Cian Announces Changes to Its Board of Directors and Committees

LARNACA, Cyprus–(BUSINESS WIRE)–Cian PLC (NYSE: CIAN, MOEX: CIAN) (“Cian” or the “Company”), a leading online real estate classifieds platform in Russia, today announced that Mr. Gilles Blanchard has tendered his resignation as a member of the board of directors of the Company (the “Board”), effective as of 00:00 Eastern time on April 12, 2022 (the “Effective Time”). Mr. Blanchard served as a member of each of the Audit Committee of the Board (the “Audit Committee”) and the Compensation, Governance and Nominating Committee of the Board (the “Compensation, Governance and Nominating Committee”).

On April 14, 2022, upon recommendation of the Compensation, Governance and Nominating Committee, the Board appointed Mikhail Zhukov as a director of the Company. Mr. Zhukov has served as chief executive officer of HeadHunter Group PLC (an associate of Elbrus Capital, one of the Company’s significant shareholders) since February 2008 and as a member of its board of directors since May 2019. Prior to joining HeadHunter Group PLC, Mr. Zhukov worked for a variety of different Russian IT companies. Mr. Zhukov launched the insource IT company (IT-SK) at Sibur in 2007 and launched the Network Integration Division at IBS (a major Russian systems integrator) in 1994. He holds a Masters in Engineering from Moscow Aviation Institute (National Research University) and a diploma in Economics from Plekhanov Russian Academy of Economics. Mr. Zhukov also holds a certificate for the Program for Executive Development from IMD in Lausanne, Switzerland.

On April 19, 2022, upon recommendation of the Compensation, Governance and Nominating Committee, the Board appointed Dmitriy Antipov to the Audit Committee, with effect immediately following the Effective Time. The Board has also determined that, based on his education and experience, Mr. Antipov is financially literate in accordance with the requirements of the NYSE. The Board intends to rely upon the phase-in exemptions from the independence requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act) in respect of Mr. Antipov’s appointment to the Audit Committee. Following Mr. Antipov’s appointment, the Audit Committee consists of Douglas Gardner, Simon Baker and Dmitriy Antipov, with Mr. Gardner serving as Chairperson.

On April 19, 2022, upon recommendation of the Compensation, Governance and Nominating Committee, the Board appointed Mikhail Zhukov to the Compensation, Governance and Nominating Committee, with effect immediately following the Effective Time of his appointment as the director. Following Mr. Zhukovs’s appointment, the Compensation, Governance and Nominating consists of Mikhail Zhukov, Dmitriy Antipov and Maksim Melnikov, with Mr. Antipov serving as Chairperson.

The Company has previously disclosed in its registration statement on Form F-1, declared effective by the SEC on November 4, 2021, that it follows the corporate governance practices of its home country, Cyprus, in lieu of certain of the corporate governance requirements of the NYSE. In addition, as discussed above, the Board intends to rely upon the phase-in exemptions from the independence requirements of the Exchange Act in respect of its Audit Committee.

