News-Kategorie: Deals

Hamburg — Law firm Heuking Kühn Lüer Wojtek, advi­sed Satel­lite Solu­ti­ons World­wide Group plc — now called BigBlu Broad­band PLC — on the acqui­si­tion of Sat Inter­net Services GmbH (inclu­ding its Portu­guese subsi­diary and Italian Open­Sky S.r.l.). Share­hol­der appr­oval was requi­red for the acqui­si­tion. The tran­sac­tion will be finan­ced mainly through a GBP 12 million share place­ment on the London Stock Exch­ange and through HSBC debt secu­red in Germany.

Broad­band provi­der BigBlu Broad­band PLC has regio­nal busi­ness units in the United King­dom, France, Germany, Poland, Italy, Spain, Ireland, Norway and Austra­lia and custo­mers in 30 count­ries. The company was foun­ded in 2008 as Satel­lite Solu­ti­ons Worldwide.

Sat Inter­net Services GmbH, based in Neustadt am Rüben­berge, is a provi­der of satel­lite Inter­net. Italy’s Open­Sky S.r.l. offers satel­lite broad­band connec­tions to busi­nesses, govern­ment agen­cies as well as end users.

Advi­sors to BigBlu Broad­band PLC: Heuking Kühn Lüer Wojtek
Dr. Stefan Duhn­krack, Photo (Lead, M&A), Dr. Katha­rina Pras­uhn (Corporate/M&A), Fabian G. Gaffron (Tax), Dr. Kai Erhardt (Finan­cing), Tim Peter­mann (Commer­cial, Due Dili­gence), Dr. Søren Pietz­cker, LL.M. (IP, Due Dili­gence), Dr. Thomas Schulz, LL.M. (labor law, due dili­gence), all Hamburg.

In addi­tion to the team led by Duhn­krack, which advi­sed on German law, the part­ner firm from the WSG network Shep­herd + Wedderb­urn in Glas­gow led the way, supported by the law firm PLMJ in Lisbon.

Malaga/ Hamburg — With the support of HEUKING KÜHN LÜER WOJTEK, AERTEC Solu­ti­ons S.L. has comple­tely taken over the avia­tion supplier and service provi­der Quali­tyP­ark Avia­tion­Cen­ter GmbH. AERTEC, a global provi­der of aero­space engi­nee­ring services head­quar­te­red in Malaga, Spain, is thus conti­nuing its inter­na­tio­nal expan­sion course and streng­thening its compe­ti­tive posi­tion in the Euro­pean aero­space services market.

Quali­tyP­ark works closely with custo­mers such as Airbus, Premium Aero­tec, FERCHAU Engi­nee­ring or LATESYS and parti­ci­pa­tes in the A400M, A320, A330-200, A350XWB or A380 aero­space programs.

The Hamburg-based Heuking team led by Lothar Ende has been invol­ved in avia­tion projects many times in the past and is accor­din­gly well networked in this field.

Advi­sor to AERTEC Solu­ti­ons S.L.: Heuking Kühn Lüer Wojtek
Dr. Lothar Ende, Photo (Lead/M&A)
Dr. Johan-Michel Menke, LL.M. (labor law)
Fabian G. Gaffron (Tax)
Dr. Sebas­tian Junge­meyer (Aero­space Commercial)
Char­lotte Massen­berg (IP/Data Protec­tion), all Hamburg

Munich — P+P Pöllath + Part­ners advi­sed the share­hol­ders on the sale of Cotesa GmbH to the Chinese inves­tors Chang­zhou QFAT Compo­site Mate­rial. The Saxon aircraft supplier Cotesa is a manu­fac­tu­rer of high-quality fiber compo­site compon­ents for the avia­tion and auto­mo­tive industries.

The sale of Cotesa to Chang­zhou QFAT Compo­site Mate­rial is the first tran­sac­tion to be reviewed in depth under the tigh­tened foreign trade invest­ment control regime intro­du­ced in July 2017. — After a six-month review, the German Fede­ral Minis­try for Econo­mic Affairs and Energy confirmed in April that the tran­sac­tion does not raise any public policy or secu­rity concerns.

Advi­sors to Cotesa GmbH: P+P provi­ded compre­hen­sive legal advice to all share­hol­ders of Cotesa GmbH in the context of the tran­sac­tion with the follo­wing team:
- Dr. Frank Thiä­ner, Photo (Part­ner, Lead Part­ner, M&A, Munich)
— Daniel Wied­mann, LL.M. (NYU) (Coun­sel, Foreign Trade Law, Frankfurt)
— Dr. Jens Linde (Asso­cia­ted Part­ner, Finance, Frankfurt)
— Tim Jung­in­ger (Senior Asso­ciate, M&A, Munich)

P+P had alre­ady advi­sed the main share­hol­der HPE Growth Capi­tal on its invest­ment in Cotesa GmbH in 2013.

Hamburg - Sopra Steria SE in Hamburg acqui­res all shares in it-econo­mics GmbH, Munich. The acqui­si­tion is subject to the usual closing condi­ti­ons and in parti­cu­lar still requi­res the appr­oval of the German Fede­ral Cartel Office. Both parties have agreed not to disc­lose details of the transaction.

Sopra Steria is a leading Euro­pean provi­der for digi­tal trans­for­ma­tion. With 42,000 employees in over 20 count­ries, Sopra Steria gene­ra­ted reve­nues of €3.8 billion in 2017. The Group parent company Sopra Steria Group S.A. is listed on Euron­ext Paris.

it-econo­mics specia­li­zes in digi­tal trans­for­ma­tion, agile deve­lo­p­ment and coaching, cloud services, and the manage­ment of complex large-scale IT projects. The company was foun­ded in 2003 and achie­ved an esti­ma­ted turno­ver of 20 million euros in 2017.

Advi­sor to Sopra Steria: Gleiss Lutz
Dr. Corne­lius Götze (Part­ner, Lead), Dr. Chris­tina Aye (Coun­sel), Maxi­mi­lian Hirsch (all Corporate/M&A), Dr. Birgit Colbus (Coun­sel), Sergej Bräuer (both Anti­trust), Konrad Discher (Real Estate, all Frank­furt), Dr. Bene­dikt Burger (IP/IT, Düsseldorf).

A Gleiss Lutz team led by part­ner Dr. Corne­lius Götze had previously advi­sed Sopra Steria SE on the recently comple­ted acqui­si­tion of Blue­ca­rat AG, Colo­gne. Toge­ther with Dr. Thomas Winzer (Part­ner) and Dr. Tobias Abend (both Labor Law, both Frank­furt), he also advi­sed the company on its change of legal form to a Socie­tas Euro­paea (SE), which was comple­ted in spring 2018.

All of the above projects were mana­ged in-house by Dr. Ingo Marfor­ding, Head of Legal, Compli­ance & Corpo­rate at Sopra Steria SE.

Frank­furt am Main — Allen & Overy LLP has advi­sed Hamm Reno Group (HR Group), one of the largest distri­bu­tors in the tradi­tio­nal shoe retail and systems busi­ness in Germany and Europe, on the acqui­si­tion of a majo­rity stake in the eCom­merce company surf4shoes GmbH. The tran­sac­tion has alre­ady been successfully comple­ted; the parties have agreed not to disc­lose the tran­sac­tion value.

The HR Group expects the coope­ra­tion with surf4shoes to gene­rate further signi­fi­cant growth in the online segment as well as synergy effects that will bene­fit both compa­nies in the rapidly growing eCom­merce market. In addi­tion to the inter­nal resour­ces of the HR Group, which surf4shoes will be able to draw on in the future, there are syner­gies in the areas of logi­stics, IT and purchasing.

surf4shoes GmbH, based in Bitz, Baden-Würt­tem­berg, is a dyna­mi­cally growing company that has specia­li­zed in the online retail of brand-name shoes in the mid-price segment since its foun­ding in 2006. In the past fiscal year, the company gene­ra­ted sales of around 30 million euros in this segment.

