On Tuesday, Yoox shareholders agreed to a future increase in share capital of up to 200 million euros, or $219 million, and to the appointment of Natalie Massenet, Richard Lepeu and Gary Saage as members of the board of directors of the new Yoox Net-a-Porter Group SpA with effect from the date of the merger.
Massenet will also be named executive chairman, with defined responsibilities, of the combined group, which will be quoted on the Milan bourse. Yoox founder and chief executive officer Federico Marchetti will be the new group’s ceo.
According to a stock market statement issued by Yoox, the merger integrates “two companies that are highly complementary with significant potential for synergies. The ultimate goal of the merger is to create one of the leading groups in the online luxury fashion segment worldwide.”
The exchange ratio for the merger is one newly issued Yoox share for every one share in Net-a-porter, which is currently owned by Compagnie Financière Richemont. Yoox said it will implement the merger through a share capital increase that entails the issue of a total of 65,599,597 new shares.
The merger is set to be completed in October.
In April, Yoox’s board of directors approved the merger, which was unveiled on March 31. As reported, the merger will give Net’s parent Compagnie Financière Richemont a 50 percent stake in Yoox, and 25 percent of the company’s voting rights.
Built on three pillars — in-season and off-season fashion, and the management of online, mono-brand store — the new group will have combined net revenues of 1.3 billion euros, or $1.42 billion, at current exchange.