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Client: Prime Holding

Prime Holding AD is a leading product innovation and digital consulting company in Bulgaria, providing end-to-end IT services to clients across the US, Europe and the Middle East

Founded in 1998 and listed on the Bulgarian Stock Exchange in 2006, Bianor Holding, now re-named to Wiser, provides IT services from multiple delivery centers in Bulgaria, Serbia, and Greece, backed by a team of over 500 top-tier software engineers and computer scientists

Prime Holding has been a long-term client of Entrea Capital, having previously been advised by Entrea Capital on their acquisition of SBND Technologies in 2015
After more than 10 years in the IT market and having built a robust organization, the owners identified the need for a partner with which to take the company to the next stage of its development
The primary goal of the process was to attract a financial or a strategic investor, which could help Prime Holding in scaling its operations, around the already established organizational structure, in order to effectively pursue large enterprise clients directly
The transaction with Bianor Holding included an outright acquisition of 51% with cash and a put/call option for the remaining stake, to be paid by newly issued shares of Bianor Holding, enabling the owners of Prime Holding to participate and drive the growth of Wiser

Entrea Capital provided the following sell-side advisory services to Prime Holding:

Entire process management – managed the work of multiple teams
Drafting of comprehensive set of marketing materials, including company presentation, teaser, information memorandum and discussion materials for management meetings with potential investors
Development of financial projections with several different scenarios for the development of Prime Holding, including organic and inorganic initiatives
Identifying and approaching a long list of potential investors
Negotiation of a detailed non-binding term sheet
Negotiation of the full package of definitive transaction documents, including share purchase agreement (SPA), shareholder agreement (SHA), etc.
Preparation of the final purchase prices calculations
Assistance with various closing and post-closing transaction matters