HeadHunter Group PLC Signs Agreement to Acquire LLC Zarplata.ru
24 Novembre 2020 - 10:05AM
HeadHunter Group PLC (Nasdaq: HHR, MOEX: HHRU) (HeadHunter or the
“Company”) announces today that it has entered into a sale and
purchase agreement to acquire LLC Zarplata.ru (“Zarplata”), an
online recruitment platform operating in Russia.
On November 24, 2020, HeadHunter entered into a
sale and purchase agreement to acquire 100% of the issued charter
capital of LLC Zarplata.ru (“Zarplata”) from Hearst Shkulev Digital
Regional Network B.V. for a total purchase price of ₽3.5 billion in
cash subject to customary price adjustments at closing as well as
limited post-closing escrow arrangements (“Acquisition”). The
Federal Antimonopoly Service of Russia (“FAS”) has approved the
Acquisition and completion is expected to occur by the end of
January 2021, subject to customary closing conditions.
Transaction Rationale
Zarplata is a job classified platform with a
strong footprint in certain Russian regions, such as Siberia and
the Urals. It was formed by consolidating local city portals, which
has created high local brand recognition and means that Zarplata
has a significant share of organic traffic. Revenue generated by
Zarplata in its key regions is comparable with HeadHunter’s revenue
in those geographies. In 2019, Zarplata generated total revenue of
₽854 million according to Zarplata’s unaudited non-IFRS internal
data. Based on the Company’s diligence of Zarplata to date, the
Company has concluded that Zarplata’s revenue recognition policy is
similar to IFRS, however there can be no assurance that this policy
was applied consistently in historical periods.
The Company believes the Acquisition will
accelerate HeadHunter’s development in key strategic areas such as
increasing penetration in the Russian Regions and outreach to blue
collars and SMAs.
Integration and
Synergies
Zarplata will operate separately from HeadHunter
and will remain accessible at its existing web address,
www.zarplata.ru. It is currently anticipated that the Zarplata
management team will remain in place and will continue to be
involved in further operations.
Headhunter believes that the transaction offers
significant synergy potential with an expectation that HeadHunter
and Zarplata will align their sales, monetization and marketing
strategies as well as product development.
Financing
Considerations
The Acquisition will be financed with a new debt
facility the terms and source of which remain undetermined.
HeadHunter has various sources of financing for the Acquisition
available to it, including open debt facilities at VTB Bank and the
ability to access the Russian domestic debt capital markets by
issuing ruble bonds via the ₽20 billion indefinite exchange bond
program that Headhunter established on MOEX in October 2020.
As of the date of this release, local rating
agency ExpertRA assigned ruAA credit rating to HeadHunter Group PLC
with a stable outlook.
Conference Call
HeadHunter will host a conference call and
webcast to discuss the Acquisition at 9:30 a.m. U.S. Eastern Time
(5:30 p.m. Moscow time, 2:30 p.m. London time) today.
To participate in the conference call, please
use the following details:
Standard
International: |
+44 (0) 2071
928338 |
UK (local): |
+44 (0) 8444 819752 |
UK (toll free): |
0800 279 6619 |
USA (local): |
+1 646 741 3167 |
USA (toll free): |
+1 877 870 9135 |
Russian Federation (local): |
+7 495 249 9851 |
Russian Federation (toll free): |
810 800 2114 4011 |
Conference ID: |
8347003 |
Webcast: https://edge.media-server.com/mmc/p/zz4pb79h
Contacts:
Investor Inquiries Roman Safiyulin
E-mail: r.safiyulin@hh.ru
Media Inquiries Alexander Dzhabarov
E-mail: a.dzhabarov@hh.ru
About HeadHunter Group PLC
HeadHunter is the leading online recruitment
platform in Russia and the Commonwealth of Independent States
focused on providing comprehensive talent acquisition services,
such as access to extensive CV database, job postings (jobs
classifieds platform) and a portfolio of value-added services.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. All statements contained in this press release
that do not relate to matters of historical fact should be
considered forward-looking statements, including, without
limitation, statements regarding the closing of the Acquisition as
well as the integration of the acquired business and related
synergies, as well as statements that include the words “expect,”
“intend,” “plan,” “believe,” “project,” “forecast,” “estimate,”
“may,” “should,” “anticipate” and similar statements of a future or
forward-looking nature. These forward-looking statements are based
on management’s current expectations. Actual results may differ
materially from the results predicted or implied by such
statements, and our reported results should not be considered as an
indication of future performance. The potential risks and
uncertainties that could cause actual results to differ from the
results predicted or implied by such statements include, among
others, significant competition in our markets, our ability to
maintain and enhance our brand, our ability to improve our user
experience and product offerings, our ability to respond to
industry developments, our reliance on Russian Internet
infrastructure, macroeconomic and global geopolitical developments
affecting the Russian economy or our business, including the impact
of the COVID-19 pandemic, changes in the political, legal and/or
regulatory environment, privacy and data protection concerns and
our need to expend capital to accommodate the growth of the
business, as well as those risks and uncertainties included under
the caption “Risk Factors” in our Annual Report on Form 20-F for
the year ended December 31, 2019 and our prospectus pursuant to
Rule 424(b) filed with the SEC on July 16, 2020, as such factors
may be updated from time to time in our other filings with the U.S.
Securities and Exchange Commission (“SEC”), each of which is on
file with the SEC and is available on the SEC website at
www.sec.gov. In addition, we operate in a very competitive and
rapidly changing environment. New risks emerge from time to time.
It is not possible for our management to predict all risks, nor can
we assess the impact of all factors on our business or the extent
to which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any
forward-looking statements that we may make. In light of these
risks, uncertainties and assumptions, the forward-looking events
and circumstances discussed in this press release are inherently
uncertain and may not occur, and actual results could differ
materially and adversely from those anticipated or implied in the
forward-looking statements. Accordingly, you should not rely upon
forward-looking statements as predictions of future events. In
addition, the forward-looking statements made in this press release
relate only to events or information as of the date on which the
statements are made in this press release. Except as required by
law, we undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise, after the date on which the statements
are made or to reflect the occurrence of unanticipated
events.
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