The cellular operator "MegaFon" has decided to buy a controlling stake in the voting shares of Mail.ru Group - owner of the social network "VKontakte". "MegaFon" offered 24-percent premium to the share price Mail.ru Group on the London Stock Exchange, the aggregate operator is willing to pay for the asset $ 740 million. The sellers are in control of Mail.ru Group are the structure of the group USM businessman Alisher Usmanov, who is also a major shareholder "MegaFon" .
Special Committee "MegaFon" Board of Directors approved the purchase of 11.5 million Class A shares and 21.9 million common shares in the capital of Mail.ru Group Ltd., which is 15.2% of the share capital, or approximately 63.8% of the voting shares of the Internet -Company, said "MegaFon". Seller's shares are USM group structure businessman Alisher Usmanov.
For securities Mail.ru Group mobile operator will pay $ 640 million at the close of the transaction, and a year later - an additional $ 100 million Based on the sum of all of Mail.ru Group transaction was valued at $ 4.87 billion capitalization of Internet companies on the London Stock Exchange -.. $ 3 , 9 billion. Thus, the premium to the market price of shares Mail.ru Group at the close of trading on December 22 will be 24%.
The Mail.ru Group includes the eponymous portal and email service Mail.ru, the social network "VKontakte", "Classmates" and "My World", instant messenger ICQ and other assets. 49.8% stake in Mail.ru Group - in the free float, 27.6% - in the structure of the South African media holding Naspers, 15.2% - in structures USM, 7,4% - the Chinese investment company Tencent.
The transaction does not require a mandatory offer to buy out minority shareholders, said the "MegaFon". The operator does not consider the issue of 100% Mail.ru Group consolidation. For the redemption of shares Mail.ru Group "MegaFon" is using the accumulated funds in the currency, and will attract ruble loans, said Chief Financial Officer "MegaFon" Gevorg Vermishyan. According to the "Renaissance Capital", the operator will have to take 35-45 billion rubles., To maintain the level of dividend payments in 2017 at the level of 2016.
The deal must be approved by the Federal Antimonopoly Service. January 20 it will consider the shareholders "MegaFon". The main shareholder of the mobile operator is USM Holdings Alisher Usmanov, who has 56.32%, the second largest shareholder - the Swedish-Finnish TeliaSonera (25,17%). In "MegaFon" waiting for approval of the transaction by TeliaSonera, as the representatives of the companies included in the Ad Hoc Committee on the deal. In TeliaSonera did not respond to the request "b" in the USM does not comment on the situation.
Traditional mobile communication market in Russia was faced with a period of zero growth: competition for quality customers intensifies, falling ARPU (average revenue per user), to ascertain "MegaFon". All this makes it necessary to attract "digital subscribers", bringing higher ARPU and cash flow, according to the operator. "The deal is designed to create a unique player in the Russian digital market with the largest number of users", - explained the "MegaFon".
Yesterday the "MegaFon" and Mail.ru Group announced the expansion of the partnership. In the first half of 2017 and the network infrastructure, "MegaFon" and controlled by him "Skartel" will launch VKmobile service. Mail.ru Group reported that "MegaFon" will be able to use the brand "VKontakte" for new offerings to its subscribers through VKmobile service. According to Internet companies, it will expand the mobile ecosystem, "VKontakte" social network and brand recognition.
"Megaphone" can serve two purposes, says Ivan Kim of "VTB Capital": offers users "VKontakte" and subscribers of "MegaFon", such as free traffic, sales stickers for greater loyalty and cross-exchange of information - for an ad targeting. "For example, of Mail.ru could use location data from the" Megaphone ", and the operator - data from social networks, owned by Mail.ru Group", - suggests Ivan Kim. The synergistic effect of improving monetization subscribers or use "VKontakte" looks for the operator "rather limited", with the affiliation of participants in the transaction weakens corporate governance, according to the "Renaissance Capital".
On Friday, shares of "Megaphone" opened trading lower by 5.3%, but by the end of day quotes returned to the closing price the previous day. Paper Mail.ru Group rose by 1.9%.