10 Nov 2025

Latham & Watkins Advises Northern Data on Business Combination Agreement with Rumble

"Latham & Watkins LLP represented Northern Data AG in a business combination agreement with Rumble Inc. under which Rumble intends a tender offer to acquire 100% of Northern Data shares, offering 2.0281 newly issued Rumble Class A shares per Northern Data share and providing for up to US$200 million in potential cash payments. Tether has agreed to support the transaction and to become an anchor customer."

Latham & Watkins LLP represented Northern Data AG in connection with the announced business combination agreement with Rumble Inc., under which Rumble intends to make a tender offer for Northern Data. The transaction contemplates a Proposed Offer by Rumble to acquire 100% of the outstanding shares of Northern Data. Under the terms of the Proposed Offer, each Northern Data shareholder who tenders its shares would receive 2.0281 shares of newly issued Rumble Class A common stock for each Northern Data share, with customary settlement mechanisms to address fractional shares. The Proposed Offer also provides for potential cash payments to Northern Data shareholders who accept the Proposed Offer, as well as to other shareholders who have agreed to sell their shares to Rumble, in an aggregate amount of up to US$200 million. Tether, a significant Northern Data shareholder and the creator of the world’s most used stablecoin, has agreed to support the transaction and to become an anchor customer of the combined group following closing. Latham & Watkins LLP represented Northern Data AG with a team composed by: Robert Katz (New York partner, corporate); James Gorton (New York partner, corporate); Ben Kaplan (counsel, corporate); Lachlan Sievert, Jesse Lake, Daniel Maggen, and Zainab Hashmi (associates, corporate). Advice on employee benefits and executive compensation was provided by Josh Friedman (Boston partner). Tax advice was provided by Matthew Dewitz (New York partner) with Chuqiao (Chris) Zhao (associate). Antitrust matters were handled by Jason Cruise and Patrick English (Washington, D.C. partners). Regulatory matters were handled by Les Carnegie (Washington, D.C. partner).
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