About Cian

Cian is a leading online real estate classifieds platform in the large, underpenetrated and growing Russian real estate classifieds market, with a strong presence across Russia and leading positions in the country’s key metropolitan areas. The Company ranks among the top ten most popular online real estate classifieds globally in terms of traffic (based on SimilarWeb traffic data for other online real estate classifieds and Google Analytics data for Cian for September 2021). Cian’s networked real estate platform connects millions of real estate buyers and renters to millions of high-quality real estate listings of all types — residential and commercial, primary and secondary, urban and suburban. In the third quarter of 2021, the Company had over 1.8 million listings available through its platform and an average UMV of over 18.5 million. Through its technology-driven platform and deep insights into the Russian real estate market the Company provides an end-to-end experience for its customers and users and helps them address multiple pain points on their journey to a new home or place to work.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any express or implied statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation, statements regarding our financial outlook for 2021 and long-term growth strategy, as well as statements that include the words “target,” “believe,” “expect,” “aim,” “intend, intend,” may,” “anticipate,” “estimate,” “plan,” “project,” “will,” “can have,” “likely,” “should,” “would,” “could” and other words and terms of similar meaning or the negative thereof. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected, including, without limitation: our ability to maintain our leading market positions, particularly in Moscow, St. Petersburg and certain other regions, and our ability to achieve and maintain leading market position in certain other regions; our ability to compete effectively with existing and new industry players in the Russian real estate classifieds market; our heavy dependence on our brands and reputation; any potential failure to adapt to any substantial shift in real estate transactions from, or demand for services in, certain Russian geographic markets; any downturns in the Russian real estate market and general economic conditions in Russia; any effect on our operations due to cancellation of, or any changes to, the Russian mortgage subsidy program or other government support programs; further widespread impacts of the COVID-19 pandemic, or other public health crises, natural disasters or other catastrophic events which may limit our ability to conduct business as normal; our ability to establish and maintain important relationships with our customers and certain other parties; any failure to establish and maintain proper and effective internal control over financial reporting; any failure to remediate existing deficiencies we have identified in our internal controls over financial reporting, including our information technology general controls; any new or existing government regulation in the area of data privacy, data protection or other areas and the other important factors discussed under the caption “Risk Factors” (in particular, “Risks Relating to the Russian Federation” thereunder) in Cian’s prospectus pursuant to Rule 424(b) filed with the U.S. Securities and Exchange Commission (“SEC”) on November 4, 2021, and our other filings with the SEC as such factors may be updated from time to time.

Any forward-looking statements contained in this press release speak only as of the date hereof and accordingly undue reliance should not be placed on such statements. We disclaim any obligation or undertaking to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, other than to the extent required by applicable law.

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European Green Energy Firms Often Fall Short on Financing

LONDON — When Jakob Bitner was 7, he left Russia for Germany with his parents and sister. Twenty-eight years later, he is set on solving a vexing green-energy problem that could help Germany end its dependence on imported energy from Russia, or anywhere.

The problem: how to make wind and solar energy available 24 hours a day, seven days a week, even if the sun is not shining or the wind not blowing.

The company that Mr. Bitner co-founded in Munich in 2016, VoltStorage, found some success selling storage battery packs for solar power to homeowners in Europe. Now the company is developing much larger batteries — each about the size of a shipping container — based on a chemical process that can store and discharge electricity over days, not just hours like today’s most popular battery technology.

These ambitions to overcome the unreliable nature of renewable energy fit perfectly with Europe’s targets to reduce dependence on fossil fuels. But Mr. Bitner’s company is facing a frustrating reality that threatens to undercut Europe’s plans and poses a wider challenge in the global fight against climate change: a lack of money to finish the job.

plenty of capital available globally for the multitrillion-dollar task of funding this transition to greener energy.

The war in Ukraine has made Europe’s energy transition even more urgent. The European Union has said it will cut imported Russian natural gas by two-thirds this year and completely by the end of the decade. While some of that supply will be made up by imports from other countries, such as the United States and Qatar, expanding domestic renewable energy capacity is a critical pillar to this plan.

But attracting investors to projects trying to move beyond mature technologies like solar and wind power is tough. Venture capitalists, once cheerleaders of green energy, are more infatuated with cryptocurrencies and start-ups that deliver groceries and beer within minutes. Many investors are put off by capital-intensive investments. And governments have further muddied the water with inconsistent policies that undermine their bold pledges to reduce carbon emissions.

Tony Fadell, who spent most of his career trying to turn emerging technologies into mainstream products as an executive at Apple and founder of Nest, said that even as the world faced the risks of climate change, money was flooding into less urgent developments in cryptocurrency, the so-called metaverse and the digital art collections sold as NFTs. Last year, venture capitalists invested $11.9 billion in renewable energy globally, compared with $30.1 billion in cryptocurrency and blockchain, according to PitchBook.

Of the $106 billion invested by venture capitalists in European start-ups last year, just 4 percent went into energy investments, according to PitchBook.

“We need to get real,” said Mr. Fadell, who now lives in Paris and has proposed ideas on energy policy to the French government. “Too many people are investing in the things that are not going to fix our existential problems. They are just investing in fast money.”