The HR Group, with its 130 years of expe­ri­ence in shoe retail­ing, employs around 4,000 people and opera­tes in 20 count­ries. The Group opera­tes around 400 retail outlets world­wide and will be opera­ting over 2,000 outlets in its system busi­ness by the end of the finan­cial year. Sales gene­ra­ted at retail prices total more than 500 million euros. Follo­wing the sale of the company in 2016, the share­hol­ders of HR Group include the finan­cial inves­tor and majo­rity share­hol­der capi­ton AG, the Turkish stra­te­gic share­hol­der Flo (prior to the change of name Ziylan) with a mino­rity stake, the CEO Peter M. Wolf and the manage­ment team.

Advi­sor to Hamm Reno Group: Allen & Overy
The Allen & Overy team consis­ted of part­ners Dr. Markus Käpplin­ger, photo (Corporate/Private Equity, Frank­furt), Dr. Walter Uebel­hoer (Banking and Finance, Munich), Jürgen Schind­ler (Anti­trust, Brussels), Dr. Heike Weber (Tax, Frank­furt), Dr. Jens Matthes (IP, Düssel­dorf), Coun­sel Niko­lai Soko­lov (Corporate/Private Equity, Frank­furt), Senior Asso­cia­tes Boris Blunck and Dr. Sebas­tian Schulz (both Labor Law, Frank­furt), Miray Kavruk (IP, Düssel­dorf) as well as asso­cia­tes Dr. Jörg Weber (Banking and Finance Law, Munich), Milosz Cywin­ski and Benja­min Geisel (both Anti­trust Law, Brussels), Dr. Lisa Müller (Labor Law, Frank­furt) and Dr. Thomas Dieker (Tax Law, Frankfurt).

Allen & Overy is an inter­na­tio­nal law firm with appro­xi­m­ately 5,400 employees, inclu­ding appro­xi­m­ately 550 part­ners, in 44 offices worldwide.

 

 

Berlin/ Zurich - Gleiss Lutz has advi­sed Inte­ger, the leading US medi­cal device manu­fac­tu­rer world­wide, on the sale of itsAdvan­ced Surgi­cal & Ortho­pe­dics busi­ness to MedPlast Group, a leading service provi­der to the medi­cal device indus­try. The purchase price is $600 million. The tran­sac­tion is subject to custo­mary regu­la­tory appr­ovals, inclu­ding anti­trust clearan­ces, and is expec­ted to close in the third quar­ter of 2018.

New York Stock Exch­ange-listed Inte­ger Holdings Corpo­ra­tion (NYSE: ITGR) is one of the world’s largest manu­fac­tu­r­ers of medi­cal devices for cardio­logy, neuro­mo­du­la­tion, ortho­pe­dics, vascu­lar surgery and surgery, as well as mobile medi­cal equip­ment. The company offers OEMs inno­va­tive, high-quality tech­no­lo­gies and manu­fac­tu­ring proces­ses. Inte­ger also deve­lops batte­ries for high-end niche appli­ca­ti­ons for utili­ties, mili­tary and envi­ron­men­tal appli­ca­ti­ons. The company’s brands also include Great­batch Medi­cal, Lake Region Medi­cal and Electrochem.

With the sale of the busi­ness, Inte­ger expects to improve the company’s numbers with a profit of $1.2 billion with higher margins, higher net profits, higher returns on inves­ted capi­tal and signi­fi­cantly lower debt.

MedPlast Inc. based in Tempe, Arizona, provi­des product design and deve­lo­p­ment, program and supply chain manage­ment for the deli­very of finis­hed medi­cal devices and compon­ents. The company is also invol­ved in the deve­lo­p­ment and supply of implan­ta­ble and biocom­pa­ti­ble plastics.

Advi­sor Inte­ger: Gleiss Lutz
Lead Dr. Martin Viciano Gofferje (Part­ner, Corporate/M&A, Berlin) advi­sed Inte­ger on all aspects of German law in the tran­sac­tion: Dr. Micha Pfarr, Svenja Bender (both Corporate/M&A, both Berlin), Dr. Stefan Linge­mann (Part­ner), Dr. Rut Stein­hau­ser, Dr. Kathe­rina Wind (all Berlin, all Labor Law), Anto­nia Harbusch (Düssel­dorf), Sergej Bräuer (Frank­furt, both Anti­trust), Dr. Johann Wagner (Part­ner), Dr. Hendrik Marchal (Coun­sel, both Tax, both Hamburg) and Dr. Jacob von Andreae (Part­ner, Regu­la­tory, Düsseldorf).

Back in 2015, Gleiss Lutz acted for Inte­ger (then known as Great­batch) on all aspects of German law in its acqui­si­tion of compe­ti­tor Lake Region Medi­cal from private equity inves­tors KKR and Bain Capi­tal for appro­xi­m­ately $1.7 billion.

Dettin­gen an der Erms/Stuttgart — The Uniplast Knauer Group, a leading manu­fac­tu­rer of thin-walled plas­tic pack­a­ging for the food indus­try, had been under­go­ing a restruc­tu­ring process since 2013. Toge­ther with the trus­tee Dr. Thilo Schultze from the law firm Grub Brug­ger, the manage­ment team in the company, with the mana­ging direc­tors Chris­toph Ries (CEO) and Andreas Doster (COO) at the helm, has succee­ded in stabi­li­zing the core busi­ness over the past three years.

With around 3 billion plas­tic packa­ges produ­ced per year, the Uniplast Knauer Group is the leading manu­fac­tu­rer of plas­tic pack­a­ging in the German dairy indus­try. The group achie­ved sales of around 70 million euros in 2017. The group employs 400 people at its produc­tion sites in Dettin­gen, south of Stutt­gart, and Bad Laas­phe in North Rhine-Westphalia.

Effec­tive May 02, 2018, the Uniplast Knauer Group was acqui­red by the listed indus­trial holding Blue Cap AG. In the inter­na­tio­nal bidding process initia­ted by Concen­tro, Blue Cap AG was able to prevail over the other inte­res­ted parties not only with an attrac­tive offer for all parties invol­ved, but above all with an attrac­tive perspec­tive for the group of companies.

With the help of Blue Cap AG, the company has now succee­ded in restruc­tu­ring and refi­nan­cing its balance sheet in advance of the inten­ded further opera­tio­nal deve­lo­p­ment of the group of compa­nies. With around 3 billion plas­tic cups produ­ced annu­ally, Uniplast Knauer is the market leader in the southern German dairy indus­try. Throug­hout its history, the company foun­ded by Karl­heinz Knauer in 1968 has often been a pioneer for new and inno­va­tive cup shapes and has always been a tech­no­lo­gi­cal leader, espe­ci­ally in thin-walled in-mold labe­l­ing injec­tion molding products, but also in the field of ther­mo­forming. Thanks to its strong market posi­tion and its good and broad tech­ni­cal base compared with its compe­ti­tors, the company has succee­ded in main­tai­ning its leading role even during the restruc­tu­ring phase.

With Blue Cap AG, which is alre­ady invol­ved in the pack­a­ging indus­try, as a share­hol­der, “Knauer-Uniplast will conti­nue to exist as a well-known, relia­ble pack­a­ging specia­list and inde­pen­dent company ‚” says Dr. Hanns­pe­ter Schu­bert, CEO of Blue Cap AG. Accor­ding to his plans, on the one hand the exis­ting market posi­tion in the dairy market is to be secu­red by new invest­ments, and on the other hand, based on “Knauer-Uniplast’s tech­no­logy and deve­lo­p­ment compe­tence, pack­a­ging solu­ti­ons outside the tradi­tio­nal food indus­try are also to be deve­lo­ped”. Inten­sive talks were held with a wide range of poten­tial inves­tors as part of the inter­na­tio­nal bidding process. “In addi­tion to the balance sheet restruc­tu­ring, the main focus of the process from the management’s point of view was to find a relia­ble part­ner for the company with whom the diverse growth poten­ti­als can be lever­a­ged in the best possi­ble way and thus the strong market posi­tion can be secu­red in the long term. “With Blue Cap, we are convin­ced that we have found the right part­ner to realize the exis­ting poten­tial,” says Andreas Doster, who as Mana­ging Direc­tor has stee­red the group of compa­nies through the most diffi­cult phase of its history and will now conti­nue to manage it toge­ther with Blue Cap.

In the prepa­ra­tion and execu­tion of the tran­sac­tion, the law firm Menold Bezler provi­ded compre­hen­sive legal advice to the Knauer Group, in parti­cu­lar with regard to the adjus­t­ment of the complex finan­cing structure.

