Walberg & Cie. advises NASDAQ listed AI company Brand Engagement Network on acquisition of Cataneo

Munich, May 6, 2026 – Brand Engagement Network, Inc. (NASDAQ: BNAI) ("BEN"), a NASDAQ listed provider of enterprise-grade conversational AI for the engagement layer between companies and consumers, has signed a definitive agreement to acquire Cataneo GmbH ("Cataneo"), a Munich-based provider of media and advertising infrastructure software. The transaction is valued at approximately USD 19.5 million. The consideration combines cash and BEN shares.

Cataneo is particularly known for its MYDAS platform, which supports media companies in advertising sales, scheduling, traffic, and monetization across linear, non-linear, and digital channels. The platform supports more than 1,000 media brands across 200+ channels on four continents and manages over EUR 6 billion in annual advertising inventory.

With this acquisition, BEN strengthens its position at the intersection of media infrastructure and AI-based user interaction. The combination of Cataneo's established software for operational media processes with BEN's conversational AI technology is designed to deliver an integrated solution for data-driven, interactive, and measurable media and advertising environments.

Walberg & Cie. provided comprehensive corporate law and tax law advice to BEN on the transaction. The advice focused on structuring the cross-border acquisition, drafting and negotiating the transaction documentation, and managing the share-based consideration components in the context of a US-listed acquirer. As part of the US-German cross border investment BEN has opted for a cross border interposed holding set-up, which was structured by Walberg & Cie. from a corporate and tax law perspective, setting ground for a long-term engagement of BEN in the European market.

"The acquisition of Cataneo combines established media infrastructure with innovative AI technology - a cross-border combination with clear strategic relevance for BEN's positioning, which proves that German Mittelstand companies with a clear technological edge are sought-after targets for international investors," said Dr. Simon Sabel.

Marc Wiesner added: "Cross-border deals withUS-listed acquirers and share-based consideration require close coordination between German and US counsel - we were pleased to guide BEN through this transatlantic transaction."

"It is key for a cross-border investment to thoroughly structure and implement the acquisition in particular from a tax perspective. We are happy to have helped BEN on this complex task with a comprehensive and well-structured set up," Dr. Sebastian Binder summarized.

Walberg & Cie. has cooperated in this transaction with its close-knit network of specialists, both national and international, in particular with the German boutique law firm ROCAN on foreign investment control matters and with US law firm Buchalter on capital markets and securities regulation.

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