Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF A FOREIGN ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For September 12, 2023
Commission File Number 001-35893
12-14 Kennedy Ave.
Kennedy Business Centre, 2nd Floor, Office 203
1087 Nicosia Cyprus
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark whether the registrant
by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934.
Yes ¨ No
If ''Yes'' is marked, indicate below the file
number assigned to the registrant in connection with Rule 12g3-2(b):
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.
||QIWI PLC (Registrant)|
||Chief Financial Officer|
QIWI Provides Update on Corporate Restructuring
CYPRUS – September 12, 2023 – QIWI plc (NASDAQ and MOEX: QIWI) (“QIWI” or the “Company”), an innovative
provider of cutting-edge payment and financial services, today announced it has received from the NASDAQ Hearing Panel the extension of
the period for completion of the restructuring process until November 11, 2023.
The Company has initially planned to complete
the restructuring process until September 11, 2023, and appealed to the NASDAQ Hearings Panel (the “Panel”) for an exception to delist
QIWI securities from the Nasdaq Global Select Stock Market (the “Exchange”). The Panel granted the request subject to successful
completion of each milestone1 of the restructuring plan (the “Plan”).
During three months following
the Hearings Panel’s decision the Company has accomplished the milestones outlined in the Plan preceding to the final divestment
|1)||An independent appraiser has prepared the valuation report for all Russian assets to be divested by QIWI
|2)||Russian assets have been consolidated under the Russian Holding Company, JSC QIWI.|
|3)||On August 16, 2023, QIWI has filed the interim financial statements for the 1H 2023.|
The additional time is currently required to complete
the final step – divesture of Russian assets, which requires certain regulatory approvals. The Company anticipates to complete the
Plan by November 11, 2023, and requested the Panel for an extension until that date. On September 12, 2023, the Panel has determined to
grant the requested extension.
The Company will duly
inform the market on further developments of the restructuring process. We continue to act in the best interests of all of our stakeholders,
including investors, customers, merchants, business partners and employees in such unprecedented and challenging times.
About QIWI plc.
QIWI is an innovative provider of cutting-edge
payment and financial services. We stand at the forefront of fintech innovations to facilitate and secure the digitalization of payments.
Our mission is to connect our clients providing unique financial and technological solutions to make the impossible accessible and simple.
We offer a wide range of products under several directions: QIWI payment and financial services ecosystem for merchants and B2C clients
across digital use-cases, ROWI digital structured financial products for SME, digital marketing, and several other projects.
the FY 2022 QIWI had revenue of RUB 51.5 billion and an Adjusted EBITDA of RUB 19.8 billion. QIWI's American depositary shares are listed
on the NASDAQ and Moscow Exchange (ticker: QIWI). For more information, visit investor.qiwi.com.
This press release includes
“forward-looking statements” within the meaning of, and subject to the protection of, the Private Securities Litigation Reform
Act of 1995, including, without limitation, statements regarding expected development of the restructuring plan, regulatory approvals,
its timing and timing of Russian assets divesture, projections of revenue share post restructuring, ability to comply with NASDAQ listing
criteria, and others. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause
the actual results, performance or achievements of QIWI to be materially different from future results, performance or achievements expressed
or implied by such forward-looking statements. Various factors that could cause actual future results and other future events to differ
materially from those estimated by management include, but are not limited to, the macroeconomic conditions in each country of our presence,
growth in each of our markets, competition, the introduction of new products and services and their acceptance by consumers, QIWI’s
ability to estimate the market risk and capital risk associated with new projects, a decline in net revenue yield, regulation, QIWI’s
ability to grow physical and virtual distribution channels, cyberattacks and security vulnerabilities in QIWI’s products and services,
QIWI’s ability to expand geographically, the risk that new projects will not perform in accordance with its expectations and other
risks identified under the Caption “Risk Factors” in QIWI’s Annual Report on Form 20-F and in other reports QIWI files
with the U.S. Securities and Exchange Commission. QIWI undertakes no obligation to revise any forward-looking statements or to report
future events that may affect such forward-looking statements unless QIWI is required to do so by law.
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