Yandex Announces Closing of Public Offering and Concurrent Private Placement
June 29 2020 - 1:30PM
Yandex N.V. (NASDAQ and MOEX: YNDX) (“Yandex,” “we” or the
“Company”), one of Europe’s largest internet companies and the
leading search and ride-hailing provider in Russia, today announced
the closing of its previously announced public offering of
8,121,827 Class A shares. Prior to the closing, the underwriter
exercised in full its option to purchase an additional 1,218,274
Class A shares, and accordingly the Company has issued an aggregate
of 9,340,101 Class A shares at an offering price of $49.25 per
share in the public offering, for gross proceeds of approximately
$460 million. Goldman Sachs & Co. LLC served as the sole
underwriter for the offering.
In addition, concurrent with the public
offering, Yandex today closed its previously announced private
placement exempt from the registration requirements of the
Securities Act of 1933, as amended (the “Securities Act”), of
4,060,913 Class A shares to each of three private investors, or an
aggregate of 12,182,739 Class A shares, at the public offering
price per share. The investors in the concurrent private
placement are JSC VTB Capital, the investment business arm of VTB
Group, a Russian bank and global provider of financial services;
Ervington Investments Limited, a company whose ultimate beneficiary
is Roman Abramovich; and Treliscope Limited, a company whose
ultimate beneficiaries are Alexander Abramov and Alexander Frolov.
Goldman Sachs International served as the sole placement agent for
the concurrent private placement.
The total number of new Class A shares issued in
the public offering and the private placement is 21,522,840 Class A
shares, and the aggregate gross proceeds are approximately $1.06
billion, before deducting underwriting discounts and commissions,
placement agent fees, and estimated aggregate offering
expenses.
The public offering has been made only by means
of a final prospectus supplement and the accompanying prospectus. A
copy of the final prospectus supplement and the accompanying
prospectus relating to the public offering has been filed with the
Securities and Exchange Commission (the “SEC”) and may be obtained
by visiting EDGAR on the SEC website at www.sec.gov or from Goldman
Sachs & Co. LLC, Attention: Prospectus Department, 200 West
Street, New York, NY 10282, or by telephone at (866) 471-2526 or by
email at prospectus-ny@ny.email.gs.com.
The Class A shares offered in the public
offering have been offered by Yandex pursuant to its shelf
registration statement on Form F-3, including a base prospectus,
that was previously filed by Yandex with the SEC on June 23, 2020
utilizing an automatic shelf registration process. The Class A
shares sold in the concurrent private placement have not been
registered under the Securities Act or under any other
jurisdictions and, unless so registered may not be offered or sold
in the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of securities, in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Yandex
Yandex (NASDAQ and MOEX: YNDX) is a technology
company that builds intelligent products and services powered by
machine learning. Our goal is to help consumers and businesses
better navigate the online and offline world. Since 1997, we have
delivered world-class, locally relevant search and information
services. Additionally, we have developed leading on-demand
transportation services, navigation products, and other mobile
applications for millions of consumers across the globe. Yandex,
which has 34 offices worldwide, has been listed on the NASDAQ since
2011.
Contacts:
Investor Relations
Yulia Gerasimova Phone: +7 495 974-35-38 E-mail:
askIR@yandex-team.ru
Press Office
Ilya Grabovskiy Phone: +7 495 739-70-00 E-mail:
pr@yandex-team.com
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