Baker McKenzie advised Joh. Berenberg, Gossler & Co. KG (“Berenberg”) as sole global coordinator and, together with ABN AMRO Bank N.V. ("ABN AMRO"), as bookrunners and underwriters in MotorK plc's initial public offering to institutional investors in various jurisdictions, including to qualified institutional buyers in the US in reliance on Rule 144A. The transaction included an initial private placement of EUR 75 million and im-plied an initial aggregate market capitalization of MotorK of around EUR 260 million. MotorK Plc is trading on Euronext Amsterdam under the symbol "MTRK". Berenberg will also act as stabilization manager.
MotorK Plc is a leading software as a service (SaaS) provider for the automotive retail industry in the EMEA region, with over 250 employees, several OEM customers and eight offices in seven countries (Italy, Spain, France, Germany, Portugal, the UK, and Israel). Based on the announced share price of €6.50, and with 11,500,000 new shares issued, gross proceeds raised through the offering are approximately €75 million. This implies a post-money market capitalization of approximately €261 million.
Baker McKenzie advised the underwriters with an international team on all legal aspects of the IPO process. The mandate was led by Christoph Wolf (Partner, Frankfurt), the prospectus work was led by Eva-Maria Ségur-Cabanac (Partner, Vienna). The Dutch corporate and capital market questions were led by Tim Alferink (Partner) and Rebecca Kuijpers-Zimmerman (Legal director, both Amsterdam). U.K. corporate matters were coordinated by James Thompson (Partner, London). The due diligence and Italian corporate matters were led by Ludovico Rusconi (Partner) and Sara Belotti (Counsel, both Milan). Charles Farnsworth (Counsel, London) also prominently featured on the team with respect to all US-related legal questions.
"We were able to contribute to the ultimate success of this complex transaction for Berenberg and ABN AM-RO as well as MotorK. With a UK issuer, a listing on Euronext Amsterdam and underlying European assets with a bias in Italy, this transaction really played to our strengths where we were able to advise as one team on all aspects including US law", comments Christoph Wolf, Baker McKenzie partner on the transaction.
Legal advisor to Berenberg and ABN AMRO:
Global Lead/Capital Markets: Christoph Wolf (Partner, Frankfurt), Eva-Maria Ségur-Cabanac (Partner, Vienna)
Corporate/Capital Markets: Vienna/US law, lead on disclosure: Eva-Maria Ségur-Cabanac (Partner), Edmund Schuster (Counsel), Clara Fercsak (Associate), Klara Kastner (Associate); Amsterdam: Tim Alferink (Partner), Rebecca Kuijpers-Zimmerman (Legal Director), Denise Ozmis (Associate), Niels Matze (Associate); Milan: Ludovico Rusconi (Partner), Sara Belotti (Counsel); London/US and English law: James Thompson (Partner), Adam Farlow (Partner), Charles Farnsworth (Counsel), Mollie Brown (Associate).