net Digital AG agreed to acquire Black Pearl Digital AG (XTRA:VRL) in a reverse merger transaction on November 18, 2020. Under the terms, a capital increase in kind is to take place against the granting of 1,107,878 new shares to the shareholders of net Digital AG. The current shareholders of net Digital AG would thus hold approximately 77.5% of the shares in Black Pearl Digital AG after the transaction was completed, the current Black Pearl shareholders would retain approximately 22.5%. The Management Board will propose to the Annual General Meeting that Black Pearl Digital AG be relocated to Düsseldorf (the headquarters of net Digital AG), that the company be renamed net Digital AG and that the Supervisory Board be replaced. In the event of a successful conclusion of the transaction, it is planned that Theodor Niehues, former Board member of the previously listed net mobile AG and gamigo AG, will be appointed to the Board of the company and replace Michael Hasenstab. After the transaction, Niehues would hold approximately 15.5% of the shares in Black Pearl Digital AG. The agreement is subject to the finalization of a satisfactory due diligence and the approval from the shareholders of Black Pearl Digital in general meeting.

net Digital AG completed the acquisition of Black Pearl Digital AG (XTRA:VRL) in a reverse merger transaction on March 2, 2021.