Information for Shareholders and Investors
As at 31 December 2019, PJSC Aeroflot’s charter capital amounted to RUB 1,110,616,299 and consisted of 1,110,616,299 ordinary registered uncertificated shares with a par value of RUB 1 each. The Company did not issue preferred shares.
State registration numbers of PJSC Aeroflot’s ordinary share issues are 73-1 p-5142 (dated 22 June 1995) and 1-02-00010-A (dated 1 February 1999). These issues were merged by Decree No. 04-168/r of the Federal Securities Commission of Russia dated 23 January 2004, following which the issues of PJSC Aeroflot ordinary registered uncertificated shares were assigned state registration number 1-01-00010-A on 23 January 2004.
In addition to the outstanding shares, the Company has the right to issue further 250 million ordinary registered shares (authorised shares). No additional shares were issued in 2019.
The total number of PJSC Aeroflot’s registered shareholders as at 31 December 2019 was 11,061 (vs 11,074 as at 31 December 2018), comprising mostly individuals.
PJSC Aeroflot’s register of shareholders is kept by IRC – R.O.S.T. Group of Companies (License No. 045-13954-000001, issued by the Bank of Russia). The registrar’s details are provided in the Contact Details appendix to this Annual Report.
Key shareholders of PJSC Aeroflot
|Holder||Status*||As at 31 December 2018||As at 31 December 2019||Change of shareholding, p. p.|
|number of shares||shareholding, %||number of shares||shareholding, %|
|Legal entities, including||1,053,635,279||94.87||1,054,177,100||94.92||0.05|
|Russian Federation (represented by the Federal Agency for State Property Management)||O||568,335,339||51.17||568,335,339||51.17||–|
|National Settlement Depository as a nominee and other entities**||N||398,072,821||35.84||398,614,642||35.89||0,05|
|Avia Capital Services***||O||22,688,599||2.04||22,688,599||2.04||–|
** Does not include Avia Capital-Services’ stake held through a nominee. Includes shares held by other legal entities and reflected in PJSC Aeroflot’s register of shareholders (less than 0.01% of the share capital in total).
*** Avia Capital-Services’ stake includes the stake held through a nominee.
**** Partially including the management of PJSC Aeroflot.
PJSC Aeroflot’s shareholders as at 31 December 2019, %Note. Free float represents shares not owned by the state or partially state-owned companies, and not directly owned by the Сompany, the Group’s subsidiaries or the Company’s management.
PJSC Aeroflot shares and depositary receipts are traded on the stock market. Ordinary shares are traded on the Russian market, and global depositary receipts are traded on foreign markets.
PJSC Aeroflot shares are traded on Moscow Exchange (MOEX: AFLT), where as at 31 December 2019 they were included in the Level 1 Quotation List. The securities are traded in the T+2 trading mode. PJSC Aeroflot shares are included in the main Russian stock indices: MOEX Russia Index, MICEX Broad Market Index (RUB and USD), MICEX Transport Index (RUB and USD), SMID Index (RUB and USD), RTS Index and Equity sub-index.
As at 31 December 2019, PJSC Aeroflot’s market capitalisation was RUB 114.9 billion, up 2.3% vs 31 December 2018.
During the year, PJSC Aeroflot share price performance was comparable with the peer group index and the emerging markets airlines index (the peer group index: +3.2%, MSCI EM Airlines: +0.1%). Global airline industry share price performance was influenced by the factors that affected the market in general. In particular, the US–China trade war had a dampening effect on the securities market and was negative for the global economic growth. Despite jet fuel price normalisation in 2019 vs 2018, it still remained high, which was another constraint for the Company’s share price performance.
PJSC Aeroflot share price performance vs MOEX Russia Index, 2019Source: Bloomberg.
Aeroflot share price performance vs Bloomberg Airlines Indexes, 2019Source: Bloomberg.
PJSC Aeroflot share price and trading volumes, 2019Source: Bloomberg.
Price per PJSC Aeroflot share, RUB
|First trading day||33.2||56.2||143.1||140.4||101.5|
|Last trading day||56.1||152.9||138.5||101.2||103.5|
Average daily trading volumes for PJSC Aeroflot shares on Moscow ExchangeSource: Bloomberg.
GDR and ADR programmes
Outside Russia, PJSC Aeroflot shares are traded as global depositary receipts (GDRs) at the over-the-counter section of the Frankfurt Stock Exchange with one GDR representing 5 ordinary shares. Deutsche Bank Trust Company Americas acts as the depositary bank, and LLC Deutsche Bank is the custodian. A total of 10,064,930 shares were converted into GDRs as at 31 December 2019, representing 0.9% of the charter capital. As at 31 December 2019, the price of one depositary receipt stood at EUR 7.10, up 8.2% year-on-year. No shares were converted into ADRs under Level 1 ADR programme.
PJSC Aeroflot’s GDR programme
|Sponsored Level 1 GDRs under Regulation S and Rule 144A|
|Date||Recommendations||Bloomberg consensus forecast, RUB||Target price range, RUB||Number of analysts|
PJSC Aeroflot has a credit rating from Fitch Ratings. In September 2019, the agency upgraded Aeroflot’s credit rating to BB with a Stable outlook.
The rating upgrade reflected Company strengths such as solid domestic market position, robust operational and financial performance, well-developed and diversified route network, young fleet and competitive cost level.
Dividend policy is a crucial corporate governance element and a key indicator that a company is mindful of the rights of its shareholders.
PJSC Aeroflot has the Regulations on the Dividend Policy aimed at maximising the transparency of procedures used to determine the amount of dividends and the procedure of their payment to the shareholders and investors. The Regulations determine the approach used by the Board of Directors to make recommendations to the General Meeting of Shareholders on profit distribution, including dividend payout.
The key principles of PJSC Aeroflot’s dividend policy are as follows:
- Aeroflot Group’s consolidated net income under the International Financial Reporting Standards (IFRS) forms the base for calculating dividends
- Decision on the dividend amount is based on a calculation methodology that takes into account Aeroflot Group’s performance in the reporting year, its leverage and the mid-term financial plan
- Target payout ratio is 25% of Aeroflot Group’s IFRS net income.
The Annual General Meeting of Shareholders held on 25 June 2019 approved a dividend payout for FY2018 at 50% of Aeroflot Group’s consolidated net income under IFRS. The dividend amounted to RUB 2.69 per share.
PJSC Aeroflot’s dividend history
|Dividend per share, RUB||–||–||17.48||12.81||2.69|
|Total dividends accrued, RUB thousand||–||–||19,413,018||14,221,775||2,856,500|
|Total amount actually paid, RUB thousand||–||–||19,411,718||14,213,759||2,856,484|
|% of net profit||–||–||50.0||50.0||50.0|
|Accounting standards used to determine net profit||IFRS||IFRS||IFRS||RAS||IFRS|
|Form paid, other conditions||–||–||In cash||In cash||In cash|
The Company maintains an ongoing dialogue with the shareholders and investors to ensure that securities market participants get complete information about Aeroflot’s activities. The Company makes timely disclosures of material information on its operations in press releases and material facts via authorised disclosure platforms, in full compliance with the Russian laws. The Company regularly publishes its IFRS and RAS financial statements and investor presentations, as well as a quarterly Databook that presents operational data and consolidated financials in a conveniently retrievable format.
In 2019, Aeroflot’s IR team received a number of prestigious industry awards and was listed among the top European transport companies and Russian public companies by the largest independent global survey of investors. Aeroflot’s disclosure practices, analyst and investor events, and other IR activities were highly rated by the investment community.