Sberbank (SBER)
Sberbank announces closing of deals to register its Strategic partnership
with Mail.ru Group
19-Dec-2019 / 08:03 CET/CEST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
Sberbank announces closing of deals to register its Strategic partnership
with Mail.ru Group officially, buy into MFT, and create O2O platform for
foodtech, taxi, and car sharing services
? Sberbank closes deal to acquire 36% stake in MF Technologies.
? Sberbank and Mail.ru Group complete formation of partnership to develop
mobility and foodtech solutions and services.
? Sberbank and Mail.ru Group set up Board of Directors for their O2O
(online to offline) joint venture and choose BoD Chairman.
? Sberbank nominates its representative for Mail.ru Group's Board of
Directors.
December 19, 2019, Moscow - Sberbank and Mail.ru Group have completed the
formation of their foodtech and mobility partnership. Sberbank also
announces the acquisition of a 36% interest in MF Technologies, which
controls 58.3% of votes in Mail.ru Group.
Sberbank buys into MF Technologies
Sberbank has closed the deal to acquire a 36% stake in MF Technologies JSC
from Gazprombank JSC and state-owned corporation Rostec to become a
full-fledged partner. As a result, MF Technologies shareholder structure
will be as follows: MegaFon (45%), Sberbank (36%), Rostec (10%), USM
Holdings (9%).
Sberbank will get one seat on the Board of Directors of Mail.ru Group. Lev
Khasis, First Deputy Chairman of the Executive Board of Sberbank, has been
nominated for the position.
Sberbank and Mail.ru Group complete formation of foodtech & mobility
partnership
The parties have gotten equal stakes in the JV; up to 10% of shares will be
allocated for the long-term motivation program to incentivize O2O platform
employees. All corporate and regulatory approvals, including those from the
Federal Antimonopoly Service of Russia, have been obtained.
The parties will contribute complementary foodtech and mobility assets along
with investment to the platform. Their aggregate value will reach of up to
RUB64.6 bln if business KPIs are met by November 2020.
According to parties' estimates, the funding being injected in the JV should
be sufficient for the platform to implement its current business plans and
reach the break-even point. On top of that, the parties might consider
bringing in more investors down the road to facilitate the platform's
further development.
Details of the deal:
? JV's shareholding in Citymobil after the restructuring and investment
will reach up to 95% by the end of 1Q20. MegaFon and Citymobil founder
Aram Arakelyan will keep their minority stakes in Citymobil
? The parties have agreed to consolidate 100% of SberFood, a digital
platform for the restaurant market formerly known as Foodplex, which
features the r-keeper ERP platform for restaurants. As a result of the
consolidation Sberbank's current SberFood partners - Rambler Group and GHP
Group - will get minority stakes in Delivery Club. JV's shareholding in
Delivery Club will reach up to 98.1%
? The parties will contribute YouDrive car sharing service, minority
stakes in DC Daily, Performance Group, SberMarket, and other complementary
assets to the JV. The parties have agreed that the JV will be the only
entity developing these services for each of the companies
? The JV will have received approximately RUB 47 bln in capital investment
from Sberbank and Mail.ru Group by the time the deal is closed and an
additional investment of up to RUB 17.6 bln if the KPIs are met. In this
case the JV valuation will top RUB 100 bln, given the KPIs are met.
The corporate governance structure implies setting up a Board of Directors,
which will include three members from Mail.ru Group and Sberbank, each, and
one independent director.
Sberbank and Mail.ru Group representatives:
? Lev Khasis, First Deputy Chairman of the Executive Board, Sberbank
? Svetlana Kirsanova, Deputy Chairman of the Executive Board, Sberbank
? Andrey Vanin, Senior Vice President, Director of Sberbank Ecosystem
Development Unit (SberX)
? Boris Dobrodeev, CEO, Mail.ru Group, Russia
? Vladimir Gabrielyan, First Deputy CEO, Mail.ru Group
? Anna Artamonova, Vice President, Head of Email and Portal and Instant
Messaging Business Units, Mail.ru Group
The Board of Directors will be in charge of the JV strategy and will
identify the company's top priority growth areas.
The parties have agreed that the JV's Board Chairman position implies annual
rotation - Boris Dobrodeev will be elected as the first BoD Chairman to be
replaced by a Sberbank executive a year later.
The companies in the O2O JV will maintain their current management teams.
Lev Khasis, First Deputy Chairman of the Executive Board, Sberbank:
"We've managed to finalize the terms of a complicated deal fast, a deal that
involved multiple parties and assets. I'd like to thank all of our partners
involved in the deals for their constructive and professional approach when
rising up to the challenges we faced. We're happy that all the legal
formalities are behind us. Our teams have already run a whole range of
integration projects that should enrich customer experience and make our
food and mobility solutions convenient and indispensable for a vast number
of people. We expect that our joint O2O platform's products and services
will be top choice for Russians."
Boris Dobrodeev, CEO, Mail.ru Group:
"We'd started collaborating with Sberbank even before the deal was closed,
and we saw excellent results. We are pleased to move to a new phase of our
partnership that will allow us to fully leverage the synergies of our
ecosystems. We agreed that all the expertise in transportation and food tech
accumulated by Mail.ru Group and Sberbank will be invested in the
development of the new O2O platform. I believe that our joint efforts will
have a compound effect, and we will be able to provide users and partners
with a platform offering the best deals and the widest range of services".
# # #
Sberbank
Yulia Emm
Press office
Tel.: +7 495 957 5721
media@sberbank.ru
Sberbank is Russia's largest bank and a leading global financial
institution. Sberbank holds almost one third of aggregate Russian banking
sector assets, it is the key lender to the national economy and the biggest
deposit taker in Russia. The Central Bank of the Russian Federation is the
founder and principal shareholder of Sberbank owning 50% of the bank's
authorized capital plus one voting share, with the remaining 50% held by
domestic and international investors. Sberbank has customers in 18
countries. Sberbank has the largest distribution network in Russia with
about 14,000 branches, and its international operations include the UK, US,
CIS, Central and Eastern Europe, India, China, and other countries.
The bank holds general banking license No. 1481 issued by the Bank of
Russia.
Official websites of the Bank: www.sberbank.com [1] (Sberbank Group
website), www.sberbank.ru [2].
ISIN: US80585Y3080, RU0009029540, RU0009029557, US80585Y4070
Category Code: MSCH
TIDM: SBER
LEI Code: 549300WE6TAF5EEWQS81
OAM Categories: 2.2. Inside information
Sequence No.: 36369
EQS News ID: 939999
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(END) Dow Jones Newswires
December 19, 2019 02:03 ET (07:03 GMT)
