Icecat

Depositary Receipts of Shares

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Specifications Depositary Receipts (DRs) Icecat

Issuer Stichting Administratiekantoor Icecat
Number of Depositary Receipts      1,000,000
Emission amount € 10,000,000
Minimum number of DR's to be issued         250,000
Issue price € 10 (min​. 250 DRs / € 2,500)
Emission fee
Not applicable
End of issue period February 10, 2017
0:00 / 0:00

Global provider of product data

Any consumer or professional buyer ​who wants to buy a product or a service, needs product data to help understand those products or services and make an informed decision. Such product data can be found more and more online, and consumers and buyers expect web shops and other e-commerce companies to provide all the product data that they need. These e-commerce companies increasing rely on data providers such as the Icecat N.V. to help them with fulling this information need.

​€ 5.4 mil​lion
revenue

Omzet

150
employees

werknemers

50,000+
worldwide users

icecat users

Icecat N.V.

Icecat is a profitable and rapidly growing online publisher and syndicator of product data, especially for the ecommerce market. Icecat provides product data in 47 languages ​​and is actively used virtually anywhere in the world, now in 243 different countries.

On the one hand, Icecat works for about 300 sponsoring brands. For these sponsoring brands, Icecat supports their sales channel with a suit of multimedia product data services, called Open Icecat.

Sponsors working with ​Open Icecat 

bedrijven 1
bedrijven 2

“The Icecat service delivers a good solution for providing product data to the Sony etail partners. The account managers of Icecat are always looking for solutions and ways to improve their services. It's therefore a dynamic relationship.”​​ 
Sony, Timon Kuit - Commercial Executive Sony


On the other hand, Icecat provides subscriptions to product data to tens of thousands of webshops, comparison sites, purchase portals and other e-commerce companies and apps, including the largest e-commerce companies in the world. Icecat helps them to fully cover their online catalogs, search filters and comparison apps with relevant product data under the service name Full Icecat.

E-commerce companies working with ​Full Icecat 

Icecat bedrijven

“Now we also want to encourage the toy brands to offer their product information through Icecat. This gives both us and the brands great efficiency improvement​​."
Bol.com, Marco de Vries - Senior Manager Content Solutions at Bol.com


Market

Thanks to the free open content catalog of Open Icecat, the Company has developed into a widely trusted and used, global resource for product data. The following non-financial usage stats give an impression of the Company’s relevance for the global e-commerce sales channel.

Ecommerce Channel partners

The estimated number of connected (registered) e-commerce or channel partners – free users of Open Icecat or customers of paid Full Icecat - has grown steadily to more than 50,000 by December 31, 2015. 




Icecat E-commerce Channel Partners

Downloads product data sheet

These e-commerce companies, and individual consumers and professionals, were responsible for around 6.5 Billion data-sheet downloads in 2015, 65% more than during 2014. The graph below, shows the fast-growth of the Company’s data-sheet downloads from 2010 till 2015, combined for Open Icecat and Full Icecat.

7 Billion

The Company product data was downloaded in 2015 by e-commerce users from 243 different countries. The 15 most active countries are given below and include the most active e-commerce markets such as the USA, Europe, Russia and China.

Top 15 countries

The relative importance of the home market, The Netherlands, is gradually reduced. In Q1-2016, also Germany overtook the Netherlands in terms of data-sheet downloads.

 

The key sectors for Icecat are: 

  • IT & Electronics
  • Toys
  • Health & Beauty
  • Do-It-Yourself
  • Fast Moving Consumer Goods (Groceries)
  • Automotive 
  • Fashion
categorieen

The Company’s core market of providing product data in ICT & Electronics, has only 3 global players: apart from the Company, these are CNET Content Solutions (acquired by Columbia Broadcasting System - CBS), and Etilize (acquired by GfK). In other critical segments, such as FMCG (Groceries), there is Brandbank (acquired by Nielssen in 2015). In many product categories, there is still a ‘blue ocean situation’, in which hardly any provider of structured and enriched product databases is available in the market. In general, the product data syndication market is still in its infancy or early stages of development, as e-commerce is still a relative new industry and market.

​Growth figures

The order intake of Company grew with a compound annual growth rate (CAGR) of 24.64% from EUR 1​.8 million in 2010 to EUR 5.4 million in 2015. 


In 2011, the Company closed a contract with Sanoma to take-over the product content services of Kieskeurig for Consumer Electronics Retailers. This deal was effectuated during 2012.

