Following the announcement by Cards Holdco on 12 January 2021, regarding the publication of a Registration Document, Moonpig Group today confirms its intention to proceed with an initial public offering and certain details of the Offer. The company intends to apply for admission of its shares to the premium listing segment of the Official List of the FCA and to trading on the London Stock Exchange’s main market for listed securities. Admission is currently expected to occur in February 2021. The final offer price in respect of the offer will be determined following a book-building process.
Nickyl Raithatha, chief executive officer of Moonpig Group, said: “As leaders of a market undergoing an accelerating shift online, we’re delighted to bring Moonpig Group to the public market. Our data-powered technology platform makes it incredibly easy for our customers to create more special moments for the people they care about. With our curated gifts and personalised cards, high-speed logistics and unique predictive insights into gifting intent, we make the art of remembering, choosing and creating the most thoughtful card and gift as effortless as possible. As the market leading platform, with a strong track record, and a huge opportunity to grow, we are confident about our decision to become a publicly traded business.”
Confirmation of Offer Details
- The Offer would be comprised of a secondary offer of existing Shares to be sold by certain existing shareholders and a primary offer of new Shares to be issued by the Company.
- Moonpig Group is targeting less than 2.0x net debt to EBITDA as at 30 April 2021. In connection with this, the primary offer of new shares is expected to raise gross proceeds of c.£20 million.
· The Company is targeting a free float of at least 25% of the Company’s issued share capital at Admission.
· It is intended that up to a further 10% of the total Offer Shares will be made available by certain existing shareholders pursuant to an over-allotment option.
- Funds and accounts managed by BlackRock and Dragoneer Global Fund II, L.P., have each entered into cornerstone agreements with the Company to subscribe for, subject to certain conditions, in aggregate, £130 million of Offer Shares at an offer price representing an equity value of up to £1.2 billion for the Group at Admission. Acting as cornerstone investors, the commitments will consist of £80 million from BlackRock and £50 million from Dragoneer.
· The Offer will comprise an offer of the Offer Shares to certain institutional and professional investors in the UK and elsewhere outside the United States in reliance on Regulation S under the United States Securities Act of 1933, as amended, and in the United States, only to persons reasonably believed to be qualified institutional buyers as defined in Rule 144A of the Securities Act, or pursuant to another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.
- In connection with the Offer, each of the Company, its directors and existing shareholders are expected to agree to customary lock-up arrangements restricting the disposal of Shares for a period of time following Admission.
- Any additional details in relation to the Offer will be disclosed in the Prospectus.
· Moonpig Group has engaged Citigroup Global Markets and J.P. Morgan Securities (which conducts its UK investment banking activities as J.P. Morgan Cazenove) as Joint Global Co-ordinators, and HSBC Bank plc, Jefferies International and Numis Securitiesas Joint Bookrunners.