Heuking advises listed CANCOM SE on its acquisition of K-Businesscom-Group
A team of law firms, led by Munich-based Heuking Partner Boris Dürr, advised CANCOM SE on the acquisition of K-Businesscom-Group and all its subsidiaries. The merger will create one of the leading IT corporations in the DACH region. In the future, customers of both enterprises will benefit from the combined expertise for IT and digitalization solutions. At CANCOM, the acquisition will lead to an increased market presence in the DACH region and an extensive expansion of solution and service capacities.
Heuking's team of lawyers worked closely with colleagues from law firms DORDA (Austria) and NNDKP (Romania) on the transaction. The aforementioned three law firms are members of World Services Group (WSG), one of the leading law firm networks worldwide. Since K-Businesscom is particularly active in the Austrian market where it is headquartered, DORDA, led by M&A partners Dr. Martin Brodey and Dr. Christian Ritschka, also assumed an important role in the transaction. The Heuking team led by Boris Dürr had already advised CANCOM SE on previous M&A transactions, for example, on the sale of its UK business to Telefónica Group (link to news item dated July 30, 2021).
The transaction was structured such that part of the consideration is to be paid in cash and part in shares of listed CANCOM SE. The value of the direct consideration is approximately €165 million; in addition, financial liabilities of approximately €37 million will be redeemed. As part of the consideration, current shareholders will receive 3.5 million new CANCOM shares with a market value of more than €100 million, which will be issued by means of a capital increase against contribution in kind. Closing of the transaction is subject to approval of the antitrust authorities.
K-Businesscom is Austria's leading ICT solutions and service provider. It generated revenue of around €520 million and EBITDA of around €28 million in fiscal 2022/23 with about 1,650 employees. K-Businesscom is operating in digital business engineering for IT and business consulting as well as software development in Austria, Germany, Switzerland, Romania, and the Czech Republic. Simultaneously to CANCOM's takeover of K-Businesscom, K-Businesscom acquired all shares in Swiss systems integrator Belsoft Infortix AG, whose focus on data center, network, and security most recently generated revenue of around €12 million with 35 employees. The acquisition reinforces K-Businesscom's good position in the Swiss market.
CANCOM SE is one of the leading IT systems houses in Germany with a focus on digital transformation, cloud computing, and IT security. As a hybrid IT integrator and service provider, CANCOM delivers a range of services and solutions that includes business solutions and managed services such as cloud computing, analytics, enterprise mobility, IT security, hosting, and as-a-service offerings. CANCOM Group’s range of IT solutions includes consulting, implementation, services, and the management of IT systems, thus the entire spectrum needed by CANCOM's customers for digital transformation. In fiscal 2022, CANCOM generated revenue of around €1.3 billion and an EBITDA of around €100 million with approximately 4,000 employees. The shares are listed on the Regulated Market (Prime Standard) of Frankfurt Stock Exchange and also on SDAX and TecDAX; current market capitalization is more than €1.1 billion.
Counsel to CANCOM SE
Heuking Kühn Lüer Wojtek:
Boris Dürr (Lead),
Christian Schild, LL.M.,
Dr. Ulrich Jork (all Corporate/M&A),
Dr. Ruth Schneider,
Dr. Reinhard Siegert, (both Antitrust), all Munich,
Dr. Arietta von Stechow (Employment), Hamburg,
Julian Rosenfeld (Data Protection), Düsseldorf,
Peter M. Schäffler (Tax),
Steffen Wilberg (Real Estate & Construction), both Munich
Ricardo Schlatter (Corporate/M&A), Zurich