TCS.L Regulatory News (TCS)

TCS Group Holding PLC Announces FY 2015 IFRS Results and Adopts New Dividend Policy

Moscow, Russia - 2 March 2016. TCS Group Holding PLC (TCS LI) (the "Group"), Russia's leading provider of online retail financial services, including Tinkoff Bank and Tinkoff Insurance, today announces its audited IFRS results for the full year ended 31 December 2015, and a new dividend policy.

KEY FINANCIAL HIGHLIGHTS

4Q 2015

· Net interest income increased by 10% to RUB 7.9 bn (3Q15: RUB 7.2 bn)

· Profit before tax grew by 24% to RUB 1.3 bn (3Q15: RUB 1.0 bn)

· Net income up 31% to RUB 0.9 bn (3Q15: RUB 0.7 bn)

· Net interest margin at 31.1% (3Q15: 29.1%)

· Cost of risk decreased to 13.2% (3Q15: 15%)

FY 2015

· Net interest income stood at RUB 28.1 bn (FY14: RUB 30.8 bn)

· Profit before tax amounted to RUB 2.6 bn (FY14: RUB 4.9 bn)

· Net income amounted to RUB 1.9 bn, well above the Group's guidance of RUB 1.5 bn (FY14: RUB 3.4 bn)

· Net interest margin at 28.6% (FY14: 34.8%)

· Total assets increased by 28% to RUB 139.7 bn (YE14: RUB 108.8 bn)

· Gross loans and advances to customers up by 7.6% to RUB 101 bn (YE14: RUB 93.9 bn)

· Net loans and advances to customers up 10% to RUB 82.1 bn (YE14: RUB 74.6 bn)

· Non-performing loan ratio (NPLs) reduced to 12.4% (YE14: 14.5%)

· Customer accounts increased by 106% to RUB 89.3 bn (YE14: RUB 43.4 bn)

· Total equity up by 9% to RUB 22.9 bn (YE14: RUB 21.0 bn)

KEY BUSINESS HIGHLIGHTS FOR 2015

· Over 530,000 new active customers in 2015, including over 165,000 new active customers in 4Q15

· In 2015, Tinkoff Bank continued to develop its partnership programmes and launched co-brands with OneTwoTrip, AliExpress, Svyaznoy Club, Tele2, Lamoda, Rendez-Vous, Malina, and eBay

· Tinkoff Bank acquired RUB 6.43 bn worth of Svyaznoy Bank's high quality credit card portfolio

· As part of its five-year strategy to transform its business into a financial marketplace, Tinkoff Bank launched a range of new business lines, including a mortgage platform, online acquiring for merchants, and SME services.

· Tinkoff Bank continued to develop its online brokerage service in partnership with BCS to be launched in 1H16 as planned

· In October 2015, Tinkoff Bank became Russia's second largest credit card provider, with a current market share of 8.4% as of 1 February 2016

· In 2015, Tinkoff Bank continued its effort to develop various mobile mono-apps available for for non-Tinkoff customers and launched MoneyTalk, an app that combines an instant mobile messenger with money transfers

· In December 2015, Tinkoff Bank acquired over 8,000 m² of class A office space for its own use

· At the end of 2015, Tinkoff Bank launched a nation-wide TV advertising campaign to promote its existing and new products and services

· At the end of 2015, both Moody's and Fitch upgraded Tinkoff Bank's outlook to Stable

· In December 2015, Tinkoff Bank became the first Russian bank to develop its own NFC solution certified with MasterCard and to install it in its mobile banking application

KEY HIGHLIGHTS POST 2015

· In February 2016, Tinkoff Bank started beta testing its financial marketplace, Tinkoff.ru, designed to offer both Tinkoff-branded and partner products and services to Tinkoff and non-Tinkoff customers

· As of February 2016, Tinkoff Bank issued over 1 mln Tinkoff Black debit cards

· In January 2016, George Chesakov was appointed Vice President of New Channel Development

GUIDANCE AND OUTLOOK FOR 2016

· In December 2015, the Group guided that 2015 net income would be around RUB 1.5 bn and expected to at least double its 2016 profit compared to 2015 assuming there are no major disruptions in the operating environment. Following the Group's strong performance in 2015, beating its own guidance with a RUB 1.9 bn net income, the Group now expects the net income for the year 2016 to be in the range of RUB 3-4 bn, in line with its previous 2016 guidance.

