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Practices
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Representative Experience

Corporate/M&A Practice

We offer listed and privately owned clients comprehensive corporate and transactional advice on a range of matters, including public and private M&As, takeovers, PIPEs, joint ventures and minority investments, corporate and business restructuring, corporate finance and corporate governance and compliance. We also routinely advise shareholders, management, as well as supervisory boards.

We advise domestic and international clients on an array of M&A transactions and corporate law projects, both with and without a capital markets component. This includes acquisitions arising out of distressed situations where we work in close collaboration with our colleagues in our restructuring practice. Our considerable experience in a broad range of industries, including those that are publicly regulated , gives us a unique advantage in developing innovative solutions tailored for our clients individual needs.

In recent years we have advised on several transactions valued at more than €1 billion, as well as on a significant number of mid-cap transactions. The M&A transactions in which we are typically involved require a high level of strategic planning with respect to the overall transaction process, as well as coordination among the involved parties and advisors. We are dedicated to meeting the complex legal and commercial demands of such transactions by understanding and heeding the often divergent interests of customers, employees, investors, lenders and other corporate constituents.

When advising bidders or target enterprises in negotiated and nonnegotiated takeovers, block trades, or minority investments, we draw upon the significant experience of our capital markets practice. The corporate team advises strategic investors, as well as listed companies wishing to establish or expand influence in among other listed companies.

When privately owned businesses intend to expand with the help of minority investors or seek third-party financing as a means to strengthen their equity, they look to our vast experience in harmonizing divergent interests, which is often accomplished by designing innovative adjustments to the corporate structure and consortium agreements. We also make available the extensive expertise and network of our private equity practice. Additionally, our entrepreneurial clients rely on our tax practice for developing succession-planning strategies with respect to ownership of their businesses.

Our corporate lawyers often work in close cooperation with our highly specialized tax team to design and implement innovative corporate structures that will facilitate new corporate goals, as well as addressing critical changes in ownership, financing requirements and tax and corporate law. We assist executive and nonexecutive board members with developing and implementing comprehensive governance compliance programs. We provide compliance  assistance on the full spectrum of issues that arise in connection with capital markets, tax, corporate, competition and employment law.  We also advise German enterprises on international anti-corruption rules.



Selected Significant Matters

Corporate/M&A

M&A

  • Acciona Energía Internacional S.A. in the €157 million sale of its German wind park portfolio to Swiss energy company Swisspower Renewables AG

  • Scout 24 Holding GmbH in Deutsche Telekom AG’s $2 billion sale of a 70 percent stake in Scout24 to Hellman & Friedman LLC

  • Rockwood Holdings, Inc. in the $1.325 billion sale of its titanium dioxide pigments and four other non-strategic businesses to Huntsman Corporation

  • Riemser Pharma GmbH in the sale of its Animal Health Division and its production facility located in the Greifswald-Isle of Riems to IDT Biologika (Riems) GmbH & Co. KG

  • Rockwood Holdings, Inc. in the $635 million sale of its rheology business to ALTANA Group

  • Ekkio Capital and Inventoriste on the acquisition of Sigma Inventuren und Bestandskontrollen GmbH

  • Rockwood Holdings, Inc. on the $1.98 billion sale of CeramTec to European private equity firm Cinven

  • Rockwood Holdings, Inc. on its acquisition of Kemira Oyj’s 39 percent interest in titanium dioxide business joint venture Sachtleben

  • Sachtleben on its acquisition of the titanium dioxide business of crenox GmbH

  • 3i-backed Hilite International on the sale of its heavy duty emissions control business to Cummins Inc.

  • Insight Venture Partners as selling shareholder in Google’s acquisition of Berlin-based daily bargains website DailyDeal GmbH

  • WEBER-HYDRAULIK on the acquisition of U.S.-based Hyco International Inc. from U.S. financial investor Centre Partners Management LLC.

  • 3i on the acquisition of a majority stake in Hilite International Inc.

  • Cognetas LLP on sale of German marketing services network Commarco GmbH (parent company of Scholz & Friends) to global advertising group WPP PLC

  • Roth & Rau on the €350M voluntary public takeover offer from Meyer Burger Technology AG and negotiations related to the business combination

  • SLV Group’s management team in the sale of SLV to Cinven

  • RHM Group’s founder in the sale of RHM’s clinics and nursing homes to Waterland Private Equity

  • Beumer Maschinenfabrik on its acquisition of Crisplant Group

  • e.n.o. energy group on its acquisition and subsequent sale of a windpark portfolio, the sale of its Plauerhagen, Germany wind farm to MVV Energie AG, and on the sale of a wind farm in Rhineland-Palatinate, Germany and a wind farm near Le Havre, France, to Dutch private equity fund DIF Renewable Energy.

  • Sintex Industries on its acquisition of a 90-percent stake in automotive component supplier Geiger Technik (€35.6 million)

  • The State of North Rhine-Westphalia on the sale of its residential and development portfolio company Landeentwicklungsgesellschaft (LEG) to Goldman Sachs/Whitehall (€3.5 billion)

  • Intrinergy on its acquisition of CompacTec

  • Medal Holding GmbH on its acquisition of Peterstaler Mineralquelle (€11.3 million)

  • General Logistics System B.V. on its acquisition of ABX Belgium

  • Sparda Bank on its sale of NetBank AG

  • Deutsche Post AG on its insourcing of Quelle Neckermann’s cargo and heavy consumer goods logistics*

  • Deutsche Post AG on its insourcing of Karstadt’s department store logistics*

  • SES ASTRA on its acquisition of Premiere’s up-link service subsidiary*

  • Swiss Re on its acquisition of the credit insurer Gerling NCM (€600 million)

  • Telecom Italia on its acquisition of HanseNet (€250 million)

  • Konemann Verlagsgesellschaft on its sale to Langenscheidt KG

  • Lycos Europe NV on its acquisition of MultiMania (€153 million)

  • ERGO on its acquisition of Bayerischen Vita S.p.A. (€644 million)

Capital Markets

  • Munich Re on its placement of 13 million shares in Admiral Group plc

  • YOC AG on its move from the Entry Standard to the Prime Standard

  • Warburg Pincus on its placement of 12,143 million shares in Petrotec AG

  • Teva Pharmaceutical on its acquisition of Barr Pharmaceuticals ($8.9 billion, including $1.5 billion of Barr debt)

  • Sartorius AG on the cross-border acquisition of and business combination with Stedim SA (€730 million)

Corporate Reorganization

  • The State of North Rhine-Westphalia in its formation of a public service development company

  • Restructuring of Lomo Lorenz Mohr GmbH