Filing Details

QIWI plc

(Name of Issuer)

American Depositary Shares, each representing one Class B Ordinary Share, having a nominal value of €0.0005 per share

(Title of Class of Securities)

74735M108

(CUSIP Number)

Alexander Tarabrin

2/4 Letnikovskaya Street, 115114, Moscow, Russia

+7 (495) 232-03-00

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

August 25, 2017

(Date of Event which Requires Filing of this Statement)

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Explanatory Note:

This Amendment No. 6 to Schedule 13D (the “Amendment”) is filed by Otkritie Holding JSC and Otkritie Investments Cyprus Limited to amend the Schedule 13D related to the Class B ordinary shares of QIWI previously filed by OICL with the Securities and Exchange Commission on June 12, 2015 and amended by Amendment No. 1 filed on June 23, 2015, Amendment No. 2 filed on February 27, 2017, Amendment No. 3 filed on May 31, 2017, Amendment No. 4 filed on June 9, 2017 and Amendment No. 5 filed on August 4, 2017 (as so amended, the “Schedule 13D”). This Amendment is filed to disclose the items contained herein.  This Amendment No. 6 is the final amendment to the Schedule 13D and is an exit filing.

Each capitalized term used and not defined herein shall have the meaning assigned to such term in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.

Item 4.

Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

On August 29, 2017, the Central Bank of Russia (the “CBR”) as part of its plan on financial rehabilitation of Public Joint-Stock Company «Bank Otkritie Financial Corporation» (“Bank Otkritie”) introduced temporary administration at Bank Otkritie.  As a result, CBR representatives replaced the executive bodies of Bank Otkritie and effectively assumed all decision-making authority over Bank Otkritie.  Otkritie Holding no longer has voting or dispositive power over QIWI ADSs held by Bank Otkritie.  As such, Otkritie Holding and OICL are no longer in a group with Bank Otkritie for purposes of Schedule 13D reporting obligations.

As a result of the transactions described herein, Otkritie Holding and OICL currently beneficially own 2,200,201 ADSs representing Class B ordinary shares, which represents less than 5% of Class B ordinary shares outstanding, based on 45,080,461 Class B ordinary shares outstanding as of March 17, 2017, as disclosed by QIWI in its Annual Report on Form 20-F.  The filing of this Amendment No. 6 represents the final amendment to the Schedule 13D and constitutes an exit filing for Otkritie Holding and OICL.

Item 5.

Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

(a)

See Exhibit A hereto, which is incorporated herein by reference.

(b)

See Exhibit A hereto, which is incorporated herein by reference.

(c)

On August 25, 2017, as part of an internal transfer, Otkritie Holding sold Bank Otkritie a total of 3,848,069 ADSs at a price of $17.30 per ADS.

On August 29, 2017, as part of an internal transfer, Otkritie Holding sold Bank Otkritie a total of 1,434,309 ADSs at a price of 965 Roubles per ADS.

 

On October 11, 2017, OICL purchased 1,225,000 ADSs at a price of 985 Roubles per ADS and 833,00 ADSs at a price of 985 Roubles per ADS in two privately negotiated transactions.

(d)

Otkritie Holding and OICL expect to enter into repurchase, buy and sell back and other similar transactions with third parties from time to time covering ADSs they beneficially own, and also may loan, pledge, hypothecate or sell ADSs to third parties. Such third parties may then hold an interest in some or all of Otkritie Holding’s and OICL’s ADSs, including the right to receive dividends and other distributions thereon and to sell or transfer such ADSs.

(e)

August 25, 2017.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: October 19, 2017

SCHEDULE A

Persons other than Individuals:

Individuals:

The business address for directors of Otkritie Holding JSC is Letnikovskaya street, 2, building 4, Moscow, 115114, Russia.

The business address for Maria Pitta, Androulla Mantoles, Kristina Khakhulina and Alexander Kupriyanov is Griva Digeni, 105, 1st floor, Flat/Office 102C, 3101, Limassol, Cyprus.

The business address for Athanasis Neophytou, Christos Neophytou and Mariia Cherviakova is 105, 1st floor, Flat/Office 102B, 3101, Limassol, Cyprus.

Each individual listed in the table above disclaims beneficial ownership of the Class A and/or B ordinary shares that may be beneficially owned by each of the other entities and individuals listed in this Schedule A and this report shall not be construed as an admission that such persons are the beneficial owner of such securities.

EXHIBIT A

Item 5(a)&(b) – Interest in Securities of the Issuer

Explanatory Note:

Elinova Holding Ltd may be deemed to beneficially own 100% of the ADSs representing Class B ordinary shares beneficially owned by Otkritie Investments Cyprus Limited by virtue of its direct ownership of 100% of the shares in Otkritie Investments Cyprus Limited. Elinova Holding Ltd is a direct wholly-owned subsidiary of Otkritie Holding JSC.

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