Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
December 20 2023 - 6:48AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report
of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities
Exchange Act of 1934
For the month of December, 2023
Commission File Number: 001-15094
Mobile TeleSystems Public Joint Stock Company
(Translation of registrant’s name
into English)
4, Marksistskaya Street
Moscow 109147
Russian Federation
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover Form 20-F or Form 40-F.
Form
20-F x Form 40-F ¨
MTS Optimizes Capital
Structure
December 20,
2023
MOSCOW,
Russia – Mobile TeleSystems Public Joint Stock Company (“MTS” or “the Company”) (MOEX: MTSS), a leading
provider of digital and media services and Russia’s largest mobile operator, announces the transfer of quasi-treasury shares owned
by MTS subsidiary and accounting for around 7.4% of MTS’s share capital into closed-end mutual fund (CEIF). The deal will enable
MTS to optimize part of its expenses connected with shares ownership as well as improve the efficiency of its capital and liquidity management.
MTS
subsidiary, LLC Bastion, will transfer its 148 600 000 ordinary shares of MTS as contributions
to the closed-end mutual fund.
The Management
Company will have the voting rights with respect to the shares of MTS transferred to the closed-end mutual funds, as well as the right
to receive dividends and dispose of them for investment purposes within the investment declaration. The guidelines for managing the MTS
shareholdings transferred to the CEIFs include restrictions on their disposition and encumbrance. MTS keeps the right to further transfer
of quasi-treasury shares to the investment fund as part of a unified strategy for managing share capital.
“Placing MTS quasi-treasury
shares in the trust management of the Management Company will enable us to achieve several objectives simultaneously. First, MTS Group
will be able to manage dividend flows on these shares more efficiently and optimize part of its expenses. Second, we will be able to
manage part of the Company’s liquidity more flexibly. And finally, the updated ownership structure will enhance MTS’s ability
to raise capital,” said Alexey Katunin, MTS Vice President for Finance.
* * *
Mobile TeleSystems Public Joint Stock Company
(“MTS” – MOEX: MTSS) is Russia’s ecosystem providing network-native digital services and largest mobile operator.
The company offers a full range of solutions for consumers and business customers across wireless and wireline connectivity; over-the-top,
linear, and satellite television; digital-first banking and financial services; as well as unified communications, cloud computing and
IoT. There are more than 88 million mobile subscribers using MTS services across the company’s operations in Russia, Armenia, and
Belarus, including more than 80 million subscribers in Russia alone. In addition, MTS has a nationwide network of more than 4,600 owned
and franchised retail outlets in Russia, and provides nearly 10 million clients with broadband, TV, and/or fixed-line telephone connectivity,
over 12 million users – with OTT and pay TV services. The number of ecosystem clients exceeds 14 million. MTS’s shares are
listed on the Moscow Exchange under the ticker MTSS. For more information, please visit the company’s Investor Relations website
at ir.mts.ru.
* * *
Some of the information in this press release
may contain projections or other forward-looking statements regarding future events or the future financial performance of MTS, as defined
in the safe harbour provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify forward looking statements
by terms such as “expect,” “believe,” “anticipate,” “estimate,” “intend,”
“will,” “could,” “may” or “might,” and the negative of such terms or other similar expressions.
We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not
undertake or intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the
occurrence of unanticipated events. We refer you to the documents MTS files from time to time with the U.S. Securities and Exchange Commission,
specifically the Company’s most recent Form 20-F. These documents contain and identify important factors, including those
contained in the section captioned “Risk Factors” that could cause the actual results to differ materially from those contained
in our projections or forward-looking statements, including, among others, the severity and duration of current economic and financial
conditions, including the ongoing geopolitical situation relating to the conflict in Ukraine, the expansion of sanctions imposed on the
Russian Federation by the United States, European Union and United Kingdom, volatility in interest and exchange rates (including fluctuations
of the value of the Russian ruble against the U.S. dollar and the Euro), commodity and equity prices and the value of financial assets;
the impact of Russian, U.S. and other foreign government programs to restore liquidity and stimulate national and global economies, our
ability to maintain our current credit rating and the impact on our funding costs and competitive position if we do not do so, strategic
actions, including acquisitions and dispositions and our success in integrating acquired businesses, potential fluctuations in quarterly
results, our competitive environment, dependence on new service development and tariff structures, rapid technological and market change,
acquisition strategy, risks associated with telecommunications infrastructure, governmental regulation of the telecommunications industries
and other risks associated with operating in Russia and the CIS, volatility of stock price, financial risk management and future growth
subject to risks.
* * *
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
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MOBILE TELESYSTEMS PUBLIC JOINT STOCK COMPANY |
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By: |
/s/ Vyacheslav Nikolaev |
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Name: |
Vyacheslav Nikolaev |
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Title: |
CEO |
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Date:
December 20, 2023 |
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