GDRs referred to herein have not been registered in Russia or admitted to placement and/or public circulation in the Russian Federation and the information contained herein is not to be made publicly available in the Russian Federation or passed on to third parties in the Russian Federation, unless otherwise permitted under Russian law. The securities are not intended for "offering", "placement" or "circulation" (each as defined in Russian securities laws) in the Russian Federation, except as permitted by Russian law.Distribution of this announcement shall not be deemed to be any form of commitment on the part of TCS Group Holding PLC to proceed with the Offering or any transaction or arrangement referred to therein. This announcement has not been approved by any competent regulatory authority.This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect TCS Group Holding PLC's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Group's business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made.Each of the GC and the JBRs and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.Morgan Stanley & Co. International plc and Sberbank CIB (UK) Limited are authorised by the Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by the PRA and Financial Conduct Authority ("FCA"). Renaissance Securities (Cyprus) Limited is authorised and regulated by Cyprus Securities and Exchange Commission. UBS Europe SE is authorised and regulated by the Bundesanstalt Für Finanzdienstleistungsaufsicht (BaFin) and the European Central Bank (ECB). The GC and the JBRs are acting exclusively for TCS Group Holding PLC and no-one else in connection with the Offering and will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than TCS Group Holding PLC for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.In connection with the Offering, the GC, the JBRs and any of their affiliates, may take up a portion of the Offering GDRs in the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Offering GDRs and other securities of TCS Group Holding PLC or related investments in connection with the Offering or otherwise. Accordingly, references in the Offering Memorandum, once published, to the Offering GDRs being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, the GC, the JBRs and any of their affiliates acting in such capacity. In addition, the GC, the JBRs and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the GC, the JBRs and any of their affiliates may from time to time acquire, hold or dispose of the Offering GDRs. The GC and the JBRs do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.None of the GC or the JBRs or any of their respective affiliates, or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for the contents of this announcement or for any statement made or purported to be made by it, or on its behalf, in connection with TCS Group Holding PLC or the Offering. The GC and the JBRs and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract, or otherwise which they might otherwise have in respect of such announcement or any such statement and for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. No representation or warranty express or implied, is made by any of the GC and/or any of the JBRs or any of their respective affiliates as to the truth, accuracy, completeness, reasonableness, verification or sufficiency of the information set out in this announcement (or whether any information has been omitted from the announcement) or any other information relating to TCS Group Holding PLC, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)media@tinkoff.ruPR@tcsgh.com.cyTinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ruIR@tcsgh.com.cy About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: IOE TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 11549 EQS News ID: 831935 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 11-Jun-2019 / 09:00 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO ANY JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.TCS Group Holding PLC announces suspension of dividend payments for the remainder of 2019Limassol, Cyprus \- 11 June 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today issues an update related to its planned primary capital raising.On 4 June 2019 the Group upgraded its guidance to net loan growth for FY2019 to at least 60%. To ensure the Company will have the necessary capital to scale up successfully piloted loan products and to seize the current profitable growth opportunity, the Group announced its plan to complete an up to USD300m primary capital raise which would ensure that the Group not only has the necessary capital to seize the growth opportunities identified but also maintains ample capital buffers going forward against the backdrop of ongoing regulatory tightening.In connection therewith, it is hereby announced that the Group will not pay any dividends for the remainder of 2019.Oliver Hughes, CEO of Tinkoff, commented: "The Tinkoff Team has been listening to preliminary investor feedback. Part of this feedback is that investors would, on the whole, like to see a temporary suspension of dividends to further support credit growth