Order intake

EBT

From 2010 to 2015, the EBT (Earnings or profit before tax), expanded with a CAGR (compound annual growth rate) of 44.44% from EUR 154,000 in 2010 (non-IFRS) to EUR 966,000 in 2015 (IFRS). 

EBT

Structure of Icecat

The Icecat Group consists of the Company (Icecat NV) and its Subsidiaries Icecat LLC (Icecat Ukraine) and Icecat Content Sourcing OÜ (Icecat Estonia). Icecat Ukraine and Icecat Estonia are responsible for the direct sourcing of editor capacity, and are cost centers of the Company. Hatch BV (former Iceleads BV), is providing ‘Where To Buy’ solutions to manufacturers, i.e. smart “buy now” buttons that transform manufacturer websites and campaigns into lead and sales generators for their online resellers. 

icecat structure

Board

Martijn Hoogeveen

M.J. (Martijn) Hoogeveen - Founder & General Manager (CEO)

Martijn Hoogeveen is involved in the Company as CEO and founder since 2001. He got the idea for Icecat’s services while creating and managing earlier retail and e-business enterprises, for which high-quality and consumer-oriented product data was required. The former professor multimedia/e-commerce is a driving force of the innovation and global expansion of Icecat. Via his investment vehicles Netvalue and iMerge, he has 18 years of experience in the management of fast-growth tech ventures, portfolio management, and mergers & acquisitions, what is useful for the continued fast-growth of the Company.

Emre Tan Altinok

Emre Tan Altinok - Managing Director

Emre Tan Altinok is responsible within the Company for international sales and is involved since 2008. He did a master in International Finance & Economics at the University of Amsterdam. He proved himself within the Company as -subsequently- an effective sales for the German and Turkish markets, product manager Full Icecat, and currently as a gifted teambuilder. Relevant is further his experience in risk management at PWC and sales at IBM.

Reasons for the offering

The net proceeds of the offering of depository receipts in Icecat is entirely used to raise capital for financing the further growth and development of Icecat.

Icecat has ambitious growth plans:

  • Expansion into new business sectors 
  • Increasing its commercial presence (offices) 
  • Investment in Icecat’s software and content syndication platforms
  • Acquiring local competitors

Risks

Any decision to invest in the Depositary Receipts should be based on consideration of the Prospectus as a whole by the prospective Investor, including the risk factors, the financial statements and other financial information. 

 

Where a claim relating to the information contained in this Prospectus is brought before a court, the plaintiff investor might, under the national legislation of the Member States, have to bear the costs of translating the Prospectus before any legal proceedings are initiated. 

 

Civil liability attaches only to those persons who have tabled the summary including any translation thereof, but only if the summary is misleading, inaccurate or inconsistent, if read in conjunction with other parts of the Prospectus, or when the underlying document does not provide key information, if read in conjunction with the other parts of the Prospectus, in order to aid investors who consider investing in the Depositary Receipts.

 

Risks relating to the Depositary Receipts and the Offering

 

Limited trading of the Depositary Receipts

The Depositary Receipts can only be traded between Investors who hold an NPEX Account and, as a consequence, cannot be traded outside the NPEX Trading Platform. Neither will there be a market maker to promote the ongoing tradability of the Depositary Receipts on the NPEX Trading Platform. The liquidity and marketability of the Depositary Receipts may therefore be (very) limited and Investors may not be able to sell the Depositary Receipts at or above the Issue Price, or may not even be able to sell their Depositary Receipts at all. The relative illiquidity of the market for the Depositary Receipts could lead to the situation that the Depositary Receipts cannot be sold for a long period of time. This could adversely affect the value of the Depositary Receipts.

 

The Depositary Receipts are admitted to trading on the NPEX Trading Platform. NPEX Trading Platform is not a regulated trading platform

In order to facilitate trading of the Depository Receipts, the Depository Receipts of the Issuer are listed on NPEX. NPEX does not qualify as a ‘multilateral trading facility’ or ‘regulated market’ within the meaning of the FMSA. Therefore, Dutch rules and regulations on corporate governance, market abuse, publication of insider information, prohibitions on insider trading, transparency requirements, mandatory disclosure of substantial holdings, public takeover rules and mandatory offer rules do not by operation of law apply to the Company and/or the Issuer (as well as to other issuers admitted to NPEX). As a result, Investors on NPEX are not as well protected as on regulated markets which pose a risk to investors.