LONDON, UK: Softline, a leading global solutions and services provider in digital transformation and cybersecurity, with its headquarters in London, today announces the final offer price for its initial public offering at USD 7.50 per GDR and listing of global depositary receipts (GDRs) representing ordinary shares of the Company on the London Stock Exchange.

Based on the Offer Price, Softline’s total market capitalisation at the commencement of conditional dealings on the main market of the London Stock Exchange will be approximately USD 1.5 billion.

Igor Borovikov, Founder and Chairman of Softline, said:

“Today is an extremely proud day for the whole company. Softline began as a local software reseller with 10 employees and has grown into a global emerging markets’ IT leader, with a c. 6,000-strong world-class team working in 50+ countries. With the IPO now complete, we are remarkably well equipped to further reinforce our market position while continuing our trajectory of fast and profitable growth. We’d like to welcome our new investors and thank them for their trust and confidence in us.  We understand that becoming a publicly listed company brings along a great deal of responsibility. We are all fully committed to maximising value for the benefit of all of our stakeholders in the years to come.”

Offer highlights

·    The Offer Price has been set at USD 7.50 per GDR.

·    The Offer consists of 53,333,334 GDRs representing newly issued Ordinary Shares to be issued by the Company, raising gross proceeds of USD 400.0 million to fund acquisitions in accordance with the Group’s M&A strategy, future organic and inorganic investments and for general corporate purposes.

·    In addition, up to 8,000,000 GDRs representing existing Ordinary Shares in the Company are being made available by certain existing shareholders of Softline  (together, the “Over-allotment Shareholders”) pursuant to the over-allotment option. The Over-allotment Shareholders comprise (i) Softline Group Inc (beneficially owned by Igor Borovikov); (ii) Da Vinci Private Equity Fund II L.P; (iii) Investment Partnership Da Vinci Pre-IPO Fund; and (iv) Zubr Capital Fund I LP.

·    The GDRs will be admitted to the standard listing segment of the Official List of the FCA and to trading on the main market for listed securities of the London Stock Exchange, with a secondary listing on Moscow Exchange (together, “Admission”).

·    Immediately following Admission, the Company’s issued ordinary share capital will be 183,692,834 Ordinary Shares.

·    Softline’s total market capitalisation at the commencement of conditional dealings on the main market for listed securities of the London Stock Exchange will be approximately USD 1.5 billion based on the Offer Price (on a fully diluted basis including outstanding options).

·    Conditional dealings in Softline’s GDRs are expected to commence on the London Stock Exchange at 8:00 a.m. (London time) on 27th October 2021 under the ticker “SFTL”.

·    Moscow Exchange approved the inclusion of the GDRs in the Level 1 segment of its quotation list on 8th October 2021. Trading in the GDRs on the Moscow Exchange under the ticker “SFTL” is expected to commence on or around 1st November 2021.

·    In connection with the Offer, each of the Company, the Over-allotment Shareholders, senior management of the Group and certain other shareholders of the Company are expected to agree to lock-up arrangements restricting the disposal of the Company’s securities for a period of 180 days (in the case of the Company, the Over-allotment Shareholders and certain other shareholders of the Company) and 360 days (in the case of the senior management of the Group) from the date of Admission.

·    Credit Suisse, J.P. Morgan and VTB Capital acted as Joint Global Coordinators and Joint Bookrunners. Alfa Capital Markets, Citigroup, Gazprombank and Sber CIB acted as Joint Bookrunners.