and capital cushions. They believe that this is right given the current plans to raise primary capital." For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). This announcement is not an offer for sale of securities in the United States or any other country. The securities to which this announcement relates have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state of the United States or other jurisdiction and may not be offered, sold, pledged or otherwise transferred in the United States except pursuant to registration or an exemption from the registration requirements of the Securities Act and in compliance with any applicable state securities laws.This announcement is directed only at persons (i) outside the United Kingdom; (ii) that have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (iii) falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order; or (iv) to whom this announcement may otherwise be directed without contravention of Section 21 of the Financial Services and Markets Act 2000 (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. In member states of the EEA, this announcement is directed only at persons who are "qualified investors" within the meaning of Article 2(1)(e) of Directive 2003/71/EC, as amended. Forward-looking statementsSome 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. * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 9714 EQS News ID: 822231 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 06-Jun-2019 / 13:49 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Tinkoff announces the launch of Tinkoff Capital management companyLimassol, Cyprus \- 6 June 2019. Tinkoff will start its own management company Tinkoff Capital, which is slated to begin operations in the fourth quarter of 2019. The news was announced today by Oliver Hughes, Chairman of Tinkoff Bank's Management Board, as part of The Retail Investor as a Driver of the Stock Market panel discussion at the St. Petersburg International Economic Forum. At the initial stage, Tinkoff Capital will offer customers Tinkoff's own ETFs \- a simple and transparent line of products for investors without interval funds or closed-end funds. Tinkoff Capital customers will be able to manage their assets fully online. ETFs can be bought and sold and customer service will be delivered in the Tinkoff Investments mobile app or at Tinkoff.ru. At any given moment, customers will be able to view an ETF's structure, assets in the portfolio, and check financial position of any companies in their allocation and more. This strategy will entirely eliminate the so-called black box effect, when asset manager customers are unaware of the composition and status of their investment portfolios. Buying an ETF in the Tinkoff Investments mobile app can be done with only several clicks. Upon completing the transaction, the asset appears in the customer's investment portfolio. Selling a security is just as quick and easy, with money instantly credited to the customer's bank card. Other benefits of Tinkoff Capital include: * opportunity to buy assets in both Russian roubles and US dollars; * diversified long-term portfolios (based on asset classes and instruments within those classes); * access to investment instruments that are not easily available, such as Eurobonds of Russian issuers; * strong liquidity; * one of the lowest entry investment requirements (starting from RUB 50); * competitive fees. Oliver Hughes, Chairman of the Management Board, Tinkoff Bank: "Tinkoff Capital offers a game-changing approach to management company operations, based on maximum transparency and trust. Our proposition has two main advantages such as the use of advanced technologies, with all options available on your smartphone, and 100% asset management transparency. Customers of Tinkoff Capital will be able to control all processes themselves, with no need to visit our office, engage agents or go through other complicated procedures when buying or selling ETFs". Contact details:TinkoffAlexander Leonov +7 495 648 1000 (ext. 35-738)media@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative online provider of retail financial services operating in Russia based on a high-tech platform for online customer service. The Group includes mobile virtual operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs across Russia.The Group was founded back in 2006 by a Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group does not have any retail offices: it services customers remotely via online channels and the call centre, and operates a network of over 2,500 representatives to ensure smooth delivery of its products. The network covers the entire Russia and enables next day delivery to most customers.The Group's core business is Tinkoff Bank, Russia's first only-only bank offering both in-house and partner retail financial services via Tinkoff.ru. 