HEPS - Hepsiburada Announces the Purchase of 4615384 Class B Ordinary Shares of the Company from TurkCommerce | Benzinga
ISTANBUL, Sept. 28, 2023 (GLOBE NEWSWIRE) -- D-MARKET Electronic Services & Trading (d/b/a "Hepsiburada") (NASDAQ:HEPS), a leading Turkish e-commerce platform (referred to herein as "Hepsiburada" or the "Company"), today announced that the Company has signed a contribution agreement (the "Contribution Agreement") with TurkCommerce B.V. ("TurkCommerce") pursuant to which the Company has agreed to purchase 4,615,384 Class B ordinary shares of the Company from TurkCommerce against payment of USD 5,732,306.93 (the "Share Purchase Price"), corresponding to a purchase price per share of USD 1.242 (the "Transaction").
The price per share represents a discount of 10% over the official closing price on Nasdaq of one Hepsiburada American Depositary Share ("ADS") on September 27, 2023 (and a discount of approximately 14% over the volume weighted average price ("VWAP") of Hepsiburada ADSs during the thirty day period immediately preceding September 27, 2023 and a discount of approximately 20% over the VWAP of Hepsiburada ADSs during the sixty day period immediately preceding September 27, 2023).
The Share Purchase Price will be paid by way of a combination of (i) off-setting the USD 3,975,000 settlement contribution amount (the "Contribution Amount") owed by TurkCommerce to Hepsiburada under the term sheet entered into between the parties in December 2022 pursuant to which TurkCommerce agreed to contribute the Contribution Amount towards the settlement of the two class action lawsuits filed before the Supreme Court of the State of New York, County of New York and the United States District Court, Southern District of New York, respectively (as disclosed in in greater detail in our annual report on Form 20-F for the fiscal year ended December 31, 2022 filed on May 1, 2023), and (ii) a USD 1,757,306.93 cash payment on the date of closing of the Transaction.
The closing of the Transaction is expected to occur on or around ...