HEUKING advises ad pepper media International N.V. on increasing its stake in solute Holding

A HEUKING team led by Dr. Alexander Schott legally advised and supported the performance marketing specialist ad pepper media International N.V. in increasing its stake in solute Holding GmbH & Co. KG from 25.64% to 44.37%. The shares were sold by three independent groups of shareholders. After largely parallel negotiations of the transaction agreements, these were concluded simultaneously. As consideration, the sellers will receive 2,305,195 new shares of ad pepper, which will be created through a capital increase. At ad pepper’ side, the transaction was managed in-house by General Counsel Marco Pallucchini Wrede, who also coordinated with colleagues from NautaDutilh (team led by Maarten Buma) who supported on the Dutch side. The transaction is still subject to customary closing conditions.

Ad pepper and solute operate complementary business models with synergistic technical capabilities, customer relationships, and geographic orientations. The goal of the transaction is to create a dynamic, innovative, and well-capitalized publicly listed market leader in the field of performance marketing and digital marketplaces (price comparison).

Founded in 1999 and publicly listed since 2000, ad pepper media International N.V., headquartered in Amsterdam and Nuremberg, is the holding company of the ad pepper Group. With its segments Webgains, ad agents, and ad pepper, the group is one of Europe's leading performance marketing providers, employing over 250 people.

Solute Holding GmbH & Co. KG, as the operator of the portals billiger.de and shopping.de, is one of the leading market participants in price comparison sites in the German-speaking market. The operational company is headquartered in Karlsruhe.

The team led by Dr. Alexander Schott has already supported ad pepper in its initial investment in solute in 2023 and has been regularly advising the company on M&A transactions since then.

Legal counsel to ad pepper media International N.V.
HEUKING:
Dr. Alexander Schott (Lead, Corporate/M&A), Stuttgart,
Dr. Thorsten Kuthe,
Sven Radke, LL.M. (both Capital Markets), both Cologne,
Fabian G. Gaffron (Tax), Hamburg

Inhouse Counsel:
Marco Pallucchini Wrede (General Counsel)