Kaspi.kz Acquires Controlling 85.17% Stake in D-MARKET at Deep Discount to Market Price

summarizeSummary

Joint Stock Company Kaspi.kz has acquired a controlling 85.17% stake in D-MARKET Electronic Services & Trading for $97 million, at a per-share price significantly below the current market value.

check_boxKey Events

• Controlling Stake Acquired

  Joint Stock Company Kaspi.kz purchased 32,885,686 ordinary shares, increasing its beneficial ownership to 85.17% of D-MARKET Electronic Services & Trading.

• Deep Discount Acquisition

  The acquisition was made for an aggregate purchase price of $97,012,773.70, equating to approximately $2.95 per share, significantly below the current market price of $83.71 per ADS.

• Change in Governance

  The transaction aims to establish a controlling interest and includes the termination of a previous Shareholders' Agreement, simplifying the company's governance structure.

auto_awesomeAnalysis

This Schedule 13D/A filing reports a substantial acquisition by Joint Stock Company Kaspi.kz, increasing its beneficial ownership in D-MARKET Electronic Services & Trading to 85.17%. The $97 million purchase of 32.88 million ordinary shares, equating to approximately $2.95 per share, represents a deep discount compared to the current market price of $83.71 per ADS (each ADS representing one ordinary share). This transaction establishes a controlling interest for Kaspi.kz and fundamentally alters the ownership structure and governance of D-MARKET Electronic Services & Trading. While securing a majority owner can bring stability, the significant discount at which these shares were acquired raises concerns about the valuation for existing public shareholders and could impact market perception. The filing also notes the termination of a previous Shareholders' Agreement, streamlining future corporate governance under the new majority owner.