Advi­sor to seller | trus­tee Dr. Thilo Schultze: Kanz­lei Grub Brug­ger (www.grub-brugger.de)
Attor­ney-at-law Dr. Thilo Schultze (Treu­hander) (leading), Attor­ney-at-law Maxi­mi­lian Rötscher (Treu­hand, M&A). — Dr. Thilo Schultze is a lawyer and part­ner in the Stutt­gart office of the law firm Grub Brug­ger & Part­ner. He is, among other things, co-author of the banking commen­tary on insol­vency law, editor of a profes­sio­nal jour­nal and lectu­rer at the German Lawy­ers’ Academy. He has been accom­pany­ing compa­nies and their boards in special situa­tions for 15 years. As a trus­tee, he also assu­mes opera­tio­nal respon­si­bi­lity for restruc­tu­rings and M&A transactions.

CRO / Manage­ment | Mana­ging Director/CEO/CRO: Chris­toph Riess / Stra­tegy Pilots (www.strategy-pilots.de) Riess Stra­tegy Pilots advi­ses compa­nies from a wide range of indus­tries and supports them in parti­cu­lar in the context of stra­te­gic realignments. Chris­toph Riess has exten­sive, inter- natio­nal manage­ment expe­ri­ence. At the begin­ning of the crisis situa­tion, he accom­pa­nied the Uniplast Knauer Group as a gene­ral repre­sen­ta­tive before taking over the role of CEO in a board posi­tion in 2015. Since then, he has been mana­ging the company’s busi­ness toge­ther with Andreas Doster, and in this role has played a key role in driving forward the opera­tio­nal restruc­tu­ring of the group of companies.

Advi­sor to the sellers | Legal support: Law firm Menold Bezler (Stutt­gart, www.menoldbezler.de)
Dr. Chris­toph Wink­ler (Corpo­rate Law, M&A), Jost Ruders­dorf (Corpo­rate Law, M&A) (leading), Frie­de­rike Frosch (Corpo­rate Law, M&A), Stef­fen Foll­ner (Banking Law, Financing)

About Menold Bezler
Menold Bezler is one of the leading medium-sized commer­cial law firms in Germany. More than 90 profes­sio­nals in Stutt­gart advise private compa­nies and the public sector on all aspects of commer­cial law: from labor, corpo­rate, compe­ti­tion and anti­trust law to energy and real estate law, envi­ron­men­tal and cons­truc­tion plan­ning law or public procu­re­ment law. The firm assists clients in restruc­tu­ring, corpo­rate acqui­si­ti­ons, finan­cing and capi­tal market tran­sac­tions as well as restruc­tu­ring and reor­ga­niza­tion or succes­sion planning.

Tax support: RWT Reut­lin­ger Wirt­schafts­treu­hand GmbH (www.rwt-gruppe.de)
Raphael Zeisset, Georg Kess­ler as audi­tors and tax consultants

About RWT
Reut­lin­ger Wirt­schafts­treu­hand (RWT) is an audi­ting and consul­ting company with inter­na­tio­nal connec­tions, ancho­red in its Swabian home­land. RWT covers a broad range of consul­ting services with a focus on family businesses.

Tran­sac­tion Control/M&A: Concen­tro Manage­ment AG (www.concentro.de/)
Dr. Alex­an­der Sasse (Part­ner), Sebas­tian Mink (Prin­ci­pal), Johan­nes Dürr (Senior Consul­tant), Julian Napo­li­tano (Consul­tant), Bene­dikt Hofstet­ter (Consul­tant)

About Concen­tro Management
Concen­tro Manage­ment AG is a medium-sized consul­ting company with a focus on M&A consul­ting, mainly in tran­si­tion situa­tions, restruc­tu­ring consul­ting and corpo­rate manage­ment. With 35 employees at four loca­ti­ons in Germany, Concen­tro works in an imple­men­ta­tion and success-orien­ted manner. The aim is to gene­rate added value for the custo­mer through an indi­vi­dual consul­ting service.

Leip­zig — The owners of FIO SYSTEMS AG sell to Hypo­port AG. As part of the tran­sac­tion, some of the exis­ting share­hol­ders of FIO SYSTEMS AG will acquire shares in Hypo­port AG as part of a capi­tal increase through contri­bu­ti­ons in kind using autho­ri­zed capi­tal at Hypo­port AG. Heuking Kühn Lüer Wojtek provi­ded compre­hen­sive advice to the share­hol­ders of Leip­zig-based FIO Systems AG in connec­tion with the sale and partial contri­bu­tion of all their shares in or to Hypo­port AG.

The company of the share­hol­ders advi­sed by Heuking Kühn Lüer Wojtek, FIO SYSTEMS AG, is one of the leading specia­list provi­ders of web-based soft­ware solu­ti­ons for the finance, housing and real estate industries.

The acqui­ring Hypo­port AG is a tech­no­logy-based finan­cial service provi­der listed on the Regu­la­ted Market of the Frank­furt Stock Exch­ange (Prime Stan­dard) and head­quar­te­red in Berlin. Toge­ther with its subsi­dia­ries, it is active in the fields of consul­ting, manage­ment and infor­ma­tion systems deve­lo­p­ment, parti­cu­larly in the area of real estate finance and the inter­me­dia­tion of loans, insu­rance and invest­ment products between clients and finan­cial service provi­ders in the Euro­pean Econo­mic Area, as well as the opera­tion and deve­lo­p­ment of infor­ma­tion systems for the distri­bu­tion of finan­cial services.

In the tran­sac­tion, the share­hol­ders of FIO SYSTEMS AG were advi­sed by Dr. Rainer Hersch­lein and his team of lawy­ers. The advice included in parti­cu­lar the legal and tax support of the tran­sac­tion and the indi­vi­dual share­hol­ders as well as the proces­sing and nego­tia­tion of all contracts in the context of the tran­sac­tion, in parti­cu­lar the purchase and contri­bu­tion-in-kind agreement.

Advi­sor to the share­hol­ders of FIO SYSTEMS AG: Heuking Kühn Lüer Wojtek
Dr. Rainer Hersch­lein, Photo (Lead Part­ner, Corpo­rate / Stuttgart)
Fabian F. Gaffron (Tax Law / Hamburg)
Dr. Thors­ten Kuthe (Capi­tal Markets / Cologne)
Chris­to­pher Görtz (Capi­tal Markets / Cologne)
Bene­dikt Raisch (Corpo­rate, M&A / Stuttgart)
Antje Münch (IP/IT / Stuttgart)
Dr. Anto­nia Stein (Labor Law / Stuttgart)
Corne­lia Schwiz­ler (Corpo­rate, M&A / Stuttgart)

New York/ Munich — Morpho­sys, based in Munich, succee­ded in achie­ving the largest IPO of a German biotech company on the Nasdaq in the USA to date and one of the largest share place­ments ever in the German biotech sector. The company’s shares were previously only listed in Germany.

With the fresh capi­tal, Morpho­sys is prepa­ring for the further expan­sion of its clini­cal rese­arch and the possi­ble market launch of its first own product candi­date in 2020.

The stock market proceeds will bring the company’s capi­tal reser­ves to around 450 million euros, a lot of money for the ambi­tious projects.

The expen­sive drug rese­arch and deve­lo­p­ment, which curr­ently still leads to losses on the balance sheet, was the driving force behind the US IPO. For 2018, the company is projec­ting around 100 million euros in rese­arch costs and 110 to 120 million euros in opera­ting losses. But such numbers are not unknown to U.S. inves­tors, nor are they a deal-brea­ker if the tech­no­logy and over­all stra­tegy are judged to be of value.

Morpho­sys’ stra­te­gic goal is to become a “fully inte­gra­ted commer­cial biophar­maceu­ti­cal” company with drugs deve­lo­ped in-house. In this respect, the Munich-based company is in global compe­ti­tion, espe­ci­ally with strong U.S. companies.

