Hepsiburada proposes a 19.7% dilutive capital increase, excluding ADS holders
HEPS sits 37% above its 52-week low of $2.15 on light trading volume (0.1× avg).
Summary
Hepsiburada announced a TRY 9.32 billion rights offering, issuing 71.4 million new shares at TRY 130.50 each, a 19.7% dilution. ADS holders are excluded from participating.
Key Events · Financing and Capital Events · HEPS
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19.7% Dilutive Capital Increase Proposed
The company seeks to raise TRY 9,321,419,250.00 by issuing 71,428,500 new shares at TRY 130.50 each (nominal TRY 0.20 + premium TRY 130.30), increasing total shares from 361,840,584 to 433,269,084.
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ADS Holders Excluded from Rights Offering
The Bank of New York Mellon's pre-emptive rights are disapplied, meaning ADS holders cannot subscribe to the new shares, forcing dilution without the option to maintain ownership percentage.
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Offering Priced at Premium to Market
The subscription price of TRY 130.50 per share is significantly above the current ADS price of $2.95 (approx. TRY 87), indicating the capital raise is targeted at existing Turkish shareholders willing to pay above-market rates.
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Shareholder Vote on August 14, 2026
An Extraordinary General Assembly will be held on August 14, 2026 to approve the capital increase and related amendments to the Articles of Association.
Analysis · HEPS · Trade & Services
Hepsiburada plans to raise TRY 9.32 billion (~$316 million at today's exchange rate) through a rights offering that excludes ADS holders. The 71.4 million new shares represent a 19.7% increase in shares outstanding, diluting existing shareholders who cannot participate. The offering price of TRY 130.50 per share is a steep premium to the current ADS price of $2.95 (approximately TRY 87), suggesting the capital is being raised from existing Turkish shareholders at above-market terms, which may signal insider confidence but also forces dilution on ADS holders. The company cites cost and liability concerns for not extending the offering to U.S. investors. This follows a period of mixed financial results and a recent CEO transition, adding uncertainty.
At the time of this filing, HEPS was trading at $2.95 on NASDAQ in the Trade & Services sector, with a market capitalization of approximately $1.1B. The 52-week trading range was $2.15 to $3.33. This filing was assessed with negative market sentiment and an importance score of 8 out of 10.