· While the Group does not see any signs of its portfolio quality deteriorating, there are still risks of unemployment and residual income decline due to a challenging macroeconomic environment in Russia. Therefore the Group takes a cautious view and expects its cost of risk to be around 15% in 2016.

New Dividend Policy:

Given the resilience demonstrated by the Group in 2015 and its cautiously positive outlook for 2016, on 1 March 2016 the Group's BOD adopted a new dividend policy taking effect from 2 March 2016. The Group is now free to declare and pay dividends provided Tinkoff Bank's current and projected N1 capital adequacy ratio remains (after each respective dividend payout) at or above 10.5%.

This leaves the Group with a prudent capital buffer while allowing it to enhance total shareholder returns by distributing to investors cash deemed as excess to current and projected requirements. Board decisions on potential interim dividends will be communicated to the market separately in due course.

The full text of the new dividend policy can be seen in Appendix.

Oliver Hughes, CEO of Tinkoff Bank, commented:

"2015 was another challenging year for the Russian economy and banking sector. Despite a turbulent start to the year we successfully accumulated a large liquidity position in the first half of the year and met our debt maturities. In the second half of the year we resumed the organic growth of our loan book and completed a series of high quality credit card portfolio purchases from Svyaznoy Bank. We now have the platform and technology to do similar deals in the future should the opportunity arise. We kept cost of risk in check thanks to our continuing focus on portfolio management and underwriting.

These factors together with slightly improved operating environment in the second half of the year have enabled us to show strong results and report a net income of 1.9 bn Rubles in 2015.

2015 was an eventful year in terms of business development and diversifying our sources of income, as we launched a number of new products and services. Our long term goal is to grow Tinkoff.ru into a financial marketplace where customers of any bank can shop both for Tinkoff products and for those of our partners. In 2015, we launched a number of new business lines including online merchant acquiring, the mortgage brokerage platform in cooperation with leading mortgage lenders, and services for small and medium enterprises. Other brokerage services are on track to be launched this year. In February 2016, we started beta-testing the Tinkoff.ru financial marketplace site and will gradually add new services to it.

The early results of these efforts have been very good: our 2015 commission income from the new business lines increased 4.5 times, reaching RUB 1.37 bn against RUB 300 mn in 2014."

FINANCIAL AND OPERATING REVIEW

The Group demonstrated a robust set of results for 4Q and FY15 following accelerated card issuance at the end of the year, continuing consumer deleveraging, portfolio quality control, and a stabilising operating environment. Driven by strong profitability in 2H15, the Group reported a net profit of RUB 1.9 bn in 2015.

In 4Q and FY 2015, Tinkoff Bank issued 267,000 and 651,000 new credit cards respectively, while the volume of credit card transactions in 2015 increased by 14% to RUB 106.7 bn compared to RUB 93.3 bn in 2014.

In 4Q15, the Group's gross interest income increased by 8% to RUB 11.2 bn (3Q15: RUB 10.4 bn), while gross interest income for the full year 2015 grew by 4% y-o-y to RUB 40.8 bn (FY14: RUB 39.1 bn). In 2015, gross yield decreased to 41.3% from 43.1% in 2014, however, showing an upward trend from the beginning of 2016.

In 4Q15, cost of borrowing fell to 13.1% from its peak at 14.1% in 2Q15 and 13.7% in 3Q15. This was due to the decrease in the CBR interest rate after its hike in December 2014, as well as the redemption of the Group's USD 250 mln Eurobond in September 2015. The Group expects its cost of borrowing to decrease further as expensive deposits roll off the book in 1H16.