Morpho­sys’ current hope is an anti­body compound called MOR208, which the company is test­ing in the final phase III trial against certain forms of blood cancer, so-called B‑cell lympho­mas. It could — if the promi­sing data so far are further confirmed — enter the first appr­oval proce­du­res next year and be laun­ched on the market in 2020. The U.S. Food and Drug Admi­nis­tra­tion has gran­ted this drug candi­date “breakth­rough therapy” status, which comes with expe­di­ted consul­ta­tion and review proce­du­res, among other bene­fits. A further four proprie­tary MOR product candi­da­tes are in earlier stages of clini­cal development.

In addi­tion, clini­cal trials with more than two dozen compounds based on Morpho­sys’ tech­no­logy are curr­ently under­way with part­ners from the phar­maceu­ti­cal indus­try. In the event of appr­oval, the Munich-based company is entit­led to royal­ties on these active ingre­di­ents. A first product from these part­ner programs, the psoria­sis drug Trem­fya deve­lo­ped by John­son & John­son, has been appro­ved since 2017 — and is alre­ady gene­ra­ting initial reve­nues for the Munich-based company. Nume­rous other projects based on Morpho­sys’ subs­tance libra­ries are in the earlier, precli­ni­cal phase of rese­arch: a total of around 100 anti­body projects.

Thanks to this two-pron­ged stra­tegy with the deve­lo­p­ment of proprie­tary compounds and tech­no­logy part­ner­ships, Morpho­sys now has a rela­tively broad base and is in prin­ci­ple not depen­dent on indi­vi­dual projects, and can focus on its own developments.

The U.S. Nasdaq, at any rate, is deligh­ted with the weighty new addi­tion, and its Presi­dent Nelson Griggs attests to the company from Plan­egg near Munich: “Morpho­Sys’ rich expe­ri­ence in anti­body disco­very and deve­lo­p­ment, coupled with its proprie­tary tech­no­lo­gies, makes it a leading company in the biophar­maceu­ti­cal indus­try. We are plea­sed to welcome Morpho­Sys to the Nasdaq Stock Exch­ange and support the company’s contin­ued success in impro­ving the lives of pati­ents with serious diseases.”

MorphoSys’s common shares are listed on the Frank­furt Stock Exch­ange under the symbol “MOR”. The ADSs are listed on the Nasdaq Global Market under the symbol “MOR.”

Gold­man Sachs & Co. LLC, J.P. Morgan Secu­ri­ties LLC and Leer­ink Part­ners LLC acted as lead book-running mana­gers for the offe­ring; Beren­berg Capi­tal Markets, LLC and JMP Secu­ri­ties LLC acted as co-mana­gers for the ADS offering.

Photo: Nasdaq Inc.

Acqui­si­tion of ZKW by LG: Gleiss Lutz advi­ses on another billion-euro tran­sac­tion in the auto­mo­tive sector

Wieselburg/ South Korea — Gleiss Lutz has advi­sed the share­hol­der of Austrian auto­mo­tive supplier ZKW on the sale of the group to South Korean LG Corpo­ra­tion and its subsi­diary LG Elec­tro­nics. The purchase price is 1.1 billion euros. For LG, it is the largest acqui­si­tion in the company’s history to date. The tran­sac­tion is still subject to appr­oval by the rele­vant anti­trust authorities.

ZKW, head­quar­te­red in Wiesel­burg, Austria, is one of the world’s leading light­ing and elec­tro­nic systems specia­lists in the auto­mo­tive sector and, as such, one of the most important suppli­ers to premium-segment auto­ma­kers such as Audi, BMW, Porsche and Daim­ler. The company employs more than 9,000 people world­wide at sites in Austria, Slova­kia, the Czech Repu­blic, China, India, Mexico and the USA. In 2017, ZKW increased its conso­li­da­ted group sales by almost 30 percent year-on-year to over 1.2 billion euros.

LG Corpo­ra­tion is a South Korean conglo­me­rate opera­ting in the elec­tro­nics, chemi­cals, and services and tele­com­mu­ni­ca­ti­ons indus­tries. In Germany, the subsi­diary LG Elec­tro­nics is parti­cu­larly well known: it is a global leader in consu­mer elec­tro­nics, mobile commu­ni­ca­ti­ons and house­hold appli­ances. With 125 offices around the world and 77,000 employees, LG achie­ved conso­li­da­ted sales of $47.9 billion in fiscal 2016.

Consul­tant: Gleis Lutz
The Gleiss Lutz team led by Dr. Jochen Tyrolt and Dr. Chris­tian Cascante, photo (both Stutt­gart, Part­ner, Corporate/M&A) consis­ted of the follo­wing lawy­ers: Johan­nes Schrägle (Coun­sel), Dr. Maike Sauter, Dr. Markus Martin, Dr. Jan Sten­ger, Sava Kasa­liy­ski (all Stutt­gart), Dr. Michael Ilter (Frank­furt), Dr. Stephan Dangel­mayer, Dr. Olaf Hohle­fel­der (both Munich, all Corporate/M&A), Dr. Chris­tian Arnold (Part­ner, Stutt­gart), Dr. Thomas Winzer (Part­ner), Dr. Tobias Abend (Frank­furt, all Labor Law), Dr. Achim Danne­cker (Part­ner), Dr. Michael Rudolf, Dr. Hanna Datzer, Dr. Konrad Grün­wald (all Tax Law, Stutt­gart), Dr. Moritz Holm-Hadulla (Part­ner), Dr. Domi­nik Braun, Andreas Schüs­sel, Vanessa Gehle (all Anti­trust Law, Stutt­gart), Dr. Herwig Lux (Coun­sel), Chris­to­pher Noll (both Stutt­gart, both IP/IT), Dr. Helge Kortz (Part­ner, Frank­furt, Banking and Finance), Dr. Florian Wagner (Frank­furt, Dispute Reso­lu­tion) and Dr. Chris­tiane Frey­tag (Coun­sel, Public Law, Stuttgart).

Advi­sing compa­nies in the auto­mo­tive and auto­mo­tive supply indus­try in all areas of commer­cial law is a core compe­tence of Gleiss Lutz. Last year, the firm advi­sed Bosch and Mahle on the sale of their joint venture BMTS (Bosch Mahle Turbo Systems) to Foun­ta­in­Vest. Gleiss Lutz also advi­sed on, among other things, the billion-euro merger of ZF Fried­richs­ha­fen and TRW and the billion-euro take­over of GETRAG by Magna.

Hamburg — The Pari­bus Group sold all shares in northrail tech­ni­cal service GmbH & Co. KG to a company of the Rail­pool Group as of April 1, 2018. At the same time, a long-term lease agree­ment was concluded for the target company’s opera­ting property. Heuking Kühn Lüer Wojtek provi­ded compre­hen­sive legal advice to the seller compa­nies from the Pari­bus Group on the conclu­sion of the purchase agree­ment and the lease agree­ment. The lead part­ner here was Dr. Chris­toph Froning.

northrail tech­ni­cal service GmbH & Co. KG has been opera­ting successfully on the market as a work­shop service provi­der on loco­mo­ti­ves since 2009. It offers preven­tive and correc­tive main­ten­ance and support for loco­mo­tive accep­tance and main­ten­ance plan­ning with a wide range of rail vehic­les. Also part of the busi­ness acti­vity is the brokerage of rail vehic­les and vehicle spare parts.

About northrail
northrail GmbH (northrail) is a leading German asset mana­ger and lessor of rail vehic­les. The company was foun­ded in 2008 and is majo­rity-owned by the Pari­bus Group. The spec­trum of northrail’s tasks ranges from advi­sing on the purchase of vehic­les to leasing, ongo­ing support for tenants, coor­di­na­tion of main­ten­ance and repair, and the sale of vehic­les. northrail curr­ently mana­ges a pool of over 125 loco­mo­ti­ves as well as 93 passen­ger aircraft.

Advi­sors to northrail GmbH: Heuking Kühn Lüer Wojtek
Dr. Chris­toph Froning (Corpo­rate Law/M&A), Hamburg

About PARIBUS
The Pari­bus Group is an owner-mana­ged issuing house and asset mana­ger active in project plan­ning, invest­ment, manage­ment and trus­tee­ship in the asset clas­ses of real estate and railroads.

Our guiding prin­ci­ple is to invest prudently and with fore­sight, to manage with commit­ment and, if neces­sary, to optimize.
— for steady earnings in the long term. The total invest­ment volume initia­ted to date or for which the company is respon­si­ble within the frame­work of asset manage­ment curr­ently amounts to more than two billion euros.

