Wpis dostępny jest także w języku: polski
Modern Commerce, a NewConnect listed group of e-commerce shops related to luxury goods, will acquire 100% of the shares of IT Fashion Polska Group & Partners Sp. z o.o., the owner of the Moliera2.com brand for PLN 100 million. At the same time the remaining shares of Mamissima, a company belonging to the Group and offering exclusive products for children, will be acquired. This will complete this stage of building one of the leaders in luxury goods trade on the Internet.
IT Fashion Polska Group & Partners Sp. z o.o. is the sole owner of the Moliera2.com shop. Six exclusive boutiques in selected Polish cities in Warsaw, Poznan, Katowice, Sopot and Zakopane also operate under the popular brand. On the other hand, Modern Commerce is the owner of online shops ZłoteWyprzedaze.pl and Mamissima.pl. These platforms will gain a very strong partner, thanks to which they will be able to scale their businesses and adjust the quality of services and after-sales support to the acquired company.
– This is a very important moment in our history and one of the biggest transactions of this kind on NewConnect. We are acquiring a company larger than us. With a large scale of operations, diversified revenues and solid profits. The revenue potential of the Group after the transaction is indeed over PLN 100 million annually, and Moliera2.com will be a pearl in our Group. – comments Maciej Tygielski, member of the board of Modern Commerce.
Moliera2.com has been growing dynamically in recent years increasing its sales and strengthening its market position in the fashion category. The value of total online sales has increased by 80% over the last two years. The Moliera2.com brand has become an idiom, a place where many women’s dreams and desires come true. The shop also sells products for men and a marketplace for exclusive boutiques. Moliera2.com currently works with around 350 designers and fashion houses. In 2020, its sales increased 2.5 times to PLN 12.4 million, while the revenue of the entire IT Fashion Polska Group & Partners Sp. z o.o. company amounted to PLN 76.8 million last year, including over PLN 50 million from the online channel.
Course of the transaction
Modern Commerce in the first stage of the transaction will acquire 80% of shares in IT Fashion Polska Group & Partners, of which 60% of shares will be acquired for PLN 60 million, and 20% of shares will be contributed in kind to the increased share capital of the Company. The only condition precedent to the transaction is the registration by a competent court of the increase in the share capital of Modern Commerce by issuing shares for a total amount of not less than PLN 60 million. The second stage of the transaction concerns the acquisition of 10% of the shares each by 30 June 2022 and 30 June 2023. Modern Commerce will finance the acquisition of the Moliera2.com brand owner through a share issue to be decided by the Annual General Meeting convened on 16 June this year. According to the proposed resolutions, the issue will include up to 190 million shares. The funds raised from the issue will also be used for recapitalisation and development of subsidiaries, operational and investment activities, refinancing of loan liabilities and further development of the Modern Commerce Group in the area of premium fashion e-commerce.
The Management Board has decided that after the completion of the share issue related to the raising of financing for the transaction, it will take steps to carry out an issue directed primarily to the existing shareholders of shares admitted to listing on NewConnect. These shareholders will have the opportunity to acquire a proportionate number of shares to maintain their shareholding, at a price equal to the issue price from the planned issue.