The international law firm CMS is advising the shareholders of Divante S.A., including the majority investor OEX S.A. and the company's founders Tomasz Karwatka and Piotr Karwatka, in the process of selling Divante S.A., a company operating in the e-commerce and e-marketing sector, to Cloudflight, a European producer of software and solutions using artificial intelligence – a portfolio company of the Deutsche Beteiligungs AG fund.
As part of the transaction, Cloudflight will acquire 100% of the Divante S.A. shares and the initial price for the purchased stake will amount to over PLN 175 million with the possibility to increase the price based on the agreed earn-out depending on the financial results for 2021 up to the maximum amount of PLN 260 million.
OEX SA belongs to the OEX capital group that specialises in providing services and technologies in the area of sales and customer service for the eCommerce, FMCG and telecommunication industries. Divante has been a subsidiary of OEX Group since 2015.
“The new technology industry has been attracting the interest of local and foreign investors for a considerable time, which is related to its dynamic development on a global scale and, in Polish conditions, additionally to the access to specialised staff and the achievement of an advanced level of development by companies operating in our market. The changes in the way businesses operate and in consumer behaviour, as well as the accelerated process of digitalisation caused by the pandemic, have additionally intensified investors' interest. Not surprisingly, we are currently witnessing fierce competition on the Polish market for the most interesting assets, which is reflected in the valuations of individual companies,” commented Błażej Zagórski, responsible for the transaction on behalf of CMS.
The scope of work of the CMS lawyers in this transaction included comprehensive transactional and regulatory advice on capital markets and intellectual property law.
The CMS team was led by Błażej Zagórski, a partner in the Warsaw transaction practice, and supported by Grzegorz Pączek, senior associate, who was advising on the transaction. Senior associates Katarzyna Grodziewicz and Magdalena Zmysłowska were advising on capital markets law for OEX. The team also included: Rafał Burda, senior associate, Natalia Szurnicka, Mateusz Mazur and Aleksandra Dalecka, lawyers in the transactional practice, Maciej Olejnik, a senior associate specialising in intellectual property, and Damian Karwala, senior associate advising on data protection. Also involved in the transaction was Dariusz Greszta, attorney-at-law specialising in M&A advisory and for many years associated with CMS law firm.
