Russia: Investment Banking Review Full Year 2019 Refinitiv Deals Intelligence 1 QUARTERLY HIGHLIGHTS HIGHLIGHTS M&A FEES UP 151% M&A TOP FINANCIAL ADVISOR ECM FEES UP 808% VTB Capital DCM FEES UP 13% ECM TOP BOOK RUNNER Goldman Sachs & Co LOAN FEES DOWN -2% DCM TOP BOOK RUNNER ANY INV. M&A DOWN -5% VTB Capital TARGET M&A DOWN -5% M&A TOP TARGETED INDUSTRY ECM PROCEEDS UP 499% Industrials DCM PROCEEDS UP 12% DCM TOP ISSUING ECM TOP ISSUING Click on any of the above arrows to INDUSTRY INDUSTRY go straight to the analysis. Financials Materials CLICK BELOW TO SIGN UP FOR OUR NEWSLETTERS, PURCHASE CUSTOMIZED DATA OR FOLLOW US ON SOCIAL MEDIA: 2 REPORT SUMMARY INVESTMENT BANKING FEES Investment banking fees in Russia reached an estimated US$347.7 million during 2019, 80% more than the value recorded during 2018 when fees sunk to the lowest level since 2002. The 2019 Russian investment banking fee total is 31% less than the decade average of US$501.2 million annually. Fees generated from completed M&A transactions increased 151% year-on-year to US$87.4 million. Equity capital markets fees totalled US$103.4 million, more than nine-times the value earned during 2018, while debt capital markets underwriting fees increased 13% to US$103.3 million. Syndicated lending fees declined 2% to a seventeen-year low of US$53.9 million. Both equity and debt capital markets underwriting fees each accounted for 30% of the overall Russian investment banking fee pool. Syndicated lending fees accounted for a 15% cut, while M&A advisory fees accounted for 25%, the highest share since 2015. VTB Capital earned the most investment banking fees in Russia during 2019, a total of US$74.0 million for a 21% share of the total fee pool. MERGERS & ACQUISITIONS The value of announced M&A with any Russian involvement declined for the third consecutive year to US$19.3 billion during 2019, 5% less than the value recorded during 2018. Following a decline in cross-border transactions both into and out of Russia, the 2019 total for Russian involvement M&A was the lowest annual total in seventeen years. Russian inbound M&A declined 28% from 2018 to US$4.4 billion during 2019, while outbound deals fell 23% to US$890.4 million. Domestic deals increased 10% year-on-year to US$10.9 billion. Total Russian target M&A reached US$15.3 billion, down 5% year-on-year to the lowest level since 2002. Russian companies in the industrials sector were most targeted with deals in this industry totalling US$3.2 billion during 2019 and accounting for 21% of total Russian target M&A. The retail and telecoms sectors accounted for 16% and 13%, respectively. With advisory work on seventeen deals worth a combined US$4.5 billion, VTB Capital retained the top spot in the financial advisor ranking for deals with any Russian involvement during 2019. Citi followed closely in second place with US$4.4 billion. EQUITY CAPITAL MARKETS Russian equity and equity-related issuance totalled US$2.9 billion during 2019, almost six-times the value during 2018. With US$2.5 billion, follow-on offerings account for 87% of activity, while a single initial public offering accounted for 9%. Russian recruitment company HeadHunter Group raised US$253 million when it listed on Nasdaq in May. Just eleven Russian IPOs have been recorded over the last five years, compared to twenty-three during the previous five