Filing Details

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Sistema PJSFC (formerly “Joint Stock Financial Corporation Sistema”)

Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐

(b) ☒

Source of Funds (See Instructions)

WC

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

Citizenship or Place of Organization

Russian Federation

Sole Voting Power

1,008,008,866

Shared Voting Power

0

Sole Dispositive Power

1,008,008,866

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

1,008,008,866

Percent of Class Represented by Amount in Row (11)

50.66%

Type of Reporting Person (See Instructions)

HC

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Vladimir P. Evtushenkov

Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]

(b) ☒

Source of Funds (See Instructions)

N/A

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

Citizenship or Place of Organization

Russian Federation

Sole Voting Power

1,008,008,866

Shared Voting Power

0

Sole Dispositive Power

1,008,008,866

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

1,008,008,866

Percent of Class Represented by Amount in Row (11)

50.66%

Type of Reporting Person (See Instructions)

IN

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Sistema Finance S.A.

Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]

(b) ☒

Source of Funds (See Instructions)

N/A

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

Citizenship or Place of Organization

Luxembourg

Sole Voting Power

151,316,880

Shared Voting Power

0

Sole Dispositive Power

151,316,880

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

151,316,880

Percent of Class Represented by Amount in Row (11)

7.60 %

Type of Reporting Person (See Instructions)

CO

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Sistema Telecom Assets LLC

Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]

(b) ☒

Source of Funds (See Instructions)

N/A

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

Citizenship or Place of Organization

Russian Federation

Sole Voting Power

220,467,234

Shared Voting Power

0

Sole Dispositive Power

220,467,234

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

220,467,234

Percent of Class Represented by Amount in Row (11)

11.08%

Type of Reporting Person (See Instructions)

CO

The first paragraph of part (a)-(c) of item 2 is hereby amended and restated as follows:

This statement is being filed by (1) Sistema PJSFC (formerly referred to as “Joint Stock Financial Corporation Sistema”), an open joint stock company organized under the laws of the Russian Federation (“Sistema”), (2) Sistema Telecom Assets LLC, a limited liability company organized under the laws of the Russian Federation (“STA”), (3) Sistema Finance S.A., a corporation organized under the laws of Luxembourg (“Sistema Finance”) and (4) Vladimir P. Evtushenkov (“Mr. Evtushenkov”), a citizen of the Russian Federation.  Sistema, STA, Sistema Finance and Mr. Evtushenkov are referred to herein as the “Reporting Persons.”

The seventh paragraph of part (a)-(c) of Item 2 is hereby amended and restated as follows:

The directors and executive officers of each of Sistema (other than Mr. Evtushenkov), Sistema Finance and STA are set forth in Exhibit A attached hereto. Exhibit A sets forth the following information with respect to each such person: (i) name; (ii) business address; (iii) present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted; and (iv) citizenship.

Item 4.

Purpose of Transaction

The description contained herein supplements Item 4 in the Schedule 13D and should be read in connection therewith:

On October 31, 2016, the Issuer, through its subsidiary Stream Digital, LLC acting as offeror (the “Offeror”), commenced an issuer tender offer to purchase its common stock (the “Tender Offer”). The Reporting Persons will not participate in the Tender Offer. On October 31, 2016, Sistema and the Offeror entered into a stock purchase agreement (the “Stock Purchase Agreement”, a copy of which is attached hereto as Exhibit C and incorporated herein by reference) pursuant to which Sistema has agreed not to tender or sell any shares in the Tender Offer and instead has agreed to sell to the Offeror, following completion of the Tender Offer, a pro rata number of Shares based on the number of Shares that the Offeror purchases in the Tender Offer, such that Sistema’s (together with its affiliated entities’) aggregate percentage ownership and voting power in the Issuer after the Tender Offer will be substantially equal to Sistema’s and such affiliates’ ownership and voting power as at the date of commencement of the Tender Offer. Pursuant to the terms of the Stock Purchase Agreement, Sistema may sell up to a maximum amount of 25,454,636 Shares. Settlement (including transfer of the Shares and payment thereof) pursuant to the Purchase Agreement will be carried out at the same price per Share as is determined and paid as the “strike price” in accordance with the terms of the Tender Offer, and is expected to occur no earlier than on the eleventh business day and no later than the twenty-first business day following the expiration of the Tender Offer. Assuming that the Tender Offer is fully subscribed for RUB 4,934,527,300, the aggregate purchase price for the Shares is expected to be approximately RUB 5,065,472,700 (corresponding to US$80,353,311 million translated at the exchange rate of US$1.00 to RUB 63.04, which was the exchange rate on October 28, 2016). The closing of the purchase and sale of the Shares is subject to the completion of the Tender Offer.

Subject to the conditions mentioned herein and in the Schedule 13D, the Reporting Persons may acquire additional Shares or ADSs and/or sell or hold Shares or ADSs currently held. Any actions Sistema or the other Reporting Persons might undertake will be dependent upon the Reporting Persons’ review of numerous factors, including, among other things, the price levels of the Shares or ADSs; general market and economic conditions; ongoing evaluation of the Issuer’s business, financial condition, operations and prospects; the relative attractiveness of alternative business and investment opportunities; and other future developments.

Except as set forth in this Amendment and the Schedule 13D, the Reporting Persons have no present plans or proposals which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

Item 6 is hereby amended to add the following paragraph:

The information contained in Item 4 of this Amendment is incorporated herein by reference. An English translation of the Stock Purchase Agreement is attached hereto as Exhibit C and incorporated herein by reference.

SISTEMA TELECOM ASSETS LLC

Exhibit A

(99.1)

Exhibit C

(99.3)