Press Release June 22, 2022

app smart Merges with OrderYOYO

Led by Frankfurt partner Markus Käpplinger, Goodwin advised app smart GmbH ("app smart"), in connection with its merger with OrderYOYO of Denmark. app smart is the market leader for store systems, checkout systems and digital infrastructure for delivery services in Germany and Austria. The merger will create Europe's largest service provider for meal delivery services. The merged company will be the market leader in five markets, including the two largest take-away markets in Europe: the UK and Germany.

The merger is the first step towards the two companies' overall goal of serving more than 25,000 restaurant partners by the end of 2025. Currently, the two companies combined have around 9,000 partners. "With the merger, the new company is ideally positioned to expand further and drive industry consolidation," said Markus Käpplinger. "OrderYOYO and app smart complement each other strategically in an optimal way, as on the one hand their vision, market focus as well as business model match and on the other hand, however, there is no geographical overlap."

As part of the transaction, OrderYOYO will acquire app smart. OrderYOYO will acquire shares in app smart through a share transfer, and the remaining shares in app smart will be contributed to the new company in exchange for new shares in OrderYOYO. The purchase price amounts to 29,608,901 OrderYOYO shares and 22.3 million Danish kroner (DKK) in cash. Based on the last closing price of OrderYOYO shares of DKK 6.75 per share, app smart's share capital is thus valued at DKK 222 million.

app smart was founded in 2014 and offers restaurants with delivery services an all-in-one solution with modern digital infrastructure and online ordering system, as well as a POS solution tailored to the takeaway and restaurant market. The company focuses on direct sales to so-called quick-service restaurants with their own delivery.

The Goodwin Frankfurt team also consisted of Heiko Penndorf, Felix Krüger, Robert Jochim, Bastian Schmack and Nadine Gommel and William Wilson in Washington, D.C.

For additional details on the transaction, please read OrderYOYO’s press release.