years. Goldman Sachs led the Russian equity capital markets ranking during 2019, controlling 29% of the market by share, followed by VTB Capital with 16%. DEBT CAPITAL MARKETS Debt issuance in Russia reached US$31.7 billion during 2019, 12% more than the value recorded in 2018. Despite the increase from last year, Russian bond issuance during 2019 is below the annual average of US$33.1 billion recorded over the last five years. Financial sector issuance accounted for just under one-third of all proceeds raised over during 2019, while government & agency bonds accounted for 27%. VTB Capital topped the Russian DCM underwriting league table during 2019, with a 44% market share, followed by Gazprombank (15%) and Sberbank (11%). 3 BACK TO RUSSIA HIGHLIGHTS INVESTMENT BANKING FEES PAGE INVESTMENT BANKING FEE VOLUMES TOP FEE PAYING INDUSTRIES 1,400 • Outer Rim: 2019 • Inner Rim: 2018 1,200 1,000 20% 800 22% 600 12% US$Million 30% 400 10% 200 7% 0 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 16% 13% 22% INVESTMENT BANKING FEES BY ASSET CLASS 12% 19% BONDS EQUITY LOANS MA 700 600 17% 500 400 Financials Industrials 300 Materials Government and Agencies US$Million 200 Energy and Power Other 100 0 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 4 BACK TO RUSSIA HIGHLIGHTS MERGERS & ACQUISITIONS PAGE ANY INVOLVEMENT M&A VOLUMES & NUMBER OF DEALS TARGET M&A: TOP TARGETED INDUSTRIES 160,000 4,000 • Outer Rim: 2019 140,000 3,500 • Inner Rim: 2018 120,000 3,000 100,000 2,500 21% 80,000 2,000 28% 11% US$Million 60,000 1,500 40,000 1,000 37% 22% 20,000 500 0 - 16% 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 8% 10% 2% TARGET M&A VOLUMES & NUMBER OF DEALS 20% 140,000 4,000 12% 13% 120,000 3,500 3,000 100,000 2,500 80,000 Industrials Materials 2,000 Retail High Technology 60,000 US$Million 1,500 Telecommunications Other 40,000 1,000 20,000 500 0 - 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 5 BACK TO RUSSIA HIGHLIGHTS MERGERS & ACQUISITIONS PAGE INBOUND M&A DOMESTIC M&A OUTBOUND M&A Inbound M&A down 28% from last year, to Domestic M&A up 10%, to US10.9 billion during Outbound M&A down 23% from last year, to US$4.45 billion during 2019 2019 US$890.4 million during 2019 30 600 18 140 25 500 16 120 14 20 400 100 12 80 15 300 10 8 60 US$ US$ Billion 90 2,000 10 200 1,800 US$ Billion 6 80 40 70 1,600 4 5 100 20 1,400 2 60 1,200 0 - 0 - 50 12 13 14 15 16 17 18 19 1,000 12 13 14 15 16 17 18 19 40 800 INBOUND M&A VOLUMES US$ Billion 30 OUTBOUND M&A VOLUMES 600 TOP ACQUIRING NATIONS TOP TARGETED NATIONS 20 400 US$ Billion US$ Billion 10 200 $1.2 $0.8 South Africa 0 - Republic of Congo $0.0 12 13 14 15 16 17 18 19 $0.0 $1.1 $0.1 Cyprus China $0.3 $0.0 $0.7 $0.0 Germany United States of America $0.3 2019 2018 $0.4 2019 2018 6 BACK TO RUSSIA HIGHLIGHTS MERGERS & ACQUISITIONS PAGE TARGET M&A VOLUMES BY DEAL SIZE X < US$500 US$500m to US$1Bn US$1Bn to US$5Bn X > US$5Bn 70,000 60,000 50,000 40,000 30,000 US$Million 20,000 10,000 0 07 08 09 10 11 12 13 14 15 16 17 18 19 YTD TARGET MID-MARKET M&A X < US$500 20,000 18,000 16,000 14,000 12,000 10,000 8,000 US$Million 6,000 4,000 2,000 0 07 08 09 10 11 12 13 14 15 16 17 18 19 7 BACK TO RUSSIA HIGHLIGHTS MERGERS & ACQUISITIONS PAGE ANY INVOLVEMENT M&A TOP DEALS YTD Value Status Rank Date Target Name Target Nation Target Industry Acquiror Name Acquiror Nation Target Financial Advisor Acquiror