The Pari­bus Group in Hamburg includes the compa­nies Pari­bus Holding, Pari­bus Capi­tal Immo­bi­lien, Pari­bus Immo­bi­lien Asset-Manage­ment, Pari­bus Kapi­tal­ver­wal­tungs­ge­sell­schaft, Pari­bus Treu­hand Dienst­leis­tung, Pari­bus Trust and Pari­bus Vertrieb. Through its exper­tise and inter­na­tio­nal network, the Pari­bus Group connects markets and crea­tes sustainable value investments.

Frank­furt — Sprin­ger Nature will in all likeli­hood be the next major IPO in Frank­furt. Sprin­ger Nature gene­ra­ted sales of 1.6 billion euros in 2017 and is owned by the Holtz­brinck publi­shing group, which holds 53 percent of the shares, and the finan­cial inves­tor BC Part­ners. The private equity house had acqui­red the prede­ces­sor company named Sprin­ger Science in 2013 for 3.3 billion euros from the then owner EQT. The PE inves­tor had acqui­red the prede­ces­sor company Sprin­ger Science in summer 2013 for €3.3 billion. Even then, the then owner EQT — also a private equity inves­tor — had also conside­red an IPO in paral­lel with the M&A transaction.

The Berlin-based publi­shing house, which has a large site in Heidel­berg, announ­ced that it plans to list on the Regu­la­ted Market (Prime Stan­dard) of the Frank­furt Stock Exch­ange. Sprin­ger did not provide any infor­ma­tion on the timing of the IPO on Friday.

While Holtz­brinck does not want to divest itself of shares in the course of the IPO, BC Part­ners could reduce its stake in Sprin­ger Nature, accor­ding to a press release from the company. This would depend on the market envi­ron­ment. BC Part­ners has injec­ted 494 million euros of equity into Sprin­ger Science.

Sprin­ger Nature wants to reduce debts
Sprin­ger Nature says it intends to use the IPO proceeds to become more finan­ci­ally flexi­ble and to open up the option of finan­cing via the equity market. In addi­tion, the publisher aims to reduce the net debt ratio to 3.5 times the earnings before inte­rest, taxes, depre­cia­tion and amor­tiza­tion (Ebitda) from 2017 adjus­ted for high recur­ring and conti­nuing investments.

Accor­ding to company infor­ma­tion, net finan­cial debt most recently amoun­ted to 3 billion euros, and adjus­ted Ebitda was 551 million euros in 2017. The IPO would reduce the debt burden to 2 billion euros, a spokes­wo­man told FINANCE.

Frank­furt am Main — Allen & Overy LLP has advi­sed German pasta produ­cer Alb-Gold Teig­wa­ren GmbH (“Alb-Gold”) on its acqui­si­tion of US pasta manu­fac­tu­rer al dente® pasta company (“Al Dente”). Both compa­nies had alre­ady been on friendly terms for seve­ral years. A smooth tran­si­tion of opera­ti­ons is expec­ted to take place over the next year and a half. Through the take­over, Alb-Gold expects to be able to exploit nume­rous syner­gies in the future, inclu­ding in the area of distri­bu­tion in North America. The parties have agreed not to disc­lose the purchase price.

Al Dente is a family-owned company foun­ded in 1981 in the U.S. state of Michi­gan that sells its products prima­rily in the U.S. and Canada in super­mar­ket chains, inde­pen­dent chain stores, natu­ral food retail­ers, specialty and specialty food stores, and online.

Foun­ded in 1968, the family-owned company Alb-Gold Teig­wa­ren GmbH, based in Troch­tel­fin­gen in the Swabian Alb, gene­ra­ted sales of around 35 million euros last year with a produc­tion of almost 10,000 tons and around 430 employees.

Alb-Gold Teig­wa­ren GmbH: Allen & Overy LLP
The Allen & Overy team consis­ted of part­ners Dr. Markus Käpplin­ger (Lead, Corporate/Private Equity, Frank­furt), Kenneth Rivlin (Envi­ron­ment & Regu­la­tory, New York) and Dr. Jens Matthes (IP, Düssel­dorf), Senior Coun­sel Brian Jebb, Asso­ciate Natha­lie Montano Young (both Corpo­rate, New York) and Tran­sac­tion Support Offi­cer Nadine Gommel (Corpo­rate, Frankfurt).

Frank­furt / New York- Lincoln Inter­na­tio­nal, one of the leading inter­na­tio­nal M&A advi­sory firms for mid-sized tran­sac­tions, is plea­sed to announce that the Belgian specialty chemi­cals group Solvay SA (“Solvay”) has successfully sold its phos­pho­rus chemi­cals busi­ness, inclu­ding its US produc­tion site in Charleston/South Caro­lina, to the specialty chemi­cals group Lanxess AG.

Lincoln Inter­na­tio­nal was the exclu­sive M&A advi­sor on the sell side and supported Solvay throug­hout the acqui­si­tion process inclu­ding process manage­ment, valua­tion, due dili­gence and nego­tia­ti­ons. Lincoln has thus comple­ted its 15th “chemi­cals” tran­sac­tion in the last 12 months.

Solvay is an inter­na­tio­nal chemi­cal group whose versa­tile special­ties help solve socie­tal chal­lenges. In close part­ner­ship with custo­mers world­wide, the Group deve­lops inno­va­tions for a wide range of appli­ca­ti­ons, for exam­ple in aircraft, auto­mo­bi­les, mobile devices and medi­cal tech­no­logy, in batte­ries or in the extra­c­tion of mine­rals and oil. Solvay contri­bu­tes to sustaina­bi­lity — with light­weight mate­ri­als for clea­ner mobi­lity, with formu­la­ti­ons that opti­mize resource consump­tion, and with high-perfor­mance chemi­cals that improve air and water quality. The Solvay Group, head­quar­te­red in Brussels, employs around 27,000 people in 58 count­ries and gene­ra­ted sales of 10.9 billion euros in 2016, 90 percent of which came from busi­ness acti­vi­ties in which the Group ranks among the top 3 world­wide. More infor­ma­tion can be found at www.solvay.com.

 

Stuttgart/ DLA Piper advi­sed Rolls-Royce Power Systems AG on the sale of L’Orange GmbH to Wood­ward Inc. advise Rolls-Royce plc. and Wood­ward Inc. today jointly announ­ced that they have signed an agree­ment for the acqui­si­tion by Wood­ward of L’Orange GmbH and its asso­cia­ted busi­nesses in Germany, the U.S. and China for an enter­prise value of €700 million. L’Orange is part of the Power Systems divi­sion of the Rolls-Royce Group.

The tran­sac­tion was appro­ved by the boards of Rolls-Royce and Wood­ward and the super­vi­sory board of Rolls-Royce Power Systems. The tran­sac­tion is expec­ted to close at the end of the second quar­ter of 2018. The tran­sac­tion is subject to the appr­oval of German anti­trust authorities.

Rolls-Royce Power Systems, a divi­sion of Rolls-Royce plc, is one of the world’s leading suppli­ers of engi­nes, propul­sion systems and distri­bu­ted energy systems. Under the MTU brand, the company deve­lops and manu­fac­tures high-speed engi­nes and propul­sion systems for ships, power gene­ra­tion, heavy land and rail vehic­les, mili­tary vehic­les and the oil and gas indus­try. Rolls-Royce Power Systems is head­quar­te­red in Fried­richs­ha­fen and employs more than 10,000 people worldwide.

Head­quar­te­red in Stutt­gart, Germany, L’Orange has appro­xi­m­ately 1,000 employees, most of whom are in Germany, but also in the U.S. and China. L’Orange is one of the world’s leading manu­fac­tu­r­ers of elec­tro­ni­cally control­led high-pres­sure injec­tion systems for off-high­way diesel and heavy fuel oil engines.

