Walberg & Cie. advises EQT portfolio company Freepik on acquisition of EyeEm

Munich — Freepik Company S.L.U (”Freepik”), Malaga, Spain, a portfolio company of the EQT Mid Market Europe Fund, acquires EyeEm Mobile GmbH (”EyeEm“), Berlin, Germany. Following the opening of insolvency proceedings against EyeEm's assets, the acquisition took place as part of insolvency plan proceedings.

EyeEm was founded in 2011 as a global digital platform for ambitious amateur photographers. On the EyeEm platform, images could originally be edited and shared with other users. The originally successful start-up with more than 20 million registered users in phases attracted media attention when well-known investor Peter Thiel participated in a financing round in 2015 alongside other well-known investors such as Earlybird. EyeEm was considered a European alternative to Instagram. From 2015, EyeEm commercialized its images, including through the central digital distribution of photos for photographers, who were involved in the proceeds in return. In 2021, Talentuck AG, based in London, England, and Baar, Switzerland, acquired the EyeEm Group. In April 2023, an application was filed to open insolvency proceedings against EyeEm's assets. As a result, insolvency proceedings were opened.

The acquisition of EyeEm takes place as part of insolvency plan proceedings. The transaction is technically implemented by way of a capital cut. The creditors' meeting has already approved the insolvency plan. The parties have agreed not to disclose the economic terms of the transaction.

The Walberg team, consisting of founders Manuel Brühl, Dr. Arno Malcher and Dr. Simon Sabel, as well as of counsel Prof. Dr. Caspar Behme, provided Freepik with comprehensive legal and tax advice on the project. Dr. Jan Beckmann, Hamburger Anwaltskontor, brought in employment law expertise. In the transaction, the Walberg team worked hand in hand with the Spanish law firm FILS Abogados, S.L.P., (”Fils“), a Spanish boutique law firm with a particular focus on M&A, venture capital and private equity.

In particular, Walberg & Cie.'s distinctive interface expertise in the areas of taxes, IT law (AI) and transactions was fully used to support Freepik. In addition to tax structuring and corporate and insolvency law drafting, questions of the legal situation on the technical platform and the AI developed by EyeEm were of central importance.

”This transaction also reflected the trend we have recently observed that the main asset and integral part of the investment case is often AI developed by Target itself. The resulting issues with regard to the legal situation with regard to (training) data, the AI itself and the admissibility of alternative use cases of AI cannot be relied on due to the novelty of the technology. This is what makes these cases so interesting,” says AI expert Dr. Malcher. ”For tax purposes, such distressed constellations always raise the question of the appropriate treatment of restructuring gains; this is particularly important in the case of a share deal resulting from insolvency” adds tax expert Brühl. ”This transaction is an example of how the market is working right now: once celebrated start-ups are surprisingly in trouble, despite thoroughly solid business cases — we are currently seeing good times for investors with a clear strategic compass and solid funding. We are pleased that we were able to manage this complex distressed cross-border transaction alongside Freepik and EQT,” says transaction expert Dr. Sabel.

The acquirer Freepik was founded in Málaga in 2010 with the idea of providing graphic resources to designers around the world. The main business object is therefore not the licensing of photographs, but of self-created graphics, illustrations and other graphic content. Freepik is a portfolio company of the EQT Mid Market Europe Fund, a fund of Swedish private equity investor EQT with more than EUR 113 billion assets under management. Freepik acquires EyeEm as part of a buy-and-build add-on strategy.

Advisor Freepik

Walberg Law Tax Strategy GmbH & Cie. KG
StB Manuel Brühl, taxes
Dr. Arno Malcher, IT Law, Data Protection Law, Commercial
Dr. Simon Sabel, Transactions, Corporate Law, Management
Prof. Dr. Caspar Behme, insolvency law, financial market regulatory law

Hamburger Anwaltskontor
Dr. Jan Beckmann, Labor Law

Fils Abogados, S.L.P.
Alejandro de Müller, transactions, corporate law
Maria Rodrigo Muro, transactions, corporate law

About Walberg & Cie.
Walberg Law Tax Strategy GmbH & Cie. KG is a specialized legal and tax consultancy based in Munich. The founders combine their enthusiasm for legal and tax advice with a strong technological and digital DNA. Walberg & Cie. focuses on corporate law, tax law and the law of the digital world with a focus on digitization, transactions and international aspects. The expertise of Walberg & Cie. is regularly required for complex projects, particularly in the area of technology investments.