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 apps both for its customer base (Mobile Bank) and beyond it (Traffic Fines, MoneyTalk, Card 2 Card instant money transfers).As at 1 April 2019, Tinkoff Bank was the second leading player in the Russian credit card market, with a market share of 12.4%. The 1Q19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%.Banki.ru, Russia's leading financial news portal, named Tinkoff Bank the Bank of the Year 2016. In October 2016, Tinkoff Bank was named the world's largest independent online-only 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. In 2016, Tinkoff Bank was named the Best Digital Bank in the CEE by Euromoney. The bank's mobile app 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 in 2013-2016. * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 9298 EQS News ID: 820669 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 04-Jun-2019 / 09:00 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO ANY JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.TCS Group Holding PLCNotice of EGM: up to USD300M primary capital raising * The Group upgrades its net loan growth guidance for 2019 to at least 60%, guidance for net income, cost of risk and cost of borrowing reaffirmedLimassol, Cyprus \- 4 June 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today announces that an Extraordinary General Meeting of Shareholders (EGM) will take place at 9.00 am on 27 June 2019 at the Group's registered office, 5th floor, 25 Berengaria, Spyrou Araouzou 25, 3036 Limassol, Cyprus.The Group aims to complete up to a USD300m primary capital raising which would ensure that it has the necessary capital to seize the current profitable growth opportunity identified while maintaining ample capital buffers.The capital raising would be carried out through a bookbuilding exercise addressed to institutional and other qualifying investors and coordinated by Morgan Stanley, Renaissance Capital and UBS Investment Bank (the "Offering"). While the Offering would be non-preemptive, the Group will use reasonable endeavours to prefer in allocations institutional and certain existing qualifying shareholders of the Company wishing to participate in the Offering, as will be further detailed in the disclosure document to be published in connection with the Offering. Subject to EGM approval and market conditions, it is expected that the Offering will be executed shortly after the EGM. The EGM agenda includes: * Variation of special rights; * Increase of issued share capital; * authority to the Board of Directors to issue shares (up to 10% of issued share capital); * waiver of pre-emption rights (until 30 September 2019).The record date for the EGM is 25 June 2019.The Notice of EGM is available on the Group's website at https://www.tinkoff.ru/eng/The management team will explain the background to these capital raising proposals at an investor and analyst conference call at 2.00pm UK time (4.00pm Moscow time, 09.00am U.S. Eastern Daylight Time), on Tuesday, 4 June 2019.Oliver Hughes, CEO of Tinkoff, commented: 'We grew our net loans portfolio by 21% in 1Q19 alone. This growth trend continues into 2Q19 as evidenced by our monthly RAS reports. We are therefore pleased to announce an upgrade to our loan growth guidance for the year to at least 60%. More than half of this growth is driven by our new credit business lines (personal loans, POS loans, car loans, and home equity loans). These loans already comprised 32% of our loan book at the end of 1Q19. Many of these loans are cross-sold to existing customers whom we have brought into our ecosystem through current accounts and lifestyle services; they are also sold to new-to-bank mass-affluent and affluent customers. The initial results of new loan product pilots are positive and we are therefore planning to scale up these business-lines thereby continuing our loans growth. This loan growth is happening against a backdrop of four RWA uplifts in the period from March 2017 to April 2019. We have been weighing the various alternatives to ensure we have an adequate capital position to support this growth, including an up to $300m primary capital raise which would ensure that we have the necessary capital to seize the current profitable growth opportunity and to maintain ample capital buffers in the future.'To participate in the conference call, please use the following access details:Conference ID 3031348 Russian Federation+7 495 646 9190 United Kingdom+44 (0)330 336 9411 United States of America+1 646-828-8193 Please register approximately 10 minutes prior to the start of the call. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). This announcement is not an offer for sale of securities in the United States or any other country. The securities to which this announcement relates have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state of the United States or other jurisdiction and may not be offered, sold, pledged or otherwise transferred in the United States except pursuant to registration or an exemption from the registration requirements of the Securities Act and in compliance with any applicable state securities laws.This announcement is directed only at persons (i) outside the United Kingdom; (ii) that have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (iii) falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order; or (iv) to whom this announcement may otherwise be directed without contravention of Section 