29 Apr 2022 14:29
DELISTING OF DEPOSITARY RECEIPTS
29 April 2022
PJSC Gazprom announces the termination of its programmes of Depositary receipts representing shares in the Company (the "DR Programmes").
In compliance with the Federal Law No. 114-FZ dated 16 April 2022 "On Making Amendments to the Federal Law "On Joint Stock Companies" and Certain Acts of Law of the Russian Federation" taking effect in Russia, PJSC Gazprom is required to terminate its Deposit Agreement with The Bank of New York Mellon under which depositary receipts (the "DRs") representing shares in the Company are placed. Receipt holders have a right to convert them into ordinary shares in PJSC Gazprom.
The law defines the following basic terms:
- the receipt-to-share conversion right only applies to DR holders as at 27 April 2022;
- before the receipts are converted into shares, DR holders do not have any voting rights and are not entitled to any dividends. After the receipts are converted into shares, the holders of securities have a right to claim unpaid dividends in the manner prescribed by Federal Law No. 208-FZ "On Joint Stock Companies".
PJSC Gazprom exercised its right under the Law and applied to the Russian Government requesting that circulation of the receipts outside the Russian Federation continue, but the request was rejected on 28 April 2022. Today PJSC Gazprom instructed The Bank of New York Mellon to terminate the Deposit Agreement. Now, as required by the Deposit Agreement, the depositary must send a notice of the termination of the DR Programmes to holders of the receipts. The receipts will be converted into Gazprom shares through a standard procedure under the Deposit Agreement, subject to mandatory requirements of Russian law.
Given the enactment of the Law and termination of the DR Programmes, on 29 April 2022, PJSC Gazprom notified the Financial Conduct Authority of its intention to cancel standard listing of the DRs representing shares in the Company (ISIN US3682872078, SEDOL 5140989; ISIN US3682871088, SEDOL 3313181) in the London Stock Exchange Official List and requested that the London Stock Exchange cancel the admission to trading on the London Stock Exchange's Main Market of the DRs.
PJSC Gazprom expects that delisting of the DRs representing shares in the Company will be confirmed by the Financial Conduct Authority and / or London Stock Exchange within 20 business days from the date of the notice referred to above.
Once this confirmation is received, PJSC Gazprom intends to issue a press release to that effect.
In addition, PJSC Gazprom requested the Singapore Exchange's decision to cancel the listing by introduction of the Company's DRs (ISIN US3682872078, SEDOL 5140989; ISIN US3682871088, SEDOL 3313181).
Forward-looking statements: This release may contain forward-looking statements of PJSC Gazprom. PJSC Gazprom cannot guarantee the occurrence of any events referred to in such forward-looking statements or the timing of their occurrence.