1 April 2022
Draft Law Affecting ADR Program; Withdrawal of Credit Rating
On 1 April 2022 a draft bill "On amendments to the Federal Law "On Joint Stock Companies" and Article 5 of the Federal Law "On auditing activities" (the "Bill") proposed for the second reading in the Russian State Duma (the "Duma"), the lower chamber of the Russian Parliament, was published on the website of the Duma.
If the Bill adopted in the way it is currently drafted, approved by the Council of the Federation, the upper chamber of the Parliament, and signed into law by the President of Russia (the "Law"), it would require PJSC Tatneft (the "Company") as a Russian issuer to immediately initiate the termination of the deposit agreement relating to the Company's ADRs (the "Deposit Agreement") and the related ADR facility. As of the effective day of the Law (currently proposed to be 10 days after its official publication) no new deposits of ordinary shares into the ADR facility would be possible and the ADRs would not have voting rights and dividends would not be paid on such ADRs until they are converted into ordinary shares as per the terms of the Deposit Agreement. The rights of holders to respective ADRs would be determined as of the effective day of the Law. The Bill currently provides for a possibility to obtain a permission to continue the ADR program and respective trading in the ADRs outside of Russia pursuant to a procedure to be set up by the Government of Russia.
In light of the Bill and likelihood of it becoming a law in the nearest future, the Company believes that it might be required to terminate the ADR program and consequently delist its ADRs from the London Stock Exchange, and to take other steps to comply with the Law. As of the date of this announcement, the Company has no ability to determine any consequences of the termination of the ADR program, including for holders of the ADRs, or whether the Company would apply for a permission to have its ADR program continue as per the provisions set out in the Bill.
The Company further announces that on 31 March 2022, Moody's Investors Service withdrew the credit ratings of the Company along with the credit ratings of other Russian companies due to its own business reasons associated with the sanctions by the EU restricting the provision of rating services to persons in Russia.
Following the announcement by Fitch Ratings about its decision to withdraw respective credit ratings on Russian entities (https://www.fitchratings.com/research/banks/fitch-ratings-to-withdraw-ratings-on-russian-entities-23-03-2022), the Company expects the withdrawal of its credit ratings by Fitch Ratings as well.
Forward-looking statements: This statement may contain certain forward-looking statements of PJSC Tatneft. PJSC Tatneft does not guarantee occurrence of any events mentioned in such statements as well as term of their occurrence.