Kaspi.kz has signed a definitive agreement to acquire a 65.41% stake in Hepsiburada, Türkiye’s leading e-commerce platform. This move will see Kaspi.kz, Kazakhstan’s largest company by market capitalization, become the controlling shareholder of Hepsiburada, marking an expansion in its digital services footprint.

The acquisition agreement was reached with Hepsiburada’s founder and controlling shareholder, Hanzade Doğan, along with Vuslat Doğan Sabancı, Begüm Doğan Faralyalı, Arzuhan Doğan Yalçındağ, and Işıl Doğan. The deal is valued at approximately $1.13bn, to be paid in two cash installments, subject to regulatory approval and customary closing conditions in Türkiye. The transaction is expected to close in the first quarter of 2025.

Founded in 2000 by Hanzade Doğan, Hepsiburada has become a cornerstone of Türkiye’s e-commerce landscape, offering over 264mn products across 30 categories. In 2023, the company achieved around $4bn in gross merchandise value (GMV), serving 12mn customers and over 101,000 merchants. Hepsiburada has established itself as an innovative leader in the digital economy, with profitable operations evidenced by its EBITDA-positive status in the first half of 2024.

Mikheil Lomtadze, CEO and co-founder of Kaspi.kz, expressed enthusiasm about the acquisition, highlighting the cultural and strategic alignment between the two companies. 

“Hepsiburada is a strong cultural fit with Kaspi.kz, given its innovative culture, focus on high-quality services, and commitment to sustainable growth,” Lomtadze said. 

He noted that both companies share a vision of improving the lives of consumers and merchants through technological innovation.

Kaspi.kz, which operates Kazakhstan’s most popular mobile app with 14mn monthly active users, aims to leverage the combined expertise of both companies to further advance e-commerce and digital services in Türkiye and Kazakhstan.

Hanzade Doğan, founder and chairwoman of Hepsiburada, described the acquisition as a major milestone in the company’s 24-year journey. 

“Hepsiburada now embarks on an exciting future with Kaspi.kz,” Doğan stated, emphasizing the company’s role in Türkiye’s digitalization and its significance as the country’s first NASDAQ-listed company.

Kaspi.kz’s investment, Doğan said, will strengthen Hepsiburada’s position as a leading e-commerce platform in Türkiye and create new opportunities for small and medium-sized enterprises (SMEs) in both countries.

Kaspi.kz plans to finance the acquisition using its own cash reserves, with potential opportunities in the debt capital markets being explored. Legal counsel for the transaction was provided by DLA Piper (USA), Akol Law (Türkiye), and Kinstellar (Kazakhstan), while the Doğan family was represented by Sullivan & Cromwell (USA), Kabine Law Office (Türkiye), and Dentons (Kazakhstan).

Following the transaction, both Kaspi.kz and Hepsiburada will continue operating under their own brands and structures, focusing on creating value for consumers and merchants across their respective markets.