South Korean internet conglomerate Naver Corp (KR:035420, US:NHNCF) said early Tuesday that it agreed to buy social commerce marketplace Poshmark (US:POSH) for $17.90 per share in cash, or about $1.6 billion.
Naver is paying a roughly 15% premium to POSH’s Monday closing price and a 48% premium compared to its volume-weighted average price (VWAP) over the last 90 days.
The transaction gives Poshmark about $1.2 billion on an enterprise valuation.
Both companies’ boards approved the deal unanimously, and Naver secured commitments for it from shareholders controlling 77% of the voting power of POSH shares. They plan to close the deal in 2023’s first quarter.
Before the announcement, Naver secured voting and support agreements with certain shareholders representing 77% of the outstanding voting power.
Poshmark’s CEO and Founder, Manish Chandra, said the transaction “delivers significant and immediate value to shareholders” and that Naver’s financial and technological capabilities would create growth.
Naver Chief Executive Officer Choi Soo-Yeon commented, “The combination will create the strongest platform for powering communities and refashioning commerce.”
Strategic and financial benefits provided by management on the transaction included:
- Creating a global commerce community with access to Poshmark’s social networking and discovery-based shopping
- Enhancing Poshmark’s user experience through Naver’s innovative technology offering
- Leveraging Naver’s data analytics technology to improve the marketing and engagement strategies of Poshmark
- Significant synergies with ~$30 million in run-rate cost savings within 24 months of deal completion
Jefferies’ equity analyst Ashley Helgans said the acquisition is favorable for POSH and would give it breathing room amid macroeconomic chaos. Before the transaction, Jefferies had a ‘hold’ rating and an $11 target for POSH.
Nicholas Jones at JMP securities was not surprised by the announcement, given that POSH was trading materially below its IPO price of $42, making it a takeover target for a larger internet company.
Fintel’s below-average 38.15 institutional ownership score throws bearish shade on Poshmark, putting it in the bottom third.
POSH has 267 institutional investors, who hold a total of 68.2 million shares. The group includes Mayfield XIII Management, Dorsey Asset Management, LLC, GGV Capital and Invenomic Capital Management.
This article originally appeared on Fintel
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