Ozon Comments on its $750 million Senior Unsecured Convertible Bonds due 2026
March 09 2022 - 7:02AM
Business Wire
Ozon Holdings PLC (NASDAQ and MOEX: “OZON”, thereafter referred
to as “we,” “us,” “our,” “Ozon” or the “Company”), a leading
Russian e-commerce platform, provides further update on the
potential impact of the continued suspension of trading of the
Company’s American Depositary Shares, each representing one
ordinary share of the Company (“ADSs”), on the NASDAQ Global Select
Market (“NASDAQ”) on its $750 million 1.875 per cent. senior
unsecured convertible bonds due 2026 (“Bonds”), issued by the
group’s Cypriot holding company, Ozon Holdings PLC.
As previously stated in the Company’s press release, dated March
4, 2022, trading of the Ozon’s ADSs on NASDAQ was suspended by
NASDAQ on February 28, 2022, and remains suspended. Under the terms
of the Bonds, a “Delisting Event” occurs if, among other things,
trading of the ADSs on NASDAQ is suspended for a period of seven
dealing days or more. As a result, a Delisting Event
under the Bonds has occurred following the close of trading on
March 8, 2022 as trading did not resume. The Company continues
to operate as usual and had approximately RUB 113 billion as of
February 28, 2022 in liquidity to support ongoing operational needs
and financial obligations. The Company’s liquidity is mostly held
in deposits in Russia. The restrictions under the Russian capital
control regulations may affect the Company’s ability to transfer
cash funds from the Company’s Russian subsidiaries to its Cypriot
holding company, which is the issuer of the Bonds.
The Company has commenced work to develop a proposal to the
bondholders to address the Delisting Event and is in the process of
retaining legal and financial advisors to assist with the proposal.
The Company will present the proposal for consideration and
approval by the bondholders ahead of the “put date” which is
the fourteenth New York City business day following the end of the
60-day period commencing on the later of the date of the “Delisting
Event” or the date that the notice thereof is given to
bondholders.
About Ozon
Ozon is a leading multi-category e-commerce platform and one of
the largest internet companies in Russia. Ozon’s platform offers
one of the widest selections of goods across multiple product
categories. Ozon’s country-wide warehouse footprint includes around
one million square meters. Its infrastructure enables Ozon to
provide Russian population with a fast and convenient delivery via
couriers, pick-up points and parcel lockers. Ozon’s extensive
logistics and fast-developing marketplace allow over 90 thousand
entrepreneurs to sell their products across Russia’s 11 time zones
to more than 25 million customers. In addition to its core
e-commerce business, Ozon is expanding Ozon fintech and other
value-added services, such as its quick commerce and online grocery
solution Ozon Express. For more information, please visit
https://corp.ozon.com/.
Disclaimer
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
that reflect the current views of Ozon Holdings PLC (“we,” “our” or
“us,” or the “Company”). All statements contained in this press
release that do not relate to matters of historical fact disclosed
in due course by the Company should be considered forward-looking
statements.
These forward-looking statements are based on management’s
current expectations. However, it is not possible for our
management to predict all risks, nor can we assess the impact of
all factors on our business or the extent to which any factor, or
combination of factors, may cause actual results to differ
materially from those contained in any forward-looking statements
we may make. These statements are neither promises nor guarantees
but involve known and unknown risks, uncertainties and other
important factors and circumstances that may cause Ozon’s actual
results, performance or achievements to be materially different
from its expectations expressed or implied by the forward-looking
statements, including conditions in the U.S. capital markets, the
events in Ukraine and related sanctions, negative global or Russian
political and economic conditions, potential negative developments
in the COVID-19 pandemic, other negative developments in Ozon’s
business or unfavorable legislative or regulatory developments. We
caution you therefore against relying on these forward-looking
statements, and we qualify all of our forward-looking statements by
these cautionary statements. Please refer to our filings with the
U.S. Securities and Exchange Commission concerning factors that
could cause actual results to differ materially from those
described in our forward-looking statements.
These and other important factors could cause actual results to
differ materially from those indicated by the forward-looking
statements made in this press release. Any such forward-looking
statements represent management’s estimates as of the date of this
press release. While Ozon may elect to update such forward-looking
statements at some point in the future, Ozon disclaims any
obligation to do so, even if subsequent events cause its views to
change. These forward-looking statements should not be relied upon
as representing Ozon’s views as of any date subsequent to the date
of this press release.
This press release contains preliminary estimates as of February
28, 2022. This information has not been audited or reviewed by the
Company’s auditors. The preliminary estimates disclosed in this
press release are based on the Company’s internal management
accounts and records based on currently available preliminary
information and, therefore, may change.
The trademarks included herein are the property of the owners
thereof and are used for reference purposes only. Such use should
not be construed as an endorsement of the products or services of
the Company.
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version on businesswire.com: https://www.businesswire.com/news/home/20220309005565/en/
Investor Relations Maryia Berasneva-McNamara, Head of
Investor Relations, Ozon ir@ozon.ru
Press Office Maria Zaikina, Director of Public &
Industry Relations, Ozon pr@ozon.ru
Ozon (NASDAQ:OZON)
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