15/09/2016
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DGAP-News: Shop Apotheke Europe N.V. / Key word(s): IPO - NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, - Leading online pharmacy in Continental Europe plans Initial Public Offering on the Frankfurt Stock Exchange with admission to the regulated market (Prime Standard) by the end of this year - The offering is expected to consist of a primary offering of newly issued shares of SHOP APOTHEKE EUROPE of c. EUR 100 million - Pure-play online pharmacy focused on non-prescription, over-the-counter ('OTC') medication and pharmacy-related beauty and personal care ('BPC') products with webshops in Germany, Austria, France and Belgium - Addressing a EUR 33 billion market in Continental Europe structurally poised for growth driven by the shift from offline to online shopping, demographic aging, trend towards self-medication and increasing health awareness - Clear market leader in Germany and one of the leaders in Continental Europe - International growth further accelerated by recently completed acquisition of Farmaline, present in France, Belgium, Spain, Italy and the Netherlands - Founder-led management team with expert know-how in pharmacy business and a proven track-record of execution and growth - IPO proceeds will primarily be used to finance growth and market penetration in Continental Europe Venlo/Cologne, 15 September 2016 - SHOP APOTHEKE EUROPE, one of the leading online pharmacies in Continental Europe, is planning an Initial Public Offering ('IPO' or the 'Offering') on the regulated market (Prime Standard) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse). The company plans to issue new shares from a capital increase in order to finance its growth. SHOP APOTHEKE EUROPE is the leading online pharmacy in Germany and one of the leading online pharmacies in Continental Europe operating in Austria, France, Belgium, Spain, Italy and the Netherlands. Its leading position is supported by first mover advantage, favourable regulatory environment, strong brand and investments made in a highly efficient IT and logistics infrastructure. SHOP APOTHEKE EUROPE has recently reached an important milestone in its internationalisation strategy by acquiring the Belgium-based online pharmacy Farmaline with a broad Continental European footprint, further strengthening SHOP APOTHEKE EUROPE's position in France and Belgium while simultaneously expanding its activities to Spain and Italy. SHOP APOTHEKE EUROPE is a pure-play online pharmacy with a clear focus on non-prescription, over-the-counter (OTC) medication and pharmacy-related beauty and personal care (BPC) products. SHOP APOTHEKE EUROPE's country tailored websites give its 1.5 million current active customers access to approximately 100,000 OTC and BPC products at attractive prices, as well as comprehensive pharmaceutical consultation services providing a personalised, user-friendly and convenient shopping experience. Over the years, SHOP APOTHEKE EUROPE has built highly efficient and scalable logistics and IT infrastructure tailored to the OTC pharmaceutical retail business. A leading pure-play online pharmacy in Continental Europe Founded in 2001 in Germany, today SHOP APOTHEKE EUROPE operates in the German, Austrian, French and Belgian markets. It is the clear online market leader in Germany, one of the largest markets for OTC and pharmacy-related BPC products in Continental Europe. Since 2012, SHOP APOTHEKE EUROPE has been successfully expanding across continental Europe, and is already one of the leading players across its footprint. By integrating the business of the Belgium-based online pharmacy Farmaline with its broad international clientele, SHOP APOTHEKE EUROPE has substantially strengthened its leading position in the Belgian and French markets and expanded into several of its large Continental European target markets including Spain and Italy. This further bolsters SHOP APOTHEKE EUROPE's position as the leading online pharmacy in Continental Europe. 'Online retailing in OTC medication and pharmacy-related BPC products offers immense growth potential; this is confirmed by our success in the German market. The currently limited online penetration of this segment in many of our Continental European target markets will increase substantially over the next years. In addition, our offering appeals to a broad target group whose needs will be growing consistently,' says Michael Koehler, CEO of SHOP APOTHEKE EUROPE. 