It has not helped that the industry has been burned before by a green tech boom. About 15 years ago, environmentally conscious start-ups were seen as the next big thing in Silicon Valley. One of the premier venture capital firms, Kleiner Perkins Caufield & Byers, made former Vice President Al Gore a partner and pledged that clean energy would eventually make up at least a third of its total investments.Instead, Kleiner became a cautionary tale about the risks of investing in energy-related companies as the firm missed out on early backing of social media companies like Facebook and Twitter.

There is evidence that these old fears are receding. Two years ago 360 Capital, a venture capital firm based in Paris and Milan dealing in early-stage investment, introduced a dedicated fund investing in clean energy and sustainability companies. The firm is now planning to open up the fund to more investors, expanding it to €150 million from a €30 million fund.

There are a growing number of dedicated funds for energy investments. But even then there is a tendency for the companies in them to be software developers, deemed less risky than builders of larger-scale energy projects. Four of the seven companies backed by 360 Capital’s new fund are artificial intelligence companies and software providers.

Still, the situation has changed completely since the company’s first major green-energy investment in 2008, Fausto Boni, the firm’s founder, said. “We see potentially lots of money coming into the sector, and so many of the issues we had 15 years ago are on their way to being overcome,” he said. But the availability of bigger investments needed to help companies expand in Europe still lags behind, he added.

Breakthrough Energy Catalyst, which is backed by Bill Gates, is trying to fill the gap. It was formed in late 2021 to help move promising technology from development to commercial use. In Europe, it is a $1 billion initiative with the European Commission and European Investment Bank to support four types of technologies — long-duration energy storage, clean hydrogen, sustainable aviation fuels and direct air capture of carbon dioxide — that it believes need to scale quickly.

In Europe, there are “significant difficulties with the scaling-up phase,” said Ann Mettler, the vice president for Europe at Breakthrough Energy and a former director general at the European Commission. There is money for start-ups, but when companies become reasonably successful and a bit larger, they are often acquired by American or Chinese companies, she said. This leaves fewer independent companies in Europe focused on the energy problems they set out to solve.

Companies that build complex — and often expensive — hardware, like Mr. Bitner’s batteries for long-duration energy storage, have an especially hard time finding investors willing to stomach the risks. After a few investment rounds, the companies are too big for early-stage investors but too small to appeal to institutional investors looking for safer places to park large amounts of cash.

“If you look at typical climate technologies, such as wind and solar and even the lithium-ion batteries, they took well over four decades to go from the early R&D to the large-scale commercialization and cost competitiveness,” Ms. Mettler said, referring to research and development. “Four decades — which obviously we don’t have.”

There are some signs of improvement, including more funds focused on clean energy or sustainability and more companies securing larger investment rounds. But there is a sense of frustration as investors, companies and European governments agree that innovation and adoption of new technology need to happen much more quickly to reduce carbon emissions sharply by 2030.

“You won’t find a place in the world that is more attuned to what is needed than Europe,” Ms. Mettler said. “It’s not for lack of ambition or vision — it’s difficult.”

But investors say government policy can help them more. Despite climate pledges, the regulations and laws in place haven’t created strong enough incentives for investments in new technologies.

Industries like steel and concrete have to be forced to adopt greener methods of production, Mr. Boni, the 360 Capital founder, said.

For energy storage, hydrogen, nuclear power and other large-scale projects, the government should expedite permitting, cut taxes and provide matching funds, said Mr. Fadell, who has put his personal fortune into Future Shape, which backs start-ups addressing societal challenges.

“There are few investors willing to go all in to put up $200 million or $300 million,” Mr. Fadell said. “We need to know the government is on our side.”

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Disney, Built on Fairy Tales and Fantasy, Confronts the Real World

Since its founding in 1923, Disney has stood alone in Hollywood in one fundamental way: Its family-friendly movies, television shows and theme park rides, at least in theory, have always been aimed at everybody, with potential political and cultural pitfalls zealously avoided.

