Office Managing Partner
A Joint Venture to Go Digital 2016
20 July 2016
Our Moscow corporate team has advised Russia's largest state-owned bank, Sberbank on launching a strategic joint-venture to produce unique cashier equipment with pre-installed tax software for small businesses.
Sberbank invested in the joint venture, called Evotor, through its subsidiaries Digital Assets and Digital Technologies. Sberbank will indirectly hold a 40% stake in Evotor. The remaining shares are held in equal parts by its partners – company controlled by Andrey Romanenko, the co-founder of QIWI, a breakthrough publicly traded Russian payment service provider, and ATOL, major Russian IT-developer for Russian small and medium businesses.
According to Romanenko, Qiwi founder:
"Evotor will start distribution of smart-terminals that combine cash register, barcode scanner and credit card machine in Sberbank branch offices in June. Information on each transaction will be passed to the Federal Tax Service. Alcohol distributors will be able to set up a separate module for transfer of data to the Unified State Automated Information System."
We advised Sberbank on all of the transaction documents including shareholder (corporate) agreement, deed-guarantee, warranty, indemnity, undertaking and covenant and sale and purchase agreements. Our work also included assisting with Russian corporate matters relating to the capital increase. The transaction is expected to close this summer.
According to Romanenko's assessments, there are three million facilities that use cash registers, including 1.8 million small business enterprises, which will be targeted by Evotor. By the end of 2018 the company intends to take over a third of the cash register market by selling around 500,000 machines.
The Hogan Lovells team, led by Oxana Balayan, Managing partner and Head of Corporate in Moscow, and Counsel Maria Baeva, included Senior Associate Konstantin Kontievskiy and Associate Olga Khachikyan.
Commenting on the transaction, Oxana said:
"This was an important project for Sberbank in the digital technologies industry. The Hogan Lovells team was successful in its execution and can proudly say we've helped to grow a global leader further."