Luxembourg: Global Fashion Group S.A. (“GFG”), the leading online fashion and lifestyle destination in growth markets, has successfully raised approximately EUR 120 million in gross proceeds, via a placement of 16.5 million new shares at a price of EUR 7.30 per share.
GFG will use the additional capital to accelerate the execution of its mid-term strategy, particularly by investing in the expansion of its Marketplace and Fashion Services businesses. This will further power GFG’s platform capabilities, embed its role in the digital fashion ecosystem and strengthen its proposition to customers and brands.
Both businesses are highly scalable and have significant scope for future growth. Marketplace has tripled its share of Group NMV since 2017 to 34% in Q3 2020. GFG will grow investment in its technology and operations underlying both units so that fashion and lifestyle brands seeking to accelerate their ecommerce businesses globally will be able to plug seamlessly into GFG’s fashion services across data analytics, marketing and fulfilment.
Christoph Barchewitz, Co-Chief Executive Officer, said: “This capital raise is a vote of confidence by our investors in our strategy and execution track record. We are proud to have accelerated growth in 2020 while also expecting to deliver our first EBITDA-positive year – one year ahead of our original guidance. With more than 15 million customers, a record share of NMV coming from our Marketplace channel and an unparalleled selection of fashion and lifestyle brands in our markets, we believe now is the right time to invest further in our customer value proposition, technology platform and operational infrastructure.”
Co-Chief Executive Officer, Patrick Schmidt, said “Today, GFG operates in growth markets with some of the lowest fashion and e-commerce penetration worldwide. With over one billion consumers in these markets, our potential for growth is huge. With this transaction, we have even more firepower to accelerate fashion e-commerce adoption and to fuel the next chapter of our growth.”
In connection with the offering, GFG has agreed to a lock-up period of 180 days, subject to customary exemptions.
Berenberg, Goldman Sachs and HSBC are acting as Joint Global Coordinators and Joint Bookrunners on the transaction.
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Press / Communications
Christina Song, Strategy Director
Investor Relations
Adam Kay, Investor Relations Director
About Global Fashion Group:
Global Fashion Group is the leading fashion and lifestyle retail destination in LATAM, CIS, SEA and ANZ. We connect over 10,000 global, local and own brands to a market of more than one billion consumers through four established ecommerce platforms: dafiti, lamoda, ZALORA and THE ICONIC. Through an inspiring and seamless customer experience enabled by our own technology ecosystem and operational infrastructure, we are dedicated to being the #1 fashion and lifestyle destination in our markets. With 17 offices and 10 fulfilment centres across four continents, GFG proudly employs a dynamic and diverse team with deep local knowledge and expertise. In the twelve months to 30 September 2020, GFG delivered 39.1 million orders to 15.4 million Active Customers. (ISIN: LU2010095458.)
For more information, visit http://global-fashion-group.com
IMPORTANT NOTICE
This announcement may not be published, distributed or transmitted, directly or indirectly, in the United States of America (including its territories and possessions), Canada, Japan or Australia or any other jurisdiction where such announcement could be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons who are in possession of this document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute an offer of, or a solicitation of an offer to purchase, securities of GFG or of any of its subsidiaries in the United States of America, Luxembourg, Germany or any other jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, an offer in any jurisdiction. The securities offered will not be and have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act.
In the United Kingdom, this announcement is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc. (all such persons together being referred to as “Relevant Persons”)). This document must not be acted on, or relied upon, by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area the placement of securities described in this announcement (the “Placement”) is directed exclusively at persons who are “qualified investors” within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (Prospectus Regulation).
No action has been taken that would permit an offering or an acquisition of the securities or a distribution of this announcement in any jurisdiction where such action would be unlawful. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
This announcement does not constitute a recommendation concerning the Placement. The price of shares and any income expected from them may go down as well as up and investors may not get back the full amount invested upon disposal of the shares. Past performance is no guide to future performance. The contents of this announcement are not to be construed as legal, business, financial or tax advice. Investors should consult a professional advisor as to the suitability of the Placement for the person concerned.
This announcement contains forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements should not be construed as a promise of future results and developments and involve known and unknown risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in this announcement, and neither the Company nor any other person accepts any responsibility for the accuracy of the opinions expressed in this announcement or the underlying assumptions. Neither the Company nor any other person undertakes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Investors should not place any undue reliance on forward-looking statements which speak only as of the date of this ad hoc notification.
Information to Distributors
Pursuant to EU product governance requirements, the shares have been subject to a product approval process, under which each distributor has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Any distributor subsequently offering the shares is responsible for undertaking its own target market assessment in respect of the shares and determining appropriate distribution channels.