The Disney brand is about wishing on stars and finding true love and living happily ever after. In case the fairy tale castles are too subtle, Disney theme parks outright promise an escape from reality with welcome signs that read, “Here you leave today and enter the world of yesterday, tomorrow and fantasy.”

Lately, however, real world ugliness has been creeping into the Magic Kingdom. In this hyperpartisan moment, both sides of the political divide have been pounding on Disney, endangering one of the world’s best-known brands — one that, for many, symbolizes America itself — as it tries to navigate a rapidly changing entertainment industry.

In some cases, Disney has willingly waded into cultural issues. Last summer, to applause from progressives and snarls from the far right, Disney decided to make loudspeaker announcements at its theme parks gender neutral, removing “ladies and gentlemen, boys and girls” in favor of “dreamers of all ages.” But the entertainment giant has also found itself dragged into the fray, as with the recent imbroglio over a new Florida law that among many things restricts classroom instruction through third grade on sexual orientation and gender identity and has been labeled by opponents as “Don’t Say Gay.”

Disney then aggressively denounced the bill — only to find itself in the cross hairs of Fox News hosts and Florida’s governor, Ron DeSantis, who sent a fund-raising email to supporters saying that “Woke Disney” had “lost any moral authority to tell you what to do.” Florida lawmakers began threatening to revoke a 55-year-old law that enables Walt Disney World to essentially function as its own municipal government. (Disney had already been at odds with the governor on pandemic issues like a vaccine mandate for employees.)

In trying to offend no one, Disney had seemingly lost everyone.

Candlelight Processional events, Bible verses and all.

It took the company until 2009 to introduce a Black princess.

But in recent years, there has been a noticeable change. Robert A. Iger, who served as chief executive from 2005 to 2020, pushed the world’s largest entertainment company to emphasize diverse casting and storytelling. As he said at Disney’s 2017 shareholder meeting, referring to inclusion and equality: “We can take those values, which we deem important societally, and actually change people’s behavior — get people to be more accepting of the multiple differences and cultures and races and all other facets of our lives and our people.”

powerful Afrocentric story line. Under his tenure, Disney refocused the “Star Wars” franchise around female characters. A parade of animated movies (“Moana,” “Coco,” “Raya and the Last Dragon,” “Soul,” “Encanto”) showcased a wide variety of races, cultures and ethnicities.

The result, for the most part, has been one hit after another. But a swath of Disney’s audience has pushed back.

review bombed” in the fall because it depicted a gay superhero kissing his husband, with online trolls flooding the Internet Movie Database with hundreds of homophobic one-star reviews. In January, Disney was accused by the actor Peter Dinklage and others of trafficking in stereotypes by moving forward with a live-action “Snow White” movie — until it was revealed that the company planned to replace the seven dwarfs with digitally created “magical creatures,” which, in turn, prompted complaints by others about the “erasure” of people with dwarfism.

Disney executives tend to dismiss such incidents as tempests in teapots: trending today, replaced by a new complaint tomorrow. But even moderate online storms can be a distraction inside the company. Meetings are held about how and whether to respond; fretful talent partners must be reassured.

As Disney prepared to introduce its streaming service in 2019, it began an extensive review of its film library. As part of the initiative, called Stories Matter, Disney added disclaimers to content that the company determined included “negative depictions or mistreatment of people or cultures.” Examples included episodes of “The Muppet Show” from the 1970s and the 1941 version of “Dumbo.”

“These stereotypes were wrong then and are wrong now,” the disclaimers read.

The Stories Matter team privately flagged other characters as potentially problematic, with the findings distributed to senior Disney leaders, according to two current Disney executives, who spoke on the condition of anonymity to discuss confidential information. Ursula, the villainous sea witch from “The Little Mermaid” (1989), was one. Her dark color palette (lavender skin, black legs) could be viewed through a racial lens, the Stories Matter team cautioned; she is also a “queer coded” character, with mannerisms inspired in part by those of a real-life drag queen.

changing of the guard, with Mr. Iger stepping down as executive chairman in December.