'We want to further accelerate our growth by taking the company public. Our goal is to make SHOP APOTHEKE EUROPE the synonym for online pharmacy retailing in Continental Europe.' IPO primarily to finance European expansion of the business SHOP APOTHEKE EUROPE's shares are currently held by its management and private investors. The proceeds in the amount of c. EUR 100 million from the issuance of new shares as part of the planned IPO are primarily designated to finance SHOP APOTHEKE EUROPE's growth, supporting further penetration of its current markets in Continental Europe and investing in further expansion and automation of its logistics and infrastructure as well as to refinance shareholder loans. Additionally, a greenshoe option will be made available by current shareholders. The offering will consist of a public offering in Germany as well as private placements in certain other jurisdictions outside of Germany. In the United States of America, the offer will solely be addressed to 'qualified institutional buyers' as defined in Rule 144A under the Securities Act. Citigroup Global Markets Limited and Joh. Berenberg, Gossler & Co. KG have been appointed Joint Global Coordinators, and, together with Commerzbank AG as Joint Bookrunners in connection with the Offering. Lilja & Co. serves as independent advisor to the management and the owners of SHOP APOTHEKE EUROPE. Addressing an attractive and growing market In 2015, the Continental European OTC and pharmacy-related BPC market was estimated at EUR 33 billion (Source: SEMPORA Research). The online penetration in this market is estimated at 2% across Continental Europe (excl. Germany), which is low compared to other product categories such as appliances and electronics (19.6%) and apparel (13.8%). SHOP APOTHEKE EUROPE's management believes that this represents a unique growth opportunity for the company, as customers shift from shopping at the local pharmacies to e-commerce - in Germany online penetration has already reached around 13.5% and is expected to continue to grow strongly. This growth opportunity is further enhanced by aging demographics, increasing health awareness and the trend towards self-medication. The pharmacy market in Continental Europe is highly fragmented with 131,000 independent pharmacies and no strong international competitors operating offline or online. This is especially due to the regulatory regime restricting external ownership of pharmacies in several continental European markets, as well as restricting the formation of pharmacy chains. These market characteristics offer SHOP APOTHEKE EUROPE an attractive opportunity to continue growing its market leadership. Experts in OTC pharma e-commerce Over 15 years since the company's foundation in 2001, SHOP APOTHEKE EUROPE has built unrivalled expertise and a unique online platform in the market for OTC medication and pharmacy-related BPC products. SHOP APOTHEKE EUROPE has built strong relationships with a wide network of more than 280 suppliers, ensuring broad product selection, prompt availability and attractive pricing - key crucial success factors in the e-commerce business. Suppliers view SHOP APOTHEKE EUROPE as the best online pharmacy partner in Germany, which is also confirmed by independent research: in 2016, SHOP APOTHEKE was ranked first in the online pharmacy ranking of the 13th SEMPORA pharmacy market study, a ranking it has held for four consecutive years. SHOP APOTHEKE EUROPE operates a centralised warehouse in Venlo (Netherlands), with orders shipped and promptly delivered to its customers across Continental Europe. In 2015, the logistics centre, which is close to the Dutch-German border, handled about 2.8 million orders. This centralised warehouse enables SHOP APOTHEKE EUROPE to efficiently support its growth while benefiting from economies of scale. All processes in the technology and logistics areas are already geared towards accommodating further growth, which means the company has the flexibility to rapidly scale the business when needed. Following the envisaged investments in further warehouse expansion and process automation, SHOP APOTHEKE EUROPE plans to increase capacity to more than 20 million parcels per year, providing sufficient headroom for the medium term business expansion plans. Given the level of regulations in the pharmaceutical industry, SHOP APOTHEKE EUROPE has built a comprehensive and sophisticated system of pharmaceutical checks and care for its customers. All medication orders go through an automated pharmaceutical check and safety system designed and constantly monitored by dedicated in-house pharmacists, thereby ensuring a high level of medicinal safety. Every medication shipment includes detailed and individualised information such as the correct dosage, possible side effects and medication interactions, as well as personalised advice based on customers' order history. While providing SHOP APOTHEKE EUROPE's customers a high quality service, these systems also help to ensure full compliance with complex regulations governing the sale of pharmaceuticals. SHOP APOTHEKE EUROPE's websites have been systematically tailored to the distinct needs of local customers, with country-specific product offerings. The websites have easily accessible comprehensive product information supplemented by application videos, detailed product descriptions, personalised product recommendations, a live chat and a professionally staffed multilingual hotline. This supports SHOP APOTHEKE EUROPE's strong customer value proposition. Strong top line growth with profitability proven in the core market SHOP APOTHEKE EUROPE has been consistently demonstrating strong top line growth, growing at an average annual growth rate of more