As a result of higher interest expense in 2015, the Group's net interest income declined by 8.9% y-o-y to RUB 28.1 bn in 2015 (FY14: RUB 30.8 bn). In 3Q15, net interest income began to recover and reached RUB 7.9 bn in 4Q15 with expensive deposits expiring. In 2015, net interest margin decreased to 28.6% with the risk-adjusted NIM remaining solid at 13.4%.

The Group continues to prioritise risk management through a strict underwriting policy and by maintaining low approval rates and credit limits. After the usual seasonal peak in 1Q15, the cost of risk began to improve quarter by quarter, decreasing to 13.2% in 4Q15 (3Q15: 15%). In 2015, the average cost of risk remained at 15.5%, well below its 2014 level of 17.6% and the Group's previous COR guidance of 17-19%.

The Group's strategic initiatives to diversify its commission-based products yielded positive results with a steady increase in fee and commission income as well as insurance premiums. The fee and commission income increased 4.5x or by 341% y-o-y to RUB 1.37 bn in 2015 (2014: RUB 0.3 bn). Fee and commission income for 4Q15 increased to RUB 0.68 bn from RUB 0.34 bn in 3Q15. This robust growth is attributed to the development of non-credit products. Earned insurance premiums grew by

26.7% y-o-y to RUB 1.17 bn (2014: RUB 0.92 bn). In 2015, fee and commission income amounted to 3.1% of total revenue.

In 4Q15, the Group's operating expenses increased to RUB 3.5 bn which resulted in a y-o-y growth of 21.9% to RUB 11.2 bn in 2015. This was driven by an increase in credit card issuance, staff salary increases, investment in new business lines as well as the launch of a nation-wide TV advertising campaign to promote Tinkoff Bank products and brand.

In 2015, the Group reported a net income of RUB 1.9 bn which was well above its previous guidance of RUB 1.5 bn provided in December 2015. In 4Q15, net income grew to RUB 0.9 bn from RUB 0.7 bn in 3Q15. ROE stood at 8.6% in 2015.

The Group's strong profitability for 2015 serves as a solid proof of its business model's resilience and robustness and is further indication of the Group's business potential.

The Group continued to maintain a healthy balance sheet with its assets having increased by 20% q-o-q in 4Q15 and by 28.3% y-o-y to RUB 140 bn (YE14: RUB 108.8 bn). The Group maintained a strong liquidity buffer with cash and cash equivalents at 10% of total assets. The Group also held RUB 18 bn in highly liquid CBR-repoable investment securities.

In 2015, the Group's net loan book increased by RUB 7.5 bn to RUB 82 bn (corresponding to 59% of total assets).

Gross loans grew by 3.1% q-o-q in 4Q15 and by 7.6% y-o-y to RUB 101.1 bn. This was due to the ongoing organic customer acquisition of over 400,000 new customers in 2015 complemented by the acquisition of portions of the high-quality credit card portfolio from Svyaznoy Bank. In 2015, net loans increased by 10% which led to Tinkoff Bank becoming Russia's second largest credit card issuer, with a 8.4% market share as of 1 February 2016, after Sberbank. Amid the challenging market backdrop, the Group sees this as a strong result while its peers are typically decreasing their portfolios.

In 2015, the quality of the Group's portfolio continued to improve with the NPL ratio down to 12.4% at the YE (YE14: 14.5%, 3Q15:13.9%). The Group continued to maintain a conservative provision policy with the loan loss provision coverage above 1.5x. Balance sheet provisioning for impairment of loans decreased to RUB 19 bn at YE15 compared to RUB 19.3 bn at YE14.

The Group's liabilities structure has changed since the beginning of the year 2015, with customer accounts having doubled from RUB 43.4 bn at YE14 to RUB 89.3 bn at YE15. In 2015, the share of customer accounts in total liabilities increased to 75%.

