We have a pleasure to inform that KWKR Konieczny Wierzbicki and Partners and Schoenherr Attorneys at law had advised on one of the deals shortlisted for the CEE Legal Matters 2022 Deal of the Year for Moldova which was Software Mind’s Acquisition of Code Factory.
Global high-tech players are joining their forces
KWKR and Schoenner lawyers have provided legal assistance during the investment by our long-term client Software Mind (WSE-listed Ailleron Group) in the Romanian company Code Factory Consulting Group SRL and the Moldovan company Code Factory SRL. Software Mind has thus once again taken a decisive step in the international IT business, coming closer to becoming a global software leader.
Code Factory has been providing the IT market with new technological solutions for over 15 years. During this time, the company has been creating custom software with admirable passion and has provided its clients with professional services related to the implementation of the developed products.
Software Mind also provides its clients with innovative technological solutions. In addition, the company carries out numerous research and development projects, engaging itself in the new technologies on a global scale. The goal of our client is to create, together with the group’s strategic investor Enterprise Investors, a leading global group of IT companies.
The transaction was a part of a bigger acquisition scheme executed by Software Mind with the help of KWKR which included acquisition of shares in 7 companies from 5 countries: Poland, the US, Argentina, Romania, Moldova. As leaders of the global project, KWKR’s lawyers designed the entire transaction structure, arranging the involvement of 3 various teams of founders and employees, gaining approvals from regulatory authorities, maintaining relations with key business partners and fulfilling disclosure obligations at the WSE; in addition, KWKR’s involvement included participation in the negotiation of transaction documentation for each of the acquisitions, taking into account the local law applicable to each acquisition, and the negotiation of a loan agreement amounting to several dozen million PLN allowing for partial financing of the acquisition costs. The entire transaction was partly a leveraged buyout. It was financed in part by a bank to which we provided security in 4 countries, based on 4 different legal orders. The whole transaction required also remarkable organizational skills and flexibility. The project was completed in 4 months, culminating in just 1 week during February, in which 4 various, collaborative law teams closed the execution of all acquisitions and the sign-off of the loan.
As a result of a successful investment, Software Mind will strengthen its presence on such markets as Canada, the UK, America, Norway, Sweden, the Netherlands, and Austria. In addition, thanks to this transaction, the company has gained access to 200 qualified employees for whom IT has no secrets.
Is this going to be “The Deal of The Year”?
We’re happy to be distinguished in this year edition of CEE Legal Matters Deal of The Year. The opportunity to work together in an international legal environment with our partners from Schoenerr was not only an chance to highlight our legal expertise, but also to enhance relationships with other leading law firms specializing in multijurisdictional merger transactions.
The winners will be selected by a Final Selection Committee and announced at the annual CEE Deals of the Year Banquet scheduled for April 25, 2023, in Istanbul.