SBER.L Regulatory News (SBER)

Sberbank announces closing of deals to register its Strategic partnership with Mail.ru Group officially, buy into MFT, and create O2O platform for foodtech, taxi, and car sharing services

December 19, 2019, Moscow - Sberbank and Mail.ru Group have completed the formation of their foodtech and mobility partnership. Sberbank also announces the acquisition of a 36% interest in MF Technologies, which controls 58.3% of votes in Mail.ru Group.

Sberbank buys into MF Technologies

Sberbank has closed the deal to acquire a 36% stake in MF Technologies JSC from Gazprombank JSC and state-owned corporation Rostec to become a full-fledged partner. As a result, MF Technologies shareholder structure will be as follows: MegaFon (45%), Sberbank (36%), Rostec (10%), USM Holdings (9%).

Sberbank will get one seat on the Board of Directors of Mail.ru Group. Lev Khasis, First Deputy Chairman of the Executive Board of Sberbank, has been nominated for the position.

Sberbank and Mail.ru Group complete formation of foodtech & mobility partnership

The parties have gotten equal stakes in the JV; up to 10% of shares will be allocated for the long-term motivation program to incentivize O2O platform employees. All corporate and regulatory approvals, including those from the Federal Antimonopoly Service of Russia, have been obtained.

The parties will contribute complementary foodtech and mobility assets along with investment to the platform. Their aggregate value will reach of up to RUB64.6 bln if business KPIs are met by November 2020.

According to parties' estimates, the funding being injected in the JV should be sufficient for the platform to implement its current business plans and reach the break-even point. On top of that, the parties might consider bringing in more investors down the road to facilitate the platform's further development.

Details of the deal:

The corporate governance structure implies setting up a Board of Directors, which will include three members from Mail.ru Group and Sberbank, each, and one independent director.

Sberbank and Mail.ru Group representatives:

The Board of Directors will be in charge of the JV strategy and will identify the company's top priority growth areas.

The parties have agreed that the JV's Board Chairman position implies annual rotation - Boris Dobrodeev will be elected as the first BoD Chairman to be replaced by a Sberbank executive a year later.

The companies in the O2O JV will maintain their current management teams.

Lev Khasis, First Deputy Chairman of the Executive Board, Sberbank:

"We've managed to finalize the terms of a complicated deal fast, a deal that involved multiple parties and assets. I'd like to thank all of our partners involved in the deals for their constructive and professional approach when rising up to the challenges we faced. We're happy that all the legal formalities are behind us. Our teams have already run a whole range of integration projects that should enrich customer experience and make our food and mobility solutions convenient and indispensable for a vast number of people. We expect that our joint O2O platform's products and services will be top choice for Russians."

Boris Dobrodeev, CEO, Mail.ru Group:

"We'd started collaborating with Sberbank even before the deal was closed, and we saw excellent results. We are pleased to move to a new phase of our partnership that will allow us to fully leverage the synergies of our ecosystems. We agreed that all the expertise in transportation and food tech accumulated by Mail.ru Group and Sberbank will be invested in the development of the new O2O platform. I believe that our joint efforts will have a compound effect, and we will be able to provide users and partners with a platform offering the best deals and the widest range of services".

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Sberbank

Yulia Emm

Press office  

Tel.: +7 495 957 5721

media@sberbank.ru

Sberbank is Russia's largest bank and a leading global financial institution. Sberbank holds almost one third of aggregate Russian banking sector assets, it is the key lender to the national economy and the biggest deposit taker in Russia. The Central Bank of the Russian Federation is the founder and principal shareholder of Sberbank owning 50% of the bank's authorized capital plus one voting share, with the remaining 50% held by domestic and international investors. Sberbank has customers in 18 countries. Sberbank has the largest distribution network in Russia with about 14,000 branches, and its international operations include the UK, US, CIS, Central and Eastern Europe, India, China, and other countries.

The bank holds general banking license No. 1481 issued by the Bank of Russia.

Official websites of the Bank: www.sberbank.com (Sberbank Group website), www.sberbank.ru.