Mr. Iger occasionally spoke out on hot-button political issues during his time as chief executive. His successor, Bob Chapek, decided (with backing from the Disney board) to avoid weighing in on state political battles. Disney lobbyists would continue to work behind the scenes, however, as they did with the Florida legislation.

gently explored gender identity. Gonzo donned a gown, defying a directive from Miss Piggy “that the girls come as princesses and the boys come as knights.” Out magazine wrote that the episode “just sent a powerful message of love and acceptance to gender-variant kids everywhere!” And a far-right pundit blasted Disney for “pushing the trans agenda” on children, starting an online brush fire.

Around the same time, some L.G.B.T.Q. advocates were criticizing Disney over “Loki,” a Disney+ superhero show. In the third episode of “Loki,” the title character briefly acknowledged for the first time onscreen what comic fans had long known: He is bisexual. But the blink-and-you-missed-it handling of the information angered some prominent members of the L.G.B.T.Q. community. “It’s, like, one word,” Russell T. Davies, a British screenwriter (“Queer as Folk”), said during a panel discussion at the time. “It’s a ridiculous, craven, feeble gesture.”

The fighting will undoubtedly continue: The Disney-Pixar film “Lightyear,” set for release in June, depicts a loving lesbian couple, while “Thor: Love and Thunder,” arriving in July, will showcase a major L.G.B.T.Q. character.

Last month, when Disney held its most recent shareholder meeting, Mr. Chapek was put on the spot by shareholders from the political left and right.

One person called Disney to task for contributions to legislators who have championed bills that restrict voting and reproductive rights. Mr. Chapek said that Disney gave money to “both sides of the aisle” and that it was reassessing its donation policies. (He subsequently paused all contributions in Florida.) Another representative for a shareholder advocacy group then took the microphone and noted that “Disney from its very inception has always represented a safe haven for children,” before veering into homophobic and transphobic comments and asking Mr. Chapek to “ditch the politicization and gender ideology.”

In response, Mr. Chapek noted the contrasting shareholder concerns. “I think all the participants on today’s call can see how difficult it is to try to thread the needle between the extreme polarization of political viewpoints,” he said.

“What we want Disney to be is a place where people can come together,” he continued. “My opinion is that, when someone walks down Main Street and comes in the gates of our parks, they put their differences aside and look at what they have as a shared belief — a shared belief of Disney magic, hopes, dreams and imagination.”

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Activision says it is cooperating with federal insider trading probes, article with image

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April 15 (Reuters) – Activision Blizzard (ATVI.O) is cooperating with federal investigations into trading by friends of its chief executive shortly before the gaming company disclosed its sale to Microsoft Corp, it said in a securities filing on Friday.

It received requests for information from the U.S. Securities and Exchange Commission and received a subpoena from a Department of Justice grand jury, the maker of “Call of Duty” said in an amended proxy filing.

The requests “appear to relate to their respective investigations into trading by third parties – including persons known to Activision Blizzard’s CEO – in securities prior to the announcement of the proposed transaction,” it said.

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Microsoft (MSFT.O) in January agreed to acquire Activision for $95 a share, or $68.7 billion in total, in the biggest video-gaming industry deal in history. read more

The company did not name the parties, nor say whether the grand jury subpoena was directed at any employee.

The filing did not disclose when it received the subpoena or the SEC request for information.

Media moguls Barry Diller and David Geffen, and investor Alexander von Furstenberg, acquired share options after von Furstenberg met with Activision CEO Bobby Kotick and days before it disclosed the sale to Microsoft, the Wall Street Journal reported last month.

“Activision Blizzard has informed these authorities that it intends to be fully cooperative with these investigations,” the company said.

Diller told Reuters last month that none of the three had any knowledge about a potential acquisition and had acted on the belief that Activision was undervalued and had the potential for going private or being acquired. read more

The amended proxy filing that included the information on its cooperation with the SEC and DOJ came after shareholders sued the company alleging omissions to a preliminary proxy on the sale.

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Reporting by Gary McWilliams; Editing by Himani Sarkar

Our Standards: The Thomson Reuters Trust Principles.

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