B2B-RTS announces plans for IPO on Moscow Exchange, shareholders will offer 11.5% of capital
MOSCOW. April 6 (Interfax) - PJSC B2B-RTS (the parent company of the group, which includes operators of two electronic trading platforms and developers of solutions and services in the field of procurement) has officially announced its intention to conduct an IPO on the Moscow Exchange , thereby launching the first IPO on the Russian market of 2026.
As part of the IPO, shares owned by existing shareholders, namely Sovcombank and financial investors, may be offered to investors in proportion to their ownership stakes in the share capital of B2B-RTS, the company said.
The selling shareholders plan to offer 11.5% of the platform's capital, including a stabilization package.
The size of the management's stake, which is part of the existing shareholders, will remain unchanged, the company said. At the same time, Sovcombank plans to retain a significant stake in the share capital of B2B-RTS and will continue to participate in the development of the platform's business.
B2B-RTS and the selling shareholders will assume obligations restricting the placement of new shares and the disposal of already placed shares for 180 days from the start of trading. A stabilization mechanism will be structured for a period of 30 days from the start of trading as part of the IPO.
The offering will be available to Russian qualified and non-qualified investors - individuals, legal entities and Russian institutional investors.
Last Friday, the Moscow Exchange announced that it had decided to include ordinary shares of PJSC B2B-RTS in the second-tier section of the list of securities admitted to trading starting April 17.
B2B-RTS combines a commercial procurement platform and the vendor of domestic solutions B2B-Center, the federal electronic platform RTS-Tender, the digital development laboratory OTC, the educational center RTS-Academy, and the digital service Cloud Logistics.
B2B-RTS's revenue to International Financial Reporting Standards (IFRS) amounted to 9.37 billion rubles in 2025 (+9.8%). From the company's financial statements, it follows that the majority of this revenue came from the regulated procurement segment (conducted in accordance with the provisions of 44-FZ, 223-FZ and PP-615) - 5.34 billion rubles. Another 2 billion rubles came from conducting procurements for customers in the commercial segment (unregulated procurements), and 578 million rubles were earned by B2B-RTS from providing services and selling solutions for procurement automation.
The company's net profit increased 5.7% to 3.7 billion rubles. Last year, the company paid shareholders dividends in the amount of 3.3 billion rubles (net profit amounted to 3.5 billion rubles in 2024). B2B-RTS's net cash position in 2025 almost doubled to 1 billion rubles.
In March, the board of directors of B2B-RTS approved a dividend policy according to which the company may allocate no less than 50% of net profit for the corresponding reporting period for dividend payments, with dividends possible on a quarterly basis.
At the same time, the company said that it expects to achieve "sustainable profitability" in 2026 in terms of adjusted EBITDA and net profit - at levels of 49% (52% in 2025) and 36% (40%), respectively. High business profitability will allow significant funds to be allocated for dividend payments. "In such a case, the target dividend payout level could exceed 85% of net profit, which exceeds the minimum threshold of the approved dividend policy," the company said.
The company does not disclose the exact composition of its shareholders. The B2B-RTS press service previously told Interfax that the PJSC currently has three groups of shareholders: Sovcombank (the largest co-owner), a group of financial investors, and company management. Company materials note that its shareholders include six legal entities and 21 individuals.
ANALYST ESTIMATES
Sovcombank analysts estimate the fair value of B2B-RTS in the range of 34 billion to 41 billion rubles.
"The midpoint of the range (37 billion rubles) implies a 2026 EV/EBITDA multiple of 7.6x and a dividend yield of 9% over the next 12 months," the analysts said in a review.
"In our forecasts, we expect that, in the absence of an announced M&A strategy, the company will allocate the maximum amount of earned FCF to dividends. Therefore, we are not targeting any specific payout ratio from net profit, but rather assume that at the time of each quarterly payment, the payout ratio will be close to 100% of the FCF from the previous quarter," the analysts said.
