Ashurst advises Northern Data on conclusion of an investment agreement and resolution on the issuance of new shares and convertible bonds

Ashurst advised Northern Data AG on the conclusion of an investment agreement for the acquisition of a stake in Damoon Designated Activity Company, Dublin, Irland (Damoon). As consideration for the acquisition of the approx. 70% shareholding in Damoon, Northern Data AG will issue 10,478,826 new shares from the existing authorised capital in a capital increase against contribution in kind as well as a mandatory convertible bond with a principal amount of approx. €87m, which will be convertible into up to 4,763,051 shares from the existing conditional capital. In addition, Northern Data has an option to acquire the outstanding shares in Damoon not held by it after the execution of the above mentioned capital measures for either cash or the issuance of further new shares. The total volume of the transaction amounts to approx. €400m.

The listed company Northern Data AG develops and operates global infrastructure solutions in the field of HPC and provides the infrastructure for various HPC applications in areas such as bitcoin mining, blockchain, artificial intelligence, big data analytics, IoT and rendering. Northern Data offers its HPC solutions both in large, stationary data centres and in mobile high-tech data centres that can be set up at any location worldwide.

The Ashurst team was led by partner Prof Dr Florian Drinhausen. He was assisted by counsel Astrid Keinath and senior associate Quynh Anh Le (all Corporate Transactions). Advice on the convertible bonds was provided by partner Dr Tobias Krug (Global Markets). Northern Data AG was jointly advised by Ashurst and a team from Gleiss Lutz led by partner Dr Stephan Aubel. In-house advice was provided by Group Chief Legal and Compliance Officer Jim Black and Deputy General Counsel Europe Dr Martin Rinscheid.