Advi­sors to Rolls-Royce Power Systems AG: DLA Piper
The core team of DLA Piper under the global lead of part­ner Dr. Benja­min Para­mes­wa­ran consis­ted of part­ner Dr. Daniel Weiß, coun­sel Sebas­tian Decker (all Corporate/M&A, Hamburg) and senior asso­ciate Olga Blaszcyk (Commer­cial, Munich). Further­more, the part­ners Dr. Thilo von Bodun­gen (Commer­cial, Munich), Dr. Kai Boden­stedt (Labor Law, Hamburg), Dr. Konrad Rohde (Tax Law, Frank­furt), Dr. Jan Joachim Dreyer (Anti­trust Law) and Dr. Andreas Meyer-Land­rut (Corpo­rate, both Colo­gne), the Coun­sel Dr. Isaschar Nico­lay­sen (Corporate/M&A, Hamburg), Sebas­tian Kost (Tax, Munich), Dr. Anne­ma­rie Bloß (IPT), Dr. Henri­ette Norda (Labor Law, both Hamburg), Dr. Enno Ahlen­stiel, Dr. Thilo Streit (both Liti­ga­tion & Regu­la­tory, Colo­gne) and Bernd Siebers (IPT, Munich), Senior Asso­cia­tes Katha­rina Minski (Corporate/M&A, Hamburg) and Dr. Constanze Krenz (IPT, both Munich) as well as Asso­cia­tes Sophie von Mandels­loh, Died­rich Schrö­der (both Corporate/M&A), Nils Gruni­cke (Labor Law, all Hamburg), Dr. Berit Geue­nich-Schmitt (Liti­ga­tion & Regu­la­tory) and Huber­tus Neu (Corpo­rate, both Colo­gne). Also invol­ved from DLA Piper’s inter­na­tio­nal offices were Alex­an­dra Kamer­ling (Part­ner), Martin Strom (Asso­ciate, both Liti­ga­tion & Regu­la­tory), Andrew Weil (Part­ner, Corpo­rate, Chicago) and Peng Tao (Legal Consul­tant, Tax, Hong Kong).

The Rolls-Royce in-house legal team was led by Dr. Thomas Karst (Gene­ral Coun­sel, Chief Inte­grity & Compli­ance Offi­cer, Rolls-Royce Power Systems AG) and Ben Hors­ley (Chief Coun­sel M&A, Rolls-Royce plc.).

Munich — SIGNA Sports Group acqui­res Style­file, the leading online specia­list for snea­k­ers & ‘Spor­tive Fashion’ in Europe, further expan­ding its e‑commerce port­fo­lio. P+P advi­ses the exis­ting share­hol­ders on the sale of Style­file to SIGNA.

Style­file was foun­ded in 2000 and is an inter­na­tio­nally successful e‑commerce company. Through its online stores with over 20,000 items, Style­file supplies around half a million active custo­mers in more than 30 count­ries. The Style­file Group also owns the outdoor online store Big Tree. The focus of the online store, which was laun­ched in 2014, is on the high-growth market for outdoor clot­hing and access­ories. In 2016, the group of compa­nies excee­ded the mark of 50 million euros in sales for the first time.

Advi­sors Style­file: P+P Pöllath + Partners
Tobias Jäger (Coun­sel, M&A, Munich), Chris­tian Tönies, LL.M. Eur. (Part­ner, M&A, Munich), Alex­an­der Pupe­ter (Part­ner, Tax Law, Munich), Daniel Wied­mann, LL.M. (NYU) (Coun­sel, Anti­trust Law, Frank­furt), Andrea Strei­fen­e­der (Asso­ciate, M&A, Munich), Maren Glaab (Asso­ciate Tax Law, Munich)

Bochum/ Ried­stadt - Nigge­mann Food Frischemarkt, Bochum, a food whole­sa­ler for premium fresh products, has been acqui­red by Trans­gour­met Deutsch­land, Ried­stadt. Network Corpo­rate Finance exclu­si­vely advi­sed the share­hol­ders of Nigge­mann on the transaction.

Tran­sac­tion
The share­hol­ders of Nigge­mann have sold 100% of their shares to Trans­gour­met. By acqui­ring the family-owned company with a clear focus on fresh­ness, Trans­gour­met is further expan­ding its custo­mer requi­re­ments in terms of fresh­ness and quality, thus streng­thening its compe­tence in the B2B busi­ness in deli­very and pick-up. Nigge­mann will conti­nue to operate inde­pendently and under its own name with unch­an­ged management.

The company
Nigge­mann is a family busi­ness with a history of more than 70 years and an annual turno­ver of 87 million EUR. With its high-quality fresh product range, Nigge­mann stands out in parti­cu­lar for its fresh poul­try and meat exper­tise. With 230 employees, Nigge­mann exclu­si­vely serves commer­cial food and restau­rant custo­mers, prima­rily in deli­very. Newly opened in 2010, the flag­ship C&C store with a sales area of 5,500m² serves both pick-up custo­mers and as a picking area for delivery.

About Network Corpo­rate Finance
Network Corpo­rate Finance, based in Düssel­dorf, Germany, is an inde­pen­dent, owner-mana­ged advi­sory firm focu­sing on mergers and acqui­si­ti­ons as well as equity and debt finan­cing. Core compe­ten­cies are the struc­tu­ring and execu­tion of complex corpo­rate tran­sac­tions (natio­nal and inter­na­tio­nal) such as company sales to stra­te­gic inves­tors and finan­cial inves­tors, IPOs or struc­tu­red corpo­rate financing.

Munich — CANCOM SE has acqui­red the British company Ocean Intel­li­gent Commu­ni­ca­ti­ons Ltd. The company’s foun­ders and parts of the manage­ment have taken a stake in the new holding company by way of a reverse invest­ment, so that CANCOM now has an 82.1 percent stake in Ocean as a result. CANCOM was advi­sed by Heuking Kühn Lüer Wojtek.

Ocean Intel­li­gent Commu­ni­ca­ti­ons Ltd is an IT infra­struc­ture and IT services provi­der with a focus on cloud services. In the future, Ocean will streng­then CANCOM’s inter­na­tio­nal busi­ness with a global custo­mer base and its compre­hen­sive service port­fo­lio. CANCOM intends to use the tran­sac­tion to exploit syner­gies and cross-selling poten­tial in exis­ting markets and to grow stra­te­gi­cally in Europe.

CANCOM SE is a global, listed provi­der of IT infra­struc­ture and IT services with conso­li­da­ted reve­nues of well over €1 billion and nearly 3,000 employees. The company, head­quar­te­red in Munich, accom­pa­nies compa­nies into the digi­tal future as a “Digi­tal Trans­for­ma­tion Part­ner”. The range of solu­ti­ons includes consul­ting, imple­men­ta­tion and services.

Advi­sor to CANCOM SE: Heuking Kühn Lüer Wojtek
Boris Dürr, Photo (Lead, M&A), Marcel Greu­bel (Corporate/M&A), Chris­tian Schild, LL.M. (Corpo­rate /M&A), all Munich

Since Ocean is a British company, Heuking Kühn Lüer Wojtek consul­ted the British law firm Stevens & Bolton LLP in the transaction.

Frank­furt am Main — DLA Piper has advi­sed Wipro Limi­ted, a global IT consul­ting firm and leading IT services provi­der, on the sale of its Hosted Data Centre Services busi­ness to Ensono. The sales price amounts to around $405 million.

The dive­st­ment, which includes eight data centers with around 900 employees, will enable Wipro to unlock new poten­tial. The tran­sac­tion is expec­ted to close by the end of June 2018 follo­wing the comple­tion of custo­mary closing condi­ti­ons and regu­la­tory approvals.

Wipro Limi­ted is a multi­na­tio­nal company and a leading provi­der of IT services, consul­ting and busi­ness process services. With curr­ently more than 160,000 employees advi­sing clients in over 175 cities world­wide, Wipro Limi­ted is one of India’s largest compa­nies. For more than a decade, Wipro Limi­ted has been making stra­te­gic invest­ments in the conti­nen­tal Euro­pean market, which is reflec­ted in a strong presence.

Advi­sors to Wipro imited: DLA Piper
Under the joint leader­ship of part­ners Dr. Mathias Schulze Stei­nen (Frank­furt) and Anu Bala­subra­ma­nian (London, both Corpo­rate), the team also included part­ners Pascal Kremp (Labor Law, Munich) and Fabian Mühlen (Real Estate, Frank­furt), coun­sel Dr. Raimund Behnes (Tax, Frank­furt) and Dr. Anne­kat­rin Veit (Pensi­ons, Munich), and senior asso­cia­tes Dr. Dennis Hog (Real Estate) and Dr. Chris­tian Marz­lin (Corpo­rate, both Frank­furt). In Birming­ham, Senior Asso­ciate Simon Wright (Corpo­rate) supported the team.