21 of the Financial Services and Markets Act 2000 (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. In member states of the EEA, this announcement is directed only at persons who are "qualified investors" within the meaning of Article 2(1)(e) of Directive 2003/71/EC, as amended. Morgan Stanley, Renaissance Capital and UBS Europe SE (the "Banks") are each acting exclusively for the Group and no one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than TCS Group Holding PLC for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein. To the fullest extent permitted under applicable law, none of the Banks or any of their respective affiliates, directors, officers, limited or unlimited partners, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to TCS Group Holding PLC or the Group, or their associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. Forward-looking statementsSome 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. * * * ISIN: US87238U2033 Category Code: OFD TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8959 EQS News ID: 818793 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 31-May-2019 / 18:52 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: PDMR Transactions in GDRs Limassol, Cyprus \- 31 May 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, has been notified of transactions in its GDRs by Artem Yamanov, SVP for Business Development at Tinkoff Bank and a PDMR. Details of the transactions are in the document attached. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * *Attachment Document title: Details of the transactions Document: http://n.eqs.com/c/fncls.ssp?u=JAQLKRRHAO * * * ISIN: US87238U2033 Category Code: POS TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8922 EQS News ID: 818101 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 31-May-2019 / 17:40 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Statement on Tinkoff Bank's RAS Financial Highlights for January - April 2019Moscow, Russia - 31 May 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today announces Tinkoff Bank's unaudited RAS financial highlights for January - April 2019. For the four months of 2019, net income stood at RUB 9.5bn, which is attributed to the growth of net interest income, lower cost of funding, improved quality of the loan portfolio and growth of revenue from new business lines. It should be noted that the RAS net income figure is not a reliable indicator of IFRS net income for the same period. There is a very low correlation between financial results under the two reporting standards as a result of significant accounting differences. Therefore, RAS figures should not be used as the basis for conclusions on forthcoming IFRS results. The gross loan portfolio amounted to RUB 303bn representing an increase of 67% y-o-y. The net loan portfolio amounted to RUB 260bn having increased by 70% y-o-y and constituted 62% of total assets (53% at year-end 2018). Retail customer accounts stood at RUB 252bn. Tinkoff Bank continued to retain substantial liquidity: the CBR N2 ratio stood at 41% (minimum requirement: 15%), and the CBR N3 ratio was 118% (minimum requirement: 50%). Retail customer accounts constituted 72% of total liabilities. Total assets increased by 45% y-o-y to RUB 420bn. In April 2019, Tinkoff Bank paid dividends to its shareholder (TCSGH) in the amount of RUB 3.2 bn. As a result, total capital including retained profits (based on Form 123) amounted to RUB 75.6bn. as of 1 May 2019. The CBR N1 capital adequacy ratio was 11.44%. Core Capital Adequacy Ratio (N1.1) was 8.21% and Main Capital Adequacy Ratio (N1.2) was 11.15%. Note on RAS results Please note that the figures in this press release are calculated in accordance with Tinkoff Bank's internal methodology which is available at: http://static.tinkoff.ru/documents/eng/investor-relations/ras-methodology.pdf RAS results are not a reliable indicator of IFRS results due to significant accounting differences that make a direct read-across from RAS to IFRS results impossible. The main differences between RAS and IFRS are: * Consolidated results under IFRS include a number of additional items and results of its subsidiaries * Accrual of expenses under IFRS * Timing differences in accounting for restructured loans ('instalments') and loans going through courts * The effect from the revaluation of currency derivative instruments * The effect of deferred income tax. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stood at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 2534000KL0PLD6KG7T76 Sequence No.: 8918 EQS News ID: 818077 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 24-May-2019 / 20:27 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: PDMR Transactions in GDRs Limassol, Cyprus \- 24 May 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online retail financial and lifestyle services via its Tinkoff.ru financial ecosystem, has been notified of transactions in its GDRs by Sergey Pirogov, VP for Corporate Finance at Tinkoff Bank and a PDMR.Details of the transactions are in the document attached. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stands at 64.4%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * *Attachment Document title: Details of the Transactions Document: http://n.eqs.com/c/fncls.ssp?u=MPJTJLPTSR * * * ISIN: US87238U2033 Category Code: POS TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8805 EQS News ID: 815829 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 22-May-2019 / 16:52 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Tinkoff Group increases its stake in CloudPayments to 90%Limassol, Cyprus \- 22 May 2019. TCS Group Holding PLC (TCS LI) (the "Group"), an innovative provider of retail financial services via the Tinkoff.ru ecosystem, announces that Tinkoff Group acquired a 35% stake in CloudPayments, an online payment solutions developer. The agreement was signed on 22 May 2019.With the Group having acquired another stake of 55% in CloudPayments in October 2017, its total share in the developer is set to reach 90% upon the completion of this deal. This is the next logical step in Tinkoff's cooperation with CloudPayments, as it will ensure synergies in terms of business growth, strengthen CloudPayments' technological platform and expand the range of internet acquiring opportunities for the Tinkoff Business ecosystem. CloudPayments will remain a separate brand; the agreement does not entail any significant personnel or operational changes.Oliver Hughes, CEO of Tinkoff Bank, commented:"Since we first acquired a 55% stake in October 2017, CloudPayments has demonstrated solid results and consistent growth ahead of the market, fully living up to our expectations. The new deal is a logical and planned step forward to boost our cooperation. We value the CloudPayments brand and its unique team, which will continue working on company expansion. We are positive that closer ties will drive dynamic and steady growth in both companies."Dmitry Spiridonov, CEO and co-founder of CloudPayments, commented:"We highly appreciate our cooperation with Tinkoff over the last one and a half years: the Tinkoff team has been very helpful in sharing their expertise and contributing to process optimisation. Moreover, they allowed CloudPayments to continue operating as an independent brand, enabling us to remain highly agile and autonomous and promptly implement new solutions for the benefit of our customers. Deeper integration will strengthen our leadership on the internet acquiring market and further improve the quality of services provided to our partners."For enquiries: Tinkoff BankDarya Ermolina PR Director \+ 7 495 648-10-00 (ex. 2009)d.ermolina@tinkoff.ru About the Group TCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services. The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013. The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem. Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4% as of 1 April 2019. The 1Q'19 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn, ROE stands at 64.4%. With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives. In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * * ISIN: US87238U2033 Category Code: MSCH TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8746 EQS News ID: 814707 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 16-May-2019 / 18:22 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC: Notification of changes to Directors' detailsLimassol, Cyprus \- 16 May 2019. In accordance with Listing Rule 9.6.14, TCS Group Holding PLC (TCS LI) (the "Group"), announces that Mr. Martin Cocker, an independent non-executive director of the Group, is also an independent non-executive director of HeadHunter Group PLC which became a publicly listed company with effect from 9 May 2019 when it joined The NASDAQ Stock Market. For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 12.4%. The Q1 2019 IFRS net income of TCS Group Holding PLC amounted to RUB 7.2 bn. ROE - 64.4%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8680 EQS News ID: 812611 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 30-Apr-2019 / 12:39 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC Issues 2018 Annual Report Limassol, Cyprus \- 30 April 2019. TCS Group Holding PLC (TCS) (the Group), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today announces the publication of its Annual Report for the year ended 31 December 2018.A copy of the Annual Report has been submitted to the Financial Conduct Authority in the United Kingdom via the National Storage Mechanism and will be available for inspection shortly at www.morningstar.co.uk/uk/nsmThe Annual Report is available on the Group's website. For enquiries: Darya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)media@tinkoff.ru Larisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 11.8%. The 2018 IFRS net income of TCS Group Holding PLC amounted to RUB 27.1 bn (a record high year net income in the Group's history), ROE grew to 74.7%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * *Attachment Document title: TCSGH Annual Report 2018 Document: http://n.eqs.com/c/fncls.ssp?u=SQRRPDQUWH * * * ISIN: US87238U2033 Category Code: ACS TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8433 EQS News ID: 805345 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 