International law firm CMS has advised longstanding client, Worldline, a leading European player in payment services, on its divestment of business assets in Austria, to buyer, Global Payments s.r.o. (“GPSRO”), and in Belgium and Luxembourg to BNP Paribas Fortis (“BNPPF”). The divestment represents an important milestone in Worldline’s compliance with its European Commission anti-trust commitments following its $8.6 billion acquisition of Ingenico in 2020.
GPSRO is a joint venture between Erste Group, CaixaBank and Global Payments Inc. GPSRO is acquiring customers from Worldline’s Payone GmbH, which operates a network of payment terminals in Austria, and its business is set to grow threefold as a result.
BNPPF’s subsidiary, Axepta, is acquiring Worldline’s Ingenico In-Store Belgium operation and expects to double its customer base in Belgium by doing so. Axepta will take on the processing of electronic payments for merchants in Belgium and Luxembourg.
The deals were signed on 3 May 2021 and 30 April 2021, respectively, and are due to complete in October 2021 (subject to approval by the European Commission and local supervisory authorities). Both deals involved critical German regulatory and tax aspects.
CMS teams in the UK, Austria, Belgium, Germany and Luxembourg worked closely with Worldline’s in-house legal team, Charles-Henri de Taffin, Benjamin Thorez, Xavier Faurie and Chiel Deschilder, to finalise the deals. The team drew on CMS’s extensive experience in complex cross-jurisdictional financial services, payments and fintech transactions, involving specialist tax and regulatory considerations. The deals will enable Worldline to focus on its integration of Ingenico and realise the potential of its major strategic acquisition. Meanwhile, the acquirers are set to grow their presence in an innovative market set to thrive in a post-pandemic, tech-focused era.
The CMS teams included Chris Watson, Matthew Davies, Fiona Vickerstaff, Rajiv Nawbatt and Kieran Sharman (CMS UK); Alexander Rakosi, David Kohl and Alexander Hiermann (CMS Austria); Joachim Kaetzler, Jörg Schrade, Marcel Hagemann and Charlotte Salathe (CMS Germany); Vincent Dirckx, Ségolène Regout and Arnout Vaninbroukx (CMS Belgium); and Gérard Maitrejean, Pawel Hermelinski, Angélique Eguether and Aloïs Charpenet (CMS Luxembourg).