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 Announces Voluntary
SEC Deregistration
December
28, 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 its decision to deregister its common shares
and American Depositary Shares (each representing two common shares) (“ADSs”), and terminate its reporting obligations with
the Securities and Exchange Commission (the “SEC”).
Trading
in the Company’s ADSs had been halted since February 28, 2022 and was suspended before the ADSs were delisted from the New
York Stock Exchange, effective August 8, 2022. Under Rule 12h-6 of the Securities Exchange Act of 1934, MTS has met the conditions
to deregister and terminate its SEC reporting obligations – including that the average daily trading volume (the “ADTV”)
of MTS common shares (represented by ADSs) in the United States had been no greater than 5% of the ADTV of its common shares on a worldwide
basis during the latest 12-month period.
Today,
MTS has filed a Form 15F with the SEC. Upon filing the Form 15F, the Company's obligation to file periodic reports with the
SEC, including Forms 6-K and 20-F, was suspended immediately and such obligation will terminate when deregistration becomes effective
90 days after the Form 15F has been filed.
Meanwhile,
the Company will continue to provide stakeholders with relevant information in accordance with the Moscow Exchange listing rules and
applicable regulatory requirements. Remaining committed to transparency and openness principles, MTS continues to maintain trusting relationships
with investors and shareholders and follows the best corporate governance practices.
* * *
For further information, please contact in Moscow:
Investor Relations Department
Mobile TeleSystems Public Joint Stock Company
Tel: +7 495 223 2025
E-mail: ir@mts.ru
* * *
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 harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements, other than
statements of historical fact, are forward-looking statements, including, but not limited to, statements regarding our voluntary deregistration,
the timing of the effectiveness of the Form 15F, and our future filing obligations and disclosure plans. 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 28, 2023 |
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