25-Apr-2019 / 09:00 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Statement on Tinkoff Bank's RAS Financial Highlights for March 2019Moscow, Russia - 25 April 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, today announces Tinkoff Bank's unaudited RAS financial highlights for March 2019. For the first three months of 2019, net income stood at RUB 9.2bn, which is attributed to the growth of net interest income, lower cost of funding, improved quality of the loan portfolio and growth of revenue from new business lines. It should be noted that the RAS net income figure is not a reliable indicator of IFRS net income for the same period. There is a very low correlation between financial results under the two reporting standards as a result of significant accounting differences. Therefore, RAS figures should not be used as the basis for conclusions on forthcoming IFRS results. The gross loan portfolio amounted to RUB 288bn representing an increase of 63% y-o-y. The net loan portfolio amounted to RUB 247bn having increased by 65% y-o-y and constituted 61% of total assets (53% at year-end 2018). Retail customer accounts stood at RUB 238bn. Tinkoff Bank continued to retain substantial liquidity: the CBR N2 ratio stood at 33.5% (minimum requirement: 15%), and the CBR N3 ratio was 120.5% (minimum requirement: 50%). Retail customer accounts constituted 68% of total liabilities. Total assets increased by 45% y-o-y to RUB 401bn. As of 1 April 2019, total capital including retained profits (based on Form 123) amounted to RUB 78.5bn. The CBR N1 capital adequacy ratio was 12.97%. Core Capital Adequacy Ratio (N1.1) was 9.51% and Main Capital Adequacy Ratio (N1.2) was 12.72%. Note on RAS results Please note that the figures in this press release are calculated in accordance with Tinkoff Bank's internal methodology which is available at: http://static.tinkoff.ru/documents/eng/investor-relations/ras-methodology.pdf RAS results are not a reliable indicator of IFRS results due to significant accounting differences that make a direct read-across from RAS to IFRS results impossible. The main differences between RAS and IFRS are:* Consolidated results under IFRS include a number of additional items and results of its subsidiaries* Accrual of expenses under IFRS* Timing differences in accounting for restructured loans ('instalments') and loans going through courts* The effect from the revaluation of currency derivative instruments* The effect of deferred income tax. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 11.8%. The 2018 IFRS net income of TCS Group Holding PLC amounted to RUB 27, 1 bn (a record high year net income in the Group's history), ROE grew to 74.7%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). * * * ISIN: US87238U2033 Category Code: MSCL TIDM: TCS LEI Code: 2534000KL0PLD6KG7T76 Sequence No.: 8323 EQS News ID: 803123 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 18-Apr-2019 / 15:05 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *Correction TCS Group Holding PLC: Notification of 1Q 2019 IFRS Results and Conference Call Conference ID corrected to 6062151 Limassol, Cyprus \- 18 April 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, will announce its first quarter 2019 IFRS results for the period ended 31 March 2019 on Tuesday, 14 May 2019.The management team will host an investor and analyst conference call at 12.00 UK time (14.00 Moscow time, 07.00 U.S. Eastern Daylight Time), on Tuesday, 14 May 2019.The press release, presentation and financial statements will be available on the Tinkoff website at https://www.tinkoff.ru/eng/investor-relations/results-and-reports/To participate in the conference call, please use the following access details:Conference ID 6062151 Russian Federation +7 495 646 9190 United Kingdom +44 (0)330 336 9411 United States of America +1 646-828-8193 A live webcast of the presentation will be available at https://webcasts.eqs.com/tcsgroup20190514 Please register approximately 10 minutes prior to the start of the call. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 11.8%. The 2018 IFRS net income of TCS Group Holding PLC amounted to RUB 27.1 bn (a record high year net income in the Group's history), ROE grew to 74.7%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). 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. * * * ISIN: US87238U2033 Category Code: NOR TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8257 EQS News ID: 801765 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 18-Apr-2019 / 13:56 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group Holding PLC Notification of 1Q 2019 IFRS Results and Conference Call Limassol, Cyprus \- 18 April 2019. