Otkritie offering to buy 55% of Qiwi for $694 mln
MOSCOW. June 13 (Interfax) - Otkritie has launched bid to buy 55% of payment terminal operator Qiwi for $694 million, Otkritie said in a statement.
"Otkritie Holding and Otkritie Investments Cyprus Limited said they intend to make a cash tender offer at a price of $28 per share for up to 24,794,253 outstanding Class B ordinary shares with a nominal value 0.0005 euros per share, including Class B Shares represented by American Depositary Shares, where each ADS represents one Class B Share, of the Nasdaq-traded Qiwi plc.
"The creation of added value through high-tech financial services is one of Otkritie Group's strategic priorities. Over the last years we have been successful in developing our FinTech projects, such as Tochka, Rocketbank and Otkritie Factoring, and established ourselves as leaders in launching innovative solutions in our banking business segment (including remote mortgage applications with online search capability for residential properties using VR technologies or face and voice recognition in customer identification procedures), said Alexey Karakhan, CEO of Otkritie Holding.
"We clearly see that the FinTech market is expanding and the share of such projects and solutions is constantly increasing in our business, and we are sure that this trend will continue. In pursuance of this strategy, we aim to further our investments in the FinTech domain and deepen our strategic cooperation with one of the leaders of Russian FinTech market, thus we announce our intention to commence the tender offer to purchase up to additional 45-55% of class B shares and ADS in Qiwi. We consider this to be an important step for us - if the offer is successfully closed, this will create a basis for our companies to build on the growth of FinTech and reinforce our respective positions as digital leaders," he said.
Otkritie and affiliates currently hold approximately 8.85% of the outstanding shares in Qiwi which, when added to the maximum number of shares the offerors are seeking to acquire, constitutes approximately 63.85% of the outstanding shares.
The offer price represents a 19% premium over Qiwi's closing price of $23.53 per share on June 9 and represents an 87.86% premium over the average year-to-date closing trading prices of $14.91 per share. The tender offer will be open to all holders of the Class B shares, including Class B Shares represented by ADS.
Almost simultaneously with offer, Otkritie and its affiliates have initiated discussions with and are considering an opportunity to cooperate with Saldivar Investments Limited, the controlling shareholder of Qiwi, and Sergey Solonin, the controlling shareholder of Saldivar and CEO of Qiwi. "The discussions are preliminary only and there are no agreements or understandings, written or oral, between the parties as of the date hereof. Parent and Purchaser do not expect any agreements or understandings with Saldivar or Mr. Solonin to be reached until after completion of the Offer, and there can be no assurance that any such agreement or understanding will be reached. Such discussions with Saldivar and Mr. Solonin may continue following the Offer, however, the consummation of the Offer is in no way contingent on the outcome of such discussions," Otkritie said.
The Qiwi Group includes OJSC Qiwi, Qiwi Bank and Qiwi Payment Services Provider LLC. Company shares are traded on Nasdaq and the Moscow Exchange .
Otkritie expects Qiwi securities to remain listed on the Nasdaq and shares on the Moscow Exchange following completion of the Offer.