About DLA Piper
DLA Piper is a global law firm. DLA Piper offers a compre­hen­sive range of legal services in more than 40 count­ries in Europe, Africa, Asia, Austra­lia, the Middle East and North and South America. — In Germany, DLA Piper has four offices — Frank­furt am Main, Hamburg, Colo­gne and Munich — and is led by German Mana­ging Part­ners Dr. Benja­min Para­mes­wa­ran and Dr. Konrad Rohde.

Karlsruhe/ Bayreuth - ALTUS AG of Karls­ruhe reports the successful sale of the Pinta solar park port­fo­lio to 7C Solar­par­ken AG, based in Bayreuth and origi­na­ting from Belgium.

7C Solar­par­ken takes over the port­fo­lio with addi­tio­nal expan­sion poten­tial from ALTUS AG, which deve­lo­ped the port­fo­lio. It is loca­ted near Salz­we­del in Saxony-Anhalt and is equip­ped with REC PV modu­les and Huawei inver­ters. The port­fo­lio has been feeding into the grid of Avacon Netz GmbH since Septem­ber 2017.

ALTUS as a holi­stic project deve­lo­per for rene­wa­ble ener­gies is a wholly owned subsi­diary of Kraft­werke Mainz-Wies­ba­den AG (KMW), which is part of the Stadt­wer­ke­ver­bund Mainz-Wiesbaden.

7C Solar­par­ken AG is a listed owner/operator of photo­vol­taic plants in Germany with a port­fo­lio of over 120 MWp. The Company’s shares are traded on the Frank­furt Stock Exch­ange (Gene­ral Standard).

Advi­sor Altus AG: MAYLAND AG
MAYLAND AG was exclu­si­vely manda­ted with the sales process, says CEO Matthias C. Just (photo). Only stra­te­gic inves­tors were approa­ched in a compe­ti­tive auction. The process was comple­ted within a period of just two months with the sale to 7C Solar­par­ken AG.

About MAYLAND AG
MAYLAND is an inde­pen­dent, owner-mana­ged M&A consul­tancy based in Düssel­dorf. Since its foun­da­tion in 1998, MAYLAND has been deve­lo­ping indi­vi­dual solu­ti­ons for the purchase and sale of compa­nies or parts of compa­nies with owners and manage­ment of both medium-sized compa­nies and corpo­rate groups, and has been imple­men­ting these tran­sac­tions toge­ther with the decis­ion-makers. MAYLAND also arran­ges any neces­sary or requi­red finan­cing or asso­cia­ted restructuring.

MAYLAND provi­des struc­tu­red process manage­ment for these natio­nal and cross-border projects and coor­di­na­tes all services for a successful comple­tion of the tran­sac­tion. With analy­ti­cal excel­lence, many years of expe­ri­ence and a commit­ment to part­ner­ship, MAYLAND struc­tures tran­sac­tions in all phases of a company. MAYLAND atta­ches parti­cu­lar importance to custo­mi­zed and holi­stic solu­ti­ons, trans­pa­rent consul­ting services and long-term custo­mer rela­ti­onships based on trust. For more infor­ma­tion in German, English, Chinese and Russian, please visit www.mayland.de.

Grünwald/ Grün­wald — The energy group EnBW Ener­gie Baden-Würt­tem­berg AG acqui­res 100% of the shares in DEV — Deut­sche Ener­gie­ver­sor­gung GmbH. P+P advi­sed the majo­rity seller Grün­wald Equity Indus­trie GmbH. The tran­sac­tion is subject to appr­oval by the rele­vant anti­trust authorities.

DEV is a Leip­zig-based manu­fac­tu­rer of energy storage systems with around 120 employees. Foun­ded in 2009, the company deve­lops and produ­ces intel­li­gent elec­tri­city storage systems for homes and commer­cial enter­pri­ses under the brand name SENEC. Features such as the SENEC.Cloud 2.0 and the SENEC.Cloud To Go enable owners of photo­vol­taic systems and elec­tri­city storage units to consume all of the solar elec­tri­city they gene­rate them­sel­ves and to cover their energy needs for heating and elec­tro­mo­bi­lity by gene­ra­ting their own electricity.

Grün­wald Equity invests through Grün­wald Equity Indus­tries & Services GmbH and Grün­wald Equity Indus­trie GmbH in medium-sized compa­nies, espe­ci­ally in German-spea­king count­ries. Grün­wald Equity had first inves­ted in DEV in the summer of 2016.

Advi­sors Grün­wald Equity Indus­trie: P+P Pöllath + Partners 
— Phil­ipp von Braun­schweig (Part­ner, Lead Part­ner, M&A/Private Equity, Munich)
— Alex­an­der Pupe­ter (Part­ner, Tax Law, Munich)
— Tobias Jäger (Coun­sel, Corpo­rate Law, Munich)
— Daniel Wied­mann (Coun­sel, Anti­trust Law, Frankfurt)
— Dr. Sebas­tian Rosen­tritt (Asso­ciate, Corpo­rate Law, Munich)

Munich, Wörnitz, Tuticorin/India — GALA Kerzen is set for expan­sion with the acqui­si­tion of a majo­rity stake in Ramesh Flowers, an Indian manu­fac­tu­rer and exporter of potpourri, air fres­he­ners, Inscense Sticks, cand­les and deco­ra­tive items. It is the first acqui­si­tion for the Bava­rian candle manu­fac­tu­rer since Equis­tone Part­ners advi­sed funds ente­red the market in 2016. With Ramesh Flowers, GALA Kerzen expands its range to include high-quality fragrance and deco­ra­tion products and opens up to non-Euro­pean markets. The parties have agreed not to disc­lose details of the tran­sac­tion. The acqui­si­tion is subject to appr­oval by the rele­vant anti­trust authorities.

With the acqui­si­tion of the Indian produ­cer, Equis­tone is stra­te­gi­cally expan­ding its port­fo­lio company GALA Cand­les. Ramesh Flowers’ assort­ment includes scen­ted potpour­ris, dried flowers, and scen­ted oils and cand­les. The company was foun­ded in 1982 in Tuti­co­rin (India) by Mahen­dra Raj Singhwi, who still heads the company today. Ramesh Flowers employs a total of almost 3,000 people in its produc­tion faci­li­ties in India and in Teme­cula (California/USA), which are BSCI‑, SMEPA- and SEDEX-certi­fied, among others. The company supplies inter­na­tio­nal retail chains in its target markets in Europe and the USA via its long-stan­ding whole­sale part­ners. The Ameri­can market alone accounts for over 43% of Ramesh Flowers’ export share. This opens up oppor­tu­ni­ties for GALA Kerzen in neigh­bor­ing segments as well as in new target markets.

“Equis­tone has alre­ady opti­mally supported GALA Kerzen in the context of the succes­sion plan­ning two years ago. Since then, we have focu­sed prima­rily on gene­ra­ting new growth momen­tum. We have mana­ged this well in a conso­li­da­ting market. Now it’s a ques­tion of conti­nuing to grow globally as a Euro­pean candle manu­fac­tu­rer. The start­ing posi­tion is not bad: nine out of ten cand­les sold in the EU come from Euro­pean produc­tion. It is ther­e­fore all the more important not to rest on such a posi­tion, but to think ahead. With Equis­tone as a part­ner, we can realize stra­te­gic oppor­tu­ni­ties and growth chan­ces — like curr­ently with the acqui­si­tion of a majo­rity of Ramesh Flowers,” says Dirk Lang­ham­mer, Mana­ging Direc­tor of the GALA Kerzen Group.

