Noerr advises Softline Group on takeover of Softline AG

Noerr has, in the role of lead counsel, advised Axion Cyprus Holding Limited, a holding company of Russian Softline Group on its acquisition of a majority stake in Softline AG, a company listed on the open-market segment of the Düsseldorf stock exchange. The mandate involved a team from several offices headed by stock corporation and capital markets specialists Dr. Stephan Schulz and Dr. Julian Schulze De la Cruz as well as Moscow finance and corporate partner Vladislav Skvortsov.

The Softline Group was founded in 1993 and is a leading global provider of information technology solutions and services with a focus on emerging markets in Eastern Europe, America and Asia. It has more than 3,000 employees and is present in 50 countries across the globe. In 2019 the group, with its more than 60,000 clients, generated an annual sales volume of US$1.54bn. By taking over Softline AG, an internationally active IT consulting company specializing in Software Asset Management (SAM), information and IT security, cloud and future data center concepts and the digital workplace, the Softline Group is taking another step to increase its global presence.

The transaction includes the purchase of 1,086,951 shares in Softline AG (63.38% of the voting rights) of from its current major shareholder, Baden-Baden based S.K. Management- und Beteiligungsgesellschaft mbH (SKMB), as well as the transfer of a debtor warrant relating to a loan agreement between SKMB and Softline AG. The closing of the transaction is expected to take place by 31 March 2021.

Advisors to Axion: Noerr LLP

Dr. Stephan Schulz (Hamburg), Dr. Julian Schulze De la Cruz (Frankfurt) (joint lead, both Capital Markets)

Vladislav Skvortsov (Banking and Finance, Moscow), Dr. Till Steinvorth (Foreign Trade, Hamburg), Dr. Fabian Badtke (Antitrust, Frankfurt), Tillmann Hecht (Employment, Frankfurt), Dr. Christoph Rieken (IP, Munich), Dr. Andrea Zwarg (Corporate/M&A, Frankfurt), Dr. Elmar Bindl (Tax, Munich)

Associates: Vanessa Wüsthoff (Corporate/M&A, Hamburg), Dr. Philip M. Schmoll, Jens Göb, Thomas Thies (all Capital Markets, Frankfurt), Dr. Vitaliy Kaminskiy (Tax, Berlin), Dr. Max Helleberg (Regulation, Berlin), Mareike Götte (Employment, Düsseldorf)

Advisors for Dutch law: Houthoff Coöperatief U.A.

Bram Caudri, Djotika Bissessur

Advisors for French law: August Debouzy

Valéry Denoix de Saint Marc