July 30, 2025 – Ozon Holdings PLC (thereafter referred to as "we", "us", "our", "Ozon" or the "Company") announces today that it will hold an extraordinary general meeting of its shareholders (the "General Meeting") on September 1, 2025, at 10:00 Moscow time at 10 Presnenskaya Embankment, Building C, Floor 30, 123112, Moscow, Russian Federation. At the General Meeting, the following matters will be submitted for consideration and approval of the Company's shareholders:
- Approval of the legal form of the Company following re-domiciliation;
- Approval of additional corporate matters related to re-domiciliation;
- Approval of the Charter of the Company that will apply in Russia;
- Composition of the Board of Directors of the Company following re-domiciliation;
- Authorization of the Board of Directors to undertake actions required for re-domiciliation; and
- Authorization of Directors to represent the Company in re-domiciliation matters.
As an essential
step in the re-domiciliation process, Ozon now convenes the General Meeting to
approve the Company's new legal form in Russia, denominate the Company's share
capital in Russian Rubles, approve the charter of the Company that will apply
in Russia upon completion of the re-domiciliation and authorize the Board of
Directors to undertake certain actions related to the re-domiciliation.
Approval of all of these matters is vital to ensure the Company's legal
continuity and regulatory compliance in its new home jurisdiction.
Only
shareholders of record at the close of business on August 15, 2025 are entitled to vote at the
General Meeting and any adjourned meetings thereof. Holders of the Company's
American Depositary Shares (the "ADSs") who wish to exercise
their voting rights for the underlying shares must act through the depositary
of the Company's ADS program, The Bank of New York Mellon.
Copies of
materials related to the General Meeting, including the notice of it are
available at the Company's website: https://ir.ozon.com/shareholder_information#annual_general_meeting.
The Company urges all shareholders
to carefully review and consider all of the materials related to the General
Meeting.
About Ozon
Ozon is a multi-category
e-commerce platform operating in Russia, Belarus, Kazakhstan, Kyrgyzstan,
Armenia, Georgia, Azerbaijan, Uzbekistan, China, and Turkey. Our fulfillment
and delivery infrastructure enables us to provide customers with fast and
convenient delivery via couriers, pickup points or parcel lockers. Our
extensive logistics footprint and fast-developing marketplace platform help
entrepreneurs sell their products across 11 time zones and offer our customers
a wide selection of goods across multiple product categories. Ozon Fintech
encompasses B2B and B2C operations and offers an extensive range of
transactional and credit product services to its 31.7 million users. Ozon is
committed to expanding its value-added services and other verticals, such as
Ozon fresh online grocery delivery. For more information, please visit https://corp.ozon.com/.
Contacts
Disclaimer
This press
release contains forward-looking statements that reflect the current views of
Ozon Holdings PLC ("we", "our", "us", or the
"Company") about future events and financial performance. All
statements contained in this press release that do not relate to matters of
historical fact should be considered forward-looking statements and are
applicable only as of the date on which they are made.
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 the expectations expressed or implied by the forward-looking
statements. Such factors include conditions in the relevant capital markets,
negative global economic conditions, the ongoing geopolitical crisis, sanctions
and governmental measures imposed in various jurisdictions in which we operate
and other developments negatively impacting Ozon's business or unfavorable
legislative or regulatory developments. We therefore caution you against
relying on these forward-looking statements, and we qualify all of our
forward-looking statements with these cautionary statements. Please refer to
our Annual Report for the year ended December 31, 2024 as well as other public
disclosures of the Company 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.
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.