than 50% between 2013 and 2015 to reach EUR 125 million in revenues in the financial year 2015 and around EUR 82 million in the six months to 30 June 2016. This growth has been supported by increasing share of repeat orders, from 67% in the first quarter of 2013 to 74% in the first half of 2016. While supporting growth, repeat orders have been enabling SHOP APOTHEKE EUROPE to generate incremental sales with lower effective marketing costs and higher profitability. While continuously investing in the top line growth, SHOP APOTHEKE EUROPE has been profitable in its German core market where Segment EBITDA has been positive since 2013 and amounted to EUR 0.84 million in 2015 and EUR 1.34 million in the first six months of 2016. This growth story will be further accelerated by the acquisition of Farmaline, which had total revenues of EUR 18.4 million in 2015. The acquisition underpins SHOP APOTHEKE EUROPE's strategic priority of fast international expansion while at the same time keeping its focus on profitability. Founder-led management team SHOP APOTHEKE EUROPE is led by a five-member Management Board team including company founders, with comprehensive expertise in the pharmaceutical and e-commerce industries, which are also core shareholders of the company. About SHOP APOTHEKE EUROPE SHOP APOTHEKE EUROPE is one of Continental Europe's leading online pharmacies with a portfolio that focuses on OTC medication and pharmacy-related BPC products. The company operates online pharmacies in Germany, Austria, France, Belgium, Italy, Spain and the Netherlands. In Germany, TÜV-certified shop-apotheke.com is the market leader in terms of traffic, delivering a broad range of approximately 100,000 original products to about 1.5 million active customers quickly and at a good price. In addition, SHOP APOTHEKE EUROPE provides comprehensive and consistent pharmaceutical services. Media contacts Trade and public media: Sven Schirmer Financial media: Bettina Fries DISCLAIMER This communication is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan. This communication does not constitute or form part of an offer of securities for sale or solicitation of an offer to purchase securities in the United States, Canada, Australia, Japan or in any other jurisdiction in which such offer may be restricted. The securities referred to in this communication have not been, and will not be, registered under the US Securities Act of 1933, as amended (the 'Securities Act'), and may not be offered or sold in the United States, except on the basis of an applicable exemption from the registration requirements or in a transaction not subject to the registration requirements of the Securities Act. There will be no public offering of securities in the United States. In the United Kingdom, this communication is directed only at persons who: (i) are qualified investors within the meaning of the Financial Services and Markets Act 2000 (as amended) and any relevant implementing measures and/or (ii) are outside the United Kingdom or (iii) have professional experience in matters relating to investments and fall within the definition of 'investment professionals' contained in article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the 'Order') or are persons falling within article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Order, or fall within another exemption to the Order (all such persons referred to in (i) to (iii) above together being referred to as 'Relevant Persons'). Any person who is not a Relevant Person must not act or rely on this communication or any of its contents. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. This communication contains statements related to future business and financial performance and future events or developments involving SHOP APOTHEKE EUROPE that may constitute forward-looking statements. These statements may be identified by words such as 'expect', 'intend', 'look forward to', 'believe', 'will' or other words of similar meaning. Such statements are based on current expectations and certain assumptions of SHOP APOTHEKE EUROPE's management, of which many are out of our control. These are subjects to a number of risks and uncertainties. Should one or more of this risks or uncertainties materialize, or should underlying expectations not occur or assumptions prove incorrect, actual results, performance or achievements of SHOP APOTHEKE EUROPE may (negatively or positively) vary materially from those described explicitly or implicitly in the relevant forward-looking statement. SHOP APOTHEKE EUROPE does not intend or assume any obligation to update or revise these forward-looking statements in light of developments which differ from those anticipated. This communication is not a prospectus. Investors should not purchase or subscribe for any securities referred to in this communication except on the basis of information in the prospectus to be issued by SHOP APOTHEKE EUROPE in connection with the offering of such securities. 2016-09-15 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
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