Download open joint stock company “dixy group” announces results of its

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PRESS-RELEASE
OPEN JOINT STOCK COMPANY “DIXY GROUP”
ANNOUNCES RESULTS OF ITS OFFERING
AT RUB 391 PER ORDINARY SHARE
Moscow, June 15, 2011
Open Joint Stock Company “DIXY Group” (“DIXY” or the “Company”), one of Russia’s leading
retailers of foods and everyday products (MICEX, RTS: DIXY), today announces results of its
share offering (the “Offering”) of (i) 38,750,000 newly issued ordinary shares (the “New
Shares”) offered by the Company via open subscription and (ii) 1,113,849 treasury shares (the
“Treasury Shares”, together with the New Shares, the “Shares”). All Shares have been
subscribed for through the exercise of pre-emptive rights and by way of a placement on the
market at fixed price RUB 391 per Share.
The Company intends to use the proceeds from the sale of the Shares to finance the acquisition
of the Victoria Group, for post-integration and general corporate purposes.
The New Shares are expected to be listed on Closed Joint Stock Company “MICEX Stock
Exchange” and Open Joint Stock Company “Russian Trading System Stock Exchange” after the
filing of the Placement Notification with FSFM. The Treasury Shares are already listed and
tradable on the above-mentioned stock exchanges.
The Company and Mercury Group, the Company's main shareholder, have agreed to enter into
a lock-up agreement for a period of 180 days following completion of the Offering, while certain
major shareholders have agreed to enter into a lock-up agreement for a period of 360 days.
VTB Capital acted as a Sole Global Coordinator and Bookrunner.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE
UNITED STATES, CANADA, JAPAN OR AUSTRALIA
OJSC DIXY Group (RTS, MICEX: DIXY) is one of Russia’s leading retailers of foods and
everyday products. The first DIXY store opened in 1999 in Moscow. As of May 31, 2011, the
Group operated 690 stores, including 667 DIXY neighborhood store, 15 MEGAMART (compact
hypermarket) stores and 8 MINIMART (supermarket) stores in three Federal Districts of Russia:
Central, Northwest and Urals.
In May 2007 the Company raised USD 360 million in its IPO on RTS and MICEX. The
controlling stake in OJSC DIXY Group (63.37%) is owned by the Mercury Group of Companies,
a diversified holding company.
In 2010, DIXY's total revenue reached RUR 64.7 billion. As of May 31, 2011, the Company had
a total of 234,192 square meters of selling space. The Company employs close to 18 thousand
people.
The Russian business magazine «Expert» rates DIXY Group as one of the Top-100 largest
Russian companies.
Contacts:
Olga Popova
Head of Investor Relations, DIXY Group
Tel: +7 495 933 1450
Fax: + 7 495 933-0259
Mobile: +7 985 265 2660
Email: [email protected]
http://www.dixy.ru/
Lavrentiy Gubin
Press Representative DIXY Group
Tel: + 7 495 933-1450
Fax: + 7 495 933-0259
Mobile: +7 910 467-5894
E-mail: [email protected]
http://www.dixy.ru/
The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration, exemption from registration or qualification
under the securities laws of any jurisdiction.
This communication is only being distributed to and is directed only at (i) persons who are outside the
United Kingdom; or (ii) investment professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); and (iii) high net worth entities, and
other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order; and (iv)
other persons to whom it may otherwise lawfully be communicated (all such persons together being
referred to as “relevant persons”). Any investment or investment activity to which this communication
relates will only be available to and will only be engaged in with, relevant persons. Any person who is not
a relevant person should not act or rely on this document or any of its contents.
Any offer of securities to the public that may be deemed to be made pursuant to this communication in
any EEA Member State that has implemented EU Directive 2003/71/EC (together with any applicable
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE
UNITED STATES, CANADA, JAPAN OR AUSTRALIA
implementing measures in any Member State, the “Prospectus Directive”) is addressed solely to
qualified investors (within the meaning of the Prospectus Directive) in that Member State.
This document is not an offer for sale nor a solicitation of an offer to buy any securities in the United
States. These materials are not for distribution, directly or indirectly, in or into the United States. The
Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the
“U.S. Securities Act”). Consequently, the Shares may not be offered, sold, resold, delivered, distributed
or otherwise transferred, directly or indirectly, into or within the United States except in accordance with
an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities
Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United
States. No public offering of the Shares is being made in the United States.
Shares in the Company have not been and will not be registered under the applicable securities laws of
Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia,
Canada or Japan or to, or for the account or benefit of, citizens or residents of Australia, Canada or Japan
except under circumstances which will result in full compliance with the applicable laws and regulations
promulgated by the relevant regulatory authorities in effect at the relevant time.
Certain statements in this press release are not historical facts and are “forward looking” within the
meaning of Section 27A of the U.S. Securities Act and 2(1)(e) of the U.S. Securities Exchange Act of
1934. Forward looking statements include statements concerning our plans, expectations, projections,
objectives, targets, goals, strategies, future events, future revenues or performance, capital expenditures,
financing needs, plans or intentions relating to acquisitions, our competitive strengths and weaknesses,
plans or goals relating to forecasted production, reserves, financial position and future operations and
development, our business strategy and the trends we anticipate in the industries and the political and
legal environment in which we operate and other information that is not historical information. By their
very nature, forward looking statements involve inherent risks and uncertainties, both general and
specific, and risks exist that the predictions, forecasts, projections and other forward looking statements
will not be achieved. Given these risks and uncertainties, you are cautioned not to place undue reliance
on such forward looking statements. We do not intend and we do not assume any obligation to update
any forward looking statement contained herein.