Fieldfisher advises SuperScale on multi-party VC transaction

The European law firm assisted the games industry service company, which works with some of the best mobile games companies in the world, on a complex transaction conducted under Polish law.

European law firm Fieldfisher has closed a multi-party venture capital transaction for games industry service company, SuperScale sro, involving a significant investment from Level-Up First S.àr.l., a leading Luxembourg VC fund specialising in mobile games companies.

The transaction was conducted under Polish law in collaboration with Warsaw-based B2RLaw, which represented SuperScale Poland and SuperScale’s founder and CEO, Ivan Trančik, on the investment from Level-Up and related matters, as well as a number of international angel investors into SuperScale.

Before the transaction, Ivan Trančik and BoomBit (a software publisher listed on the Warsaw Stock Exchange) held 100% of shares in SuperScale, a Polish company financing the operations of its 100% owned Slovakian subsidiary.

SuperScale is a fast growing video and computer games market consultancy with a growing portfolio of international clients. The company specialises in providing services related to mobile game business analytics, game design consulting, and mobile game user acquisition, with creative production services.

With support from Fieldfisher, which provided crucial industry and commercial expertise, B2R took a leading role in the transaction, negotiating the investment from Level-Up and angel investors into SuperScale; advising on restructuring of debt, and the sale of part of BoomBit’s shares. It also advised in respect to the new shareholders’ agreement with the new lead investors, the current shareholder (BoomBit) and minor co-investors.

As a result of the transaction, SuperScale will issue 712 new preferred shares with a nominal value of PLN 50 each, which will be offered for subscription and subscribed for by Level-Up First S.àr.l. and other minority investors. The transaction also included the drafting and negotiation of a share purchase agreement, pursuant to which SuperScale sold to investors jointly 150 shares in SuperScale at a price of €3,150.07 per share.

B2RLaw worked closely with the team from Fieldfisher’s London office, led by corporate partner Brian Chadwick, a leading expert in the international games sector

Commenting on the deal, Fieldfisher partner Brian Chadwick said:

“We were delighted to work with the brilliant team at B2R and lead the client and investor relationship aspects of this deal, providing crucial industry and commercial expertise along the way.

“Together, we delivered a combination of legal, commercial and industry expertise distinguishing us for our unique ability to support Polish/CEE games companies locally and internationally and connect local companies with international counterparts and investors.

“The mobile gaming industry and the surrounding service sector continues to be a strong growth area in Europe and globally and we look forward to closing further deals for clients in this exciting market.”

B2R’s team was led by partner Aleksandra Polak, supported by partners Szymon Syp, PhD and Przemysław Krzemieniecki; senior associates Iga Wojtczak-Opala and Piotr Leonarski; associates Krystyna Jakubowska and Teresa Pilecka; and junior Associate Martyna Szpakowska.

Slovak aspects of the transaction were managed by Jakub Berthoty from Digital Legal in Bratislava.