DGAP-RPT | 26 May 2021
Delivery Hero SE
/ Release of an announcement according to Article 111c of the AktG [the German Stock Corporation Act]
Delivery Hero SE: Disclosure of material transactions with related parties in accordance with Section 111c of the German Stock Corporation Act (AktG)
Berlin, 26. May 2021
Glovo is a pioneering multi-category delivery app and one of the world's leading delivery platforms. Founded in Barcelona in 2015, it operates in Southern Europe and EEMEA. The app connects users with restaurants, grocery chains, pharmacies and retail stores, and also includes an "anything" category that allows users to order whatever they want in their city. Delivery Hero has held an interest in Glovo since 2018 and at the time of the conclusion of the Sale Agreements holds an interest of approximately 44% on a non-fully diluted basis. Glovo is therefore considered a related party of Delivery Hero within the meaning of Sec. 111a para. 1 sent. 2 of the German Stock Corporation Act (AktG).
Under the terms of the Sale Agreements, Glovo will acquire the following from Delivery Hero:
- 100% of the share capital of Foodpanda Romania RO S.R.L (Romania);
- 100% of the share capital of Delivery Hero Bulgaria EOOD (Bulgaria);
- 100% of the share capital of Pluton d.o.o. (Serbia) which is the owner of 100% of the share capital in Donesi d.o.o. Podgorica (Montenegro) and Donesi d.o.o. Banja Luka (Bosnia & Herzegovina);
- Certain assets of Delivery Hero Croatia d.o.o. (Croatia), mainly comprising the restaurants contracts and the customer base; and
- Certain assets of Delivery Hero Dmart S.R.L (Romania Dmart), mainly comprising the lease contracts, grocery-related vendor agreements and furniture and fixtures.
The Delivery Hero platforms in the aforementioned countries will be rebranded to Glovo's company brand during a transitional period of 6 months.
The consideration paid by Glovo is based on a valuation in line with market conditions and is evaluated by an external fairness opinion provider to be within the fair value range for Delivery Hero. The terms and conditions of the Sale Agreements are, in the opinion of the Management Board of Delivery Hero, reasonable and in line with market conditions.
Accordingly, during the course of 2020, the Perimeter had GMV of EUR 195 million, net revenues of EUR 37 million and a negative EBITDA of EUR 18 million. In the same period, the Perimeter represented approx. 14% of orders in our Europe segment and 11% of GMV of the Delivery Hero Europe geographical segment.
The Supervisory Board of Delivery Hero has also approved the conclusion of the Sale Agreements in advance.
The transactions in Bosnia & Herzegovina, Bulgaria, Croatia, Montenegro, and Serbia are expected to close within the next few weeks, subject to the fulfilment of certain conditions precedent. The transaction in Romania is expected to close by Q1 2022, subject to the fulfillment of certain conditions precedent and relevant required regulatory approvals.
Berlin, May 2021
The Management Board
26.05.2021 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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