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, will announce its first quarter 2019 IFRS results for the period ended 31 March 2019 on Tuesday, 14 May 2019.The management team will host an investor and analyst conference call at 12.00 UK time (14.00 Moscow time, 07.00 U.S. Eastern Daylight Time), on Tuesday, 14 May 2019.The press release, presentation and financial statements will be available on the Tinkoff website at https://www.tinkoff.ru/eng/investor-relations/results-and-reports/To participate in the conference call, please use the following access details:Conference ID 0800 279 7204 Russian Federation +7 495 646 9190 United Kingdom +44 (0)330 336 9411 United States of America +1 646-828-8193 A live webcast of the presentation will be available at https://webcasts.eqs.com/tcsgroup20190514 Please register approximately 10 minutes prior to the start of the call. For enquiries: Tinkoff BankDarya Ermolina Head of PR\+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ru Tinkoff BankLarisa ChernyshevaIR Department\+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 11.8%. The 2018 IFRS net income of TCS Group Holding PLC amounted to RUB 27.1 bn (a record high year net income in the Group's history), ROE grew to 74.7%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). 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. * * * ISIN: US87238U2033 Category Code: NOR TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8254 EQS News ID: 801739 End of Announcement EQS News Service
TCS Group Holding PLC (TCS) 18-Apr-2019 / 10:00 MSK Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. * * *TCS Group adds new participants to its long-term management incentive and retention plan Limassol, Cyprus - 18 April 2019. TCS Group Holding PLC (TCS LI) (the "Group") Russia's leading provider of online financial and lifestyle services via its Tinkoff.ru ecosystem, announces a further expansion and deepening of its long-term management incentive and retention plan (MLTIP). The Board in Q1 2019 approved an increase in the number of participants, making awards to 10 new participants.The Group had previously announced that the target total size of the MLTIP pool would be nearly 5.6% of the Group's current share capital.Each MLTIP wave is awarded over six years, materially subject to the fulfilment of annual KPIs. All participants are employees of the Group, working full time in the Russian Federation. The aim of this initiative, is to ensure that the interests of the broader management team are closely aligned with the interests of shareholders to grow the Group's value, as it continues to grow the scale and scope of its operations.Oleg Tinkov, the founder of Tinkoff Bank, said: "Not so many companies in Russia have similar long-term incentive plans, and in the conservative financial industry our reward system is truly one of a kind. Our LTIP scheme covers some 100 people - my partners and business co-owners \- and we are planning to add more participants to this program in the future. I am particularly proud that most of the LTIP participants started their careers at Tinkoff from entry-level positions, with approximately 10% of them joining the Company as call centre operators. Newly eligible participants are an integral part of the team that commits every effort to making Tinkoff one of the most innovative financial companies globally. I invite my teammates to share our success and I am confident that our long-term incentive plan will keep them motivated to drive further business growth, seek best innovative solutions and make everything possible for our new achievements."For enquiries: Tinkoff BankDarya Ermolina Head of PR \+ 7 495 648-10-00 (ext. 2009)d.ermolina@tinkoff.ruTinkoff BankLarisa Chernysheva IR Department+ 7 495 648-10-00 (ext. 2312)ir@tinkoff.ru About the GroupTCS Group Holding PLC is an innovative provider of online retail financial services. It includes Tinkoff Bank, mobile virtual network operator Tinkoff Mobile, Tinkoff Insurance, and Tinkoff Software DC, a network of development hubs in major Russian cities. The Group also has Tinkoff.ru, an evolving ecosystem that offers financial and lifestyle services.The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and has been listed on the London Stock Exchange since October 2013.The Group's key business is Tinkoff Bank, the country's first and only direct bank and the core of the Tinkoff.ru ecosystem.Tinkoff Bank is the second largest player in the Russian credit card market, with a share of 11.8%. The 2018 IFRS net income of TCS Group Holding PLC amounted to RUB 27.1 bn (a record high year net income in the Group's history), ROE grew to 74.7%.With no branches, the Group serves all its customers remotely via online channels and a cloud-based call centre staffed by over 10,000 employees, which makes it one of the largest in Europe. To ensure smooth delivery of the Group's products, the Group has a nationwide network of over 2,500 representatives.In 2018 Global Finance named Tinkoff Bank the world's Best Consumer Digital Bank, in 2018, 2016 and 2015, the Best Consumer Digital Bank in Russia, and in 2017 and 2013 The Banker recognised it as the Bank of the Year in Russia. The bank's mobile app has been consistently praised by local and global independent experts as the best of its kind (in 2013, 2014, 2015, 2016 by Deloitte and in 2018 by Global Finance). Forward-looking statementsSome 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. * * * ISIN: US87238U2033 Category Code: MSCM TIDM: TCS LEI Code: 549300XQRN9MR54V1W18 Sequence No.: 8251 EQS News ID: 801585 End of Announcement EQS News Service