Dutch Star Companies ONE N.V.

DSC1 successful in realizing business combination

Dutch Star Companies ONE N.V. was listed on Euronext Amsterdam as of 22 February 2018 and successfully merged into a business combination with CM.com on 21 February 2020, changing the listed entity to CM.com (ticker-symbol: “CMCOM”). Thus, realizing the first successful listing of a ‘special purpose acquisition company’ (“SPAC”) on the Amsterdam stock exchange.

DSC1 €55m listing in 2018

Dutch Star Companies ONE raised €55.4 million in equity in its 22 February 2018 IPO. Of this equity 99% was deposited in an escrow account to invest in a significant minority stake of one target company active in Europe and preferably also the Netherlands within 2 years: the business combination.

Dutch Star Companies ONE and CM.com jointly announced exclusive discussions on a potential business combination on 18 December 2019, followed by the announcement of an agreement, subject to the approval of at least 70% of DSC1 shareholders, on 8 January 2020.

100% Support for business combination with CM.COM

At an Extraordinary General Meeting of shareholders 100% of DSC1 shareholders voted in favor of the business combination with CM.com, resulting in a legal merger – effective as of 21 February 2020- between DSC1 (as surviving company) and CM.com (as disappearing company) immediately and renaming Dutch Star Company ONE into CM.com N.V. to continue the activities of CM.com under that name. Shareholders of Dutch Star Companies ONE became shareholders of CM.com.

SPAC structure including ordinary shares and warrants delivered attractive returns for shareholders

For every two shares Dutch Star Companies ONE, listed ad €10 per share, shareholders received one warrant at the IPO on 22 February 2018 and one warrant following completion of the business combination on 25 February 2020.Under the terms as described in the prospectus the warrants were automatically converted into 0.2868 ordinary shares CM.com per warrant. After full conversion of all warrants on 26 February 2020 Investors DSC1had received 1,2868 shares CM.COM, closing on 26 February 2020 at € 13,60 per share, for each DSC1share (so equivalent to a value of €17,50 per DSC1 share).

DSCO also raised an additional €25m for business combination

At the start of the business combination on 21 February 2020 in addition to the over €55 million raised in the IPO an additional investment of €10 million by shareholders Dutch Star Companies ONE and €15 million by Teslin was realized, making over €80 million fresh capital available for CM.com through Dutch Star Companies ONE.