DGAP-News | 19 Jun 2017
DGAP-News: Delivery Hero AG / Key word(s): IPO
NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
Delivery Hero sets price range for planned IPO at EUR 22.00 to EUR 25.50
Niklas Östberg, CEO of Delivery Hero, said:
- The Offering will consist of 18,950,000 newly issued ordinary registered shares from a capital increase and of 15,000,000 existing ordinary registered shares from the holdings of certain existing shareholders.
- Furthermore, 5,092,500 ordinary registered shares from the holdings of Global Online Takeaway Group S.A. may be placed with investors in connection with a potential over-allotment.
- At the mid-point of the price range, gross proceeds for the Company from the Offering of newly issued (primary) shares would amount to approximately EUR 450 million. The Company intends to use the net proceeds primarily to repay loans and to finance the growth and development of its business.
- Assuming full placement of all offered shares at the mid-point of the price range, including the over-allotment shares, the total size of the Offering would amount to approximately EUR 927 million.
- The Company's existing shareholders have agreed to a lock-up period of 180 days and its management board members to a lock-up period of 12 months.
- Subject to approval of the prospectus by the German Federal Financial Supervisory Authority (BaFin) and its publication, the offer period is expected to begin on 20 June 2017 and to end on 28 June 2017. The final offer price and the final number of shares placed in the Offering are expected to be published on 28 June 2017. Once approved, the prospectus will be available in the Investor Relations section of the Company's website at www.deliveryhero.com.
- The offer consists of public offerings in Germany and Luxembourg and private placements in certain jurisdictions outside of Germany and Luxembourg.
Citigroup, Goldman Sachs International and Morgan Stanley are acting as Joint Global Coordinators and Joint Bookrunners. UniCredit Bank AG, Berenberg, Jefferies and UBS Investment Bank have been mandated as additional Joint Bookrunners.
About Delivery Hero
This press release is neither an advertisement nor a prospectus and should not be relied upon in making any investment decision to purchase, subscribe for or otherwise acquire any securities. The information and opinions contained in this press release are provided as at the date of this press release, are subject to change without notice and od not purport to contain all information that may be required to evaluate the Company. No reliance my or should be placed for any purpose whatsoever on the information contained in this press release, or any other information discussed verbally, or on its completeness, accuracy or fairness.
This publication constitutes neither an offer to sell nor a solicitation to buy securities. The offer will be made solely by means of, and on the basis of, a securities prospectus which is to be published. An investment decision regarding the publicly offered securities of Delivery Hero AG should only be made on the basis of the securities prospectus. The securities prospectus will be published promptly upon approval by the German Federal Financial Supervisory Authority (BaFin) and will be available free of charge from Delivery Hero AG, Oranienburger Str. 70, 10117 Berlin, Germany, or on the Delivery Hero AG website (www.deliveryhero.com).
This press release is not an offer of securities for sale in the United States. The securities of the Company are not and will not be registered pursuant to the provisions of the US Securities Act of 1933, as amended (the "Securities Act") or with the securities regulators of the individual states of the United States. The securities may not be offered, sold or delivered, directly or indirectly, in or into the United States except pursuant to an exemption from the registration and reporting requirements of the United States securities laws and in compliance with all other applicable United States legal regulations. The Company does not intend to register its securities under the Securities Act or to conduct a public offering of securities in the United States.
Sales in the United Kingdom are also subject to restrictions. The securities are only available in the United Kingdom to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities in the United Kingdom will be engaged in only with, such relevant persons to whom it may be lawfully communicated ("Relevant Persons"). Any person in the United Kingdom who is not a Relevant Person should not act or rely on this press release or any of its contents.
In connection with the placement of the Offer Shares, Goldman Sachs or its affiliates, acting for the account of the Underwriters, will act as the stabilization manager and may, as stabilization manager, make over-allotments and take stabilization measures in accordance with legal requirements (Art. 5 para. 4 and 5 of the Market Abuse Regulation (EU) No. 596/2014 in conjunction with Articles 5 through 8 of the Commission Delegated Regulation (EU) 2016/1052) to support the market price of the Issuer's shares and thereby counteract any selling pressure. The stabilization manager is under no obligation to take any stabilization measures. Therefore, stabilization may not necessarily occur and may cease at any time. Such measures may be taken on the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) from the date when trading in the shares of the Issuer is commenced on the regulated market segment (regulierter Markt) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) and must be terminated no later than 30 calendar days after this date (the "Stabilization Period"). Stabilization transactions aim at supporting the market price of the Issuer's shares during the Stabilization Period. These measures may result in the market price of the Issuer's shares being higher than would otherwise have been the case. Moreover, the market price may temporarily be at an unsustainable level.