Financial Advisor ($Mil) Guggenheim Securities LLC 1,971.4 Completed 1/7/2019 Luxoft Holding Inc Switzerland High Technology DXC Technology Co United States Credit Suisse Group Bank of America Merrill Lynch 1,160.0 Completed 1/25/2019 Kekh eKommerts OOO Russian Fed High Technology OLX Global BV South Africa Deloitte & Touche Citi 1,027.6 Pending 11/13/2019 T2 RTK Holding Russian Fed Telecommunications Rostelekom Russian Fed VTB Capital Citi 942.5 Completed 11/27/2019 TransContainer PJSC Russian Fed Industrials Delo-Tsentr OOO Russian Fed VTB Capital Mail.Ru Grp Ltd-Food- 805.6 Completed 7/25/2019 Sberbank Rossii PAO-Foodplex Russian Fed Retail Russian Fed Citi Tech & Lukoil Upstream Congo Evercore Partners 800.0 Completed 6/6/2019 New Age M12 Hldg Ltd-Marine Rep of Congo Energy and Power Russian Fed Sau Bank of America Merrill Lynch JP Morgan Securities Plc Telco Solutions & Invests 734.0 Completed 11/25/2019 Preludium BV Ukraine Telecommunications Azerbaijan Raiffeisen Bank International LLC AG{RBI} 660.0 Pending 11/5/2019 Takeda Pharm-Pharm Portfolio Russian Fed Healthcare STADA Arzneimittel AG Germany Bofa Securities Inc Nomura Securities Co Ltd 653.9 Pending 11/13/2019 T2 RTK Holding Russian Fed Telecommunications Rostelekom Russian Fed VTB Capital Citi 653.0 Completed 4/1/2019 Lenta Ltd Russian Fed Retail Severgroup OOO Russian Fed JP Morgan Citigroup Global Markets Ltd 8 BACK TO RUSSIA HIGHLIGHTS EQUITY CAPITAL MARKETS PAGE ECM PROCEEDS TOP ISSUING INDUSTRIES 40,000 35,000 2019 Proceeds 2018 Proceeds 30,000 25,000 US$ Million 0 500 1,000 1,500 2,000 2,500 3,000 20,000 2,001 US$Million 15,000 Materials 0 10,000 253 Consumer Products and Services 5,000 0 250 0 Retail 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 0 226 ECM PROCEEDS BY ISSUE TYPE Financials 411 IPO Follow-On Convertible 165 25,000 Industrials 0 0 20,000 Other 2,484 15,000 10,000 US$Million 5,000 0 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 9 BACK TO RUSSIA HIGHLIGHTS DEBT CAPITAL MARKETS PAGE DCM PROCEEDS TOP ISSUING INDUSTRIES 80,000 70,000 2019 Proceeds 2018 Proceeds 60,000 50,000 US$ Billion $10.2 40,000 Financials $8.6 US$Million 30,000 $8.4 Government and Agencies 20,000 $6.4 10,000 $4.0 Industrials $3.4 0 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 $3.8 Materials DCM PROCEEDS BY ISSUE TYPE $1.0 $2.9 Agency, Supranational, Sovereign Investment Grade Corporate Energy and Power MBS ABS $7.3 Federal Credit Agency High Yield Corporate 70,000 $2.4 Other 60,000 $1.4 50,000 40,000 30,000 US$Million 20,000 10,000 0 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 10 BACK TO RUSSIA HIGHLIGHTS EQUITY & DEBT CAPITAL MARKETS TOP DEALS PAGE ECM TOP DEALS YTD Proceeds Primary Issue Date Issuer Industry Mid Industry Issue Type ($ mil) Exchange 3/13/2019 552.8 MMC Norilsk Nickel PJSC Materials Metals & Mining Follow-On RTS 6/28/2019 400.1 NLMK Materials Metals & Mining Follow-On LONDN 4/4/2019 389.5 Polyus PJSC Materials Metals & Mining Follow-On MXRTS 7/10/2019 255.5 Polymetal International PLC Materials Metals & Mining Follow-On LONDN 5/8/2019 253.1 Headhunter Grp Plc Consumer Products and Services Employment Services IPO NASDQ DCM TOP DEALS YTD Proceeds Issue Date Issuer Industry Mid Industry Issue Type Currency ($ mil) 3/21/2019 3,879.0 Minfin Government and Agencies National Government Agency, Supranational, Sovereign U.S.