Noerr advises Wirecard on issue of €900m convertible bond in connection with strategic partnership with SoftBank

Noerr has advised Wirecard AG on the strategic investment by SoftBank Group Corp. (SoftBank) in the company. The Japanese technology group SoftBank is investing around €900 million in Wirecard via a convertible bond. At the same time, Wirecard and SoftBank agreed on an extensive strategic partnership.

 

Wirecard and a SoftBank subsidiary have signed the final documents for the issue of and subscription to the convertible bonds as well as the strategic cooperation agreement, following approval by Wirecard’s shareholders and implementation of the letter of intent signed by Wirecard and the SoftBank subsidiary on 24 April 2019.

 

In line with the contractual conditions for acquisition of the bonds and with the shareholder resolution passed at Wirecard’s annual general meeting held on 18 June 2019, the convertible bond has a term of five years and can be converted into a total of 6,923,076 Wirecard shares, which corresponds to around 5.6% of the share capital. The shares will be issued while excluding any subscription rights. The capital provided will be used by Wirecard for further investments in innovative payment and financial services, for repayment of existing loans and for potential share buyback programmes.

 

The strategic partnership stipulated in the cooperation agreement will enable both companies to exploit global growth opportunities and synergy effects. This includes access to the entire Softbank ecosystem in the areas of digital financial services, data analysis and artificial intelligence, as well as SoftBank's support in Wirecard's planned geographic expansion into Japan and South Korea. The joint development of innovative financing solutions was also identified as a starting point for cooperation.

 

Wirecard was represented by a team from Noerr led by Julian Schulze De la Cruz, Holger Alfes and Laurenz Wieneke. The DAX Group regularly relies on Noerr's advice, most recently in the successful placement of a €500 million debut bond (lead: Julian Schulze De la Cruz and Holger Alfes). Last year, a team headed by Alexander Schilling and Andreas Naujoks also advised Wirecard in connection with the refinancing of Wirecard's syndicated credit line.

 

Advisor to Wirecard AG: Noerr LLP

 

Dr Julian Schulze De la Cruz, Dr Holger Alfes, Dr Laurenz Wieneke (joint lead) (all Capital Markets, Frankfurt), Dr Alexander Schilling (Banking & Finance), Dr Martin Haisch, Dr Matthias Geurts (both Tax), Dr Dominik Kloka, Dr Dirk Buken, Dr Philip Schmoll, Dominique Stütz (all Capital Markets, Frankfurt)

 

Advisor Luxembourg/Netherlands: Loyens & Loeff LLP (Joost van Helvoirt, Peter Moons)

 

Inhouse: Dr. Christoph Küster