In September 2015, the Group successfully redeemed its USD 250 mln Eurobond. The only outstanding debt security in issue is the Group's current USD 200 mln subordinated loan maturing in 2018.

The Group continued to maintain a solid capital position with the statutory CBR N1 capital ratio at 13.0% at YE2015. The Group's Core Tier 1 (or N1.1) capital ratio stood at 9.3% (the same for Tier 1, or N1.2, capital ratio), well above the 5% and 6% minimum requirements respectively. As of YE2015, the Group's total equity increased by 9.4% to RUB 22.9 bn (YE14: RUB 21.0 bn).

***

The management team will host an investor and analyst conference call at 14.00 UK time (17.00 Moscow time, 9.00 U.S. Eastern Standard Time), on Wednesday, 2 March 2016.

The press release, presentation and financial statements will be available on the Tinkoff Bank website at https://www.tinkoff.ru/eng/investor-relations/results-and-reports/

To participate in the conference call, please use the following access details:

A live webcast of the presentation will be available at:

http://www.audio-webcast.com/cgi-bin/visitors.ssp?fn=visitor&id=3277  

Please register approximately 10 minutes prior to the start of the call.

***

Appendix

New Dividend Policy

TCS Group Holding PLC Dividend Policy Effective from 2 March 2016

This dividend policy takes effect from 2 March, 2016 and replaces the policy which took effect on 1 December 2014.

Pursuant to the Articles of Association, the Company may pay dividends out of its profits. To the extent the Company declares and pays dividends, owners of GDRs on the relevant record date will be entitled to receive dividends payable in respect of class A shares underlying the GDRs, subject to the terms of the Deposit Agreement. The Company expects to pay dividends in US dollars. If dividends are not paid in US dollars, again subject to the terms of the Deposit Agreement, they will be converted into U.S. dollars by the Depositary and paid to holders of GDRs net of currency conversion expenses.

Payments of dividends would be made provided that the management can reasonably anticipate that Tinkoff Bank's current and projected N1 capital adequacy ratio would remain (after each respective dividend payout) at or above 10.5%.

Subject to that, the Company intends to distribute excess cash to its shareholders in the form of dividend, with the aim of enhancing total shareholder returns. The Board reserves the right to distribute dividend on a quarterly or semi annual basis as it deems appropriate.

This statement is a general declaration of intention and the actual declaration of dividends will require corporate action at the time a decision is taken, depending on the precise circumstances at that time.

In addition, payment of any such dividend will be subject to any restrictions under applicable law and regulations, the Articles of Association, available cash flow, dividends from the Company's subsidiaries and the Group's capital investment requirements.

About the Group

TCS Group Holding PLC is an innovative provider of online retail financial services operating in Russia through a high-tech branchless platform. In order to support its branchless platform, the Group has also developed a "smart courier" network covering almost 600 cities and towns in Russia which allows next day delivery to many customers.

Tinkoff Bank's product range includes credit, debit and prepaid cards, deposits, co-branded cards, and agent-based mortgage products. With its special focus on mobile business, the bank offers mobile applications both for its customer base (Mobile Bank) and beyond it (Traffic Fines, MoneyTalk, Card 2 Card instant money transfers).

As per its five-year strategy, the Group has the ambition to become a financial marketplace offering both own brand and partner products.

The 2015 IFRS net income of the Group amounted to RUB 1.9 bn.

As at 1 February 2016, the bank was the second largest player in the Russian credit card market, with a market share of 8.4%. As at 1 March 2015, the bank issued over 5.7 m credit cards. The bank is well capitalised: its CBR N1 total capital ratio stood at 11.8% as at 1 February 2015.

In 2015, the Global Finance magazine named Tinkoff Bank as the Best Internet Retail Bank in Russia. In 2013, Tinkoff Bank was recognised as the Bank of the Year and the most profitable bank in Russia by the Banker magazine, the world's premier banking and finance resource, published by the Financial Times Group.

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.