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Gleiss Lutz advises Northern Data on Business Combination Agreement with Rumble

Gleiss Lutz has advised Northern Data AG on the conclusion of a business combination agreement with Rumble Inc. in connection with Rumble’s intention to make a tender offer for 100% of the outstanding shares of Northern Data.

Each Northern Data shareholder who tenders its shares will receive 2.0281 shares of newly issued Rumble Class A common stock in exchange for each Northern Data share. In addition, the tender offer provides for a potential cash payment to Northern Data shareholders who accept the tender offer as well as other shareholders who have agreed to sell their shares to Rumble in an amount of up to USD 200 million.

The transaction is expected to close in the second quarter of 2026, subject to satisfaction of closing conditions and regulatory approvals.

Northern Data AG is a leading provider of full-stack AI and High-Performance Computing (HPC) solutions.

Gleiss Lutz regularly advises Northern Data, most recently on the sale of its “Peak Mining” business unit.

The following Gleiss Lutz team led by Dr. Stephan Aubel (partner) and Christian Schröder (both Corporate and Capital Markets Law, Frankfurt) has advised Northern Data:

Alexander Gebhardt (counsel), Melanie Barwich (counsel, both Corporate and Capital Markets Law), Anne Görg (Corporate, all Frankfurt), Dr. Walter Andert (Corporate and Capital Markets Law, Berlin), Dr. Jan-Alexander Lange (counsel), Dr. Thomas Kulzer (counsel, both Banking & Finance, both Frankfurt), Dr. Birgit Colbus (counsel, Competition/Antitrust, Frankfurt), Dr. Jacob von Andreae (partner), Aylin Hoffs (counsel), Mathias Hahn (all Foreign Trade Law, Düsseldorf).

In-house counsel for Northern Data were Rudolf Haas (chief legal officer), Martin Rinscheid (deputy legal counsel), Mareile Müller-Felsch (head of legal) and Konrad v. Buchwaldt (senior transaction counsel).

Regarding U.S. law, Northern Data was advised by a Latham & Watkins team in New York led by Robert M. Katz.

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