“The merger between GALA Cand­les and Ramesh Flowers brings nume­rous growth oppor­tu­ni­ties,” explains Dirk Sche­kerka, Coun­try Head DACH at Equis­tone. “GALA Kerzen is expan­ding its range into the neigh­bor­ing segment of room fragran­ces and deco­ra­ti­ons, and can now offer this to its exis­ting target custo­mers via its estab­lished trade part­ners. In addi­tion to the DACH region, another poten­tial target market for Ramesh Flowers’ products is, for exam­ple, Great Britain, where the candle manu­fac­tu­rer has its own sales office. Thanks to Ramesh Flowers’ inter­na­tio­nal presence in the USA, GALA Kerzen can addi­tio­nally gain a foot­hold in non-Euro­pean markets. And finally, the newly added produc­tion faci­li­ties will be able to absorb bott­len­ecks in the future or produce previously unpro­fi­ta­ble orders in small batches.”

About GALA Candles
The GALA Cand­les group of compa­nies is one of the largest candle manu­fac­tu­r­ers with two produc­tion sites in Germany and Hungary. For more than 40 years, cand­les have been produ­ced on state-of-the-art produc­tion lines with the highest level of quality and marke­ted prima­rily through estab­lished retail part­ners. With over 460 employees, the GALA Kerzen Group proces­ses appro­xi­m­ately 30,000 tons of kero­sene per year.

About Equis­tone Part­ners Europe
Equis­tone Part­ners Europe is one of Europe’s leading equity inves­tors with a team of more than 35 invest­ment specia­lists in six offices in Germany, Switz­er­land, France and the UK. Equis­tone prima­rily invests in estab­lished medium-sized compa­nies with a good market posi­tion, above-average growth poten­tial and an enter­prise value of between EUR 50 and 500 million. Since its foun­ding, equity has been inves­ted in more than 140 tran­sac­tions, mainly mid-market buy-outs. The port­fo­lio curr­ently compri­ses over 40 compa­nies across Europe, inclu­ding around 20 active holdings in Germany, Switz­er­land and the Netherlands.

Frank­furt a.M. — King & Wood Malle­sons (KWM) advi­sed the bank consor­tium, led by Bank of China, ICBC, China Cons­truc­tion Bank and Export-Import Bank of China, on the EUR 3.7 billion refi­nan­cing of Midea Group regar­ding the acqui­si­tion finan­cing provi­ded for the acqui­si­tion of KUKA AG.

KUKA AG, one of the world’s leading suppli­ers of intel­li­gent auto­ma­tion solu­ti­ons, was acqui­red by the Chinese Midea Group in 2016. For this purpose, Midea initi­ally raised short-term acqui­si­tion finan­cing, which has now been repla­ced by longer-term financing.

The new loan, arran­ged by a consor­tium of banks led by Bank of China, Indus­trial and Commer­cial Bank of China, China Cons­truc­tion Bank and Export-Import Bank of China, has a volume of appro­xi­m­ately EUR 3.7 billion and a matu­rity of up to 5 years.

This refi­nan­cing was led in Germany by Rudolf Haas (photo), part­ner at King & Wood Malle­sons in Frank­furt. The advice to the clients was provi­ded in close coope­ra­tion with a KWM team from China led by Lv Ying­hao and Yang Xiao­quan and again illus­tra­tes the strength in corpo­rate finance tran­sac­tions, also with an Asian connection.

About KWM
KWM Europe Rechts­an­walts­ge­sell­schaft mbH is a law firm foun­ded in 2017 and based in Frank­furt am Main. We advise our clients — natio­nal and inter­na­tio­nal compa­nies, entre­pre­neurs, mana­gers, banks and private equity houses — at the highest level on all legal issues rela­ted to invest­ment acqui­si­ti­ons (M&A) and other corpo­rate finance tran­sac­tions, inclu­ding the rele­vant tax and capi­tal markets law aspects. We provide prag­ma­tic answers to our clients’ legal chal­lenges. Our multi­di­sci­pli­nary, inte­gra­ted advi­sory approach and the seam­less inte­gra­tion into one of the largest commer­cial law firms world­wide, King & Wood Malle­sons, with its well over 2,000 lawy­ers working in 27 offices, allow us to advise medium-sized clients, finan­cial inves­tors or inter­na­tio­nal groups on cross-border as well as purely natio­nal tran­sac­tions or finan­cing. Profes­sio­nal excel­lence, a friendly and coope­ra­tive approach and a commer­cial consul­ting approach charac­te­rize our work.

Düssel­dorf, Germany - Allen & Overy LLP advi­sed US-based Eli Global LLC (Eli) on the acqui­si­tion of finanzen.de Vermitt­lungs­ge­sell­schaft für Verbrau­cher­ver­träge AG(finanzen.de) and its subsi­dia­ries in Germany, France, the UK and Switz­er­land from Black­fin Capi­tal Part­ners and the foun­ders of finanzen.de.

Finanzen.de is a successful Insur­Tech company based in Berlin and the leading Euro­pean online market­place for consu­mer leads in the finance and insu­rance sector.

The acqui­si­tion of finanzen.de is Eli’s first tran­sac­tion in Germany and the first company in Eli’s new finan­cial and insu­rance services port­fo­lio, which will consist of a diver­si­fied mix of compa­nies offe­ring such services and cover various sectors and sub-sectors. The closing of the tran­sac­tion is still subject to regu­la­tory appr­oval and is expec­ted to take place later this year. The parties have agreed not to disc­lose the purchase price.

The Allen & Overyteam consis­ted of Part­ner Dr. Jan Schrö­der and Coun­sel Anne Fischer (both Lead, bothCorporate/M&A/Insurance Corpo­rate), Part­ner Tobias Neufeld, Asso­ciate Catha­rina Glugla (both Data Protec­tion and Labor Law), Senior Asso­ciate Miray Kavruk (IP/IT, all Düssel­dorf) as well as Part­ner Thomas Neubaum , Coun­sel Bianca Engel­mann, Senior Asociate Elke Funken-Hötzel and Asso­ciate Dr. Anna Serwotka (all Banking and Finance, both Frank­furt). — In addi­tion, teams from Allen & Overy’s Paris and London offices were involved.

The law firm Niede­rer Kraft & Frey advi­sed on Swiss law.

About Allen & Overy
Allen & Overy is an inter­na­tio­nal law firm with appro­xi­m­ately 5,400 employees, inclu­ding appro­xi­m­ately 550 part­ners, in 44 offices worldwide.

Allen & Overy is repre­sen­ted in Germany at its offices in Düssel­dorf, Frank­furt am Main, Hamburg and Munich with appro­xi­m­ately 220 lawy­ers, inclu­ding 50 part­ners. The lawy­ers advise leading natio­nal and inter­na­tio­nal compa­nies prima­rily in the areas of banking, finance and capi­tal markets law, corpo­rate law and M&A, tax law as well as other areas of busi­ness law.

 

Trois­dorf — Effec­tive Janu­ary 17, 2018, the Reifen­häu­ser Group will acquire the EDS Group, an inter­na­tio­nal supplier of high-quality extru­sion dies. The inter­na­tio­nal nozzle specia­list EDS stands for tailor-made products in nozzle manu­fac­tu­ring and is a specia­list for flat nozz­les; Reifen­häu­ser stands inter­na­tio­nally for inno­va­tive tech­no­lo­gies in plas­tics extrusion.

Reifen­häu­ser is thus expan­ding its know-how in the compon­ents busi­ness and posi­tio­ning itself as a leading compon­ents supplier for extru­ders and dies. The acqui­si­tion combi­nes the strengths of both high-perfor­mance brands. EDS and Reifen­häu­ser comple­ment each other perfectly in terms of design and manu­fac­tu­ring know-how. With the acqui­si­tion, custo­mers will bene­fit in the future from shared high-perfor­mance tech­no­logy and manu­fac­tu­ring resour­ces as well as a global sales struc­ture. Over­all, Reifen­häu­ser is massi­vely expan­ding its tech­no­logy leader­ship in the field of nozzle produc­tion with this transaction.

MAYLAND AG was exclu­si­vely manda­ted with the sales process by Mr. Müller, the owner of the EDS Group. The process was successfully comple­ted in Decem­ber 2017 within a period of only four months with the sale to the Reifen­häu­ser Group.

About MAYLAND AG
MAYLAND is an inde­pen­dent, owner-mana­ged M&A consul­tancy based in Düssel­dorf. Since its foun­da­tion in 1998, MAYLAND, CEO Matthias C. Just (photo), has been deve­lo­ping indi­vi­dual solu­ti­ons for the purchase and sale of compa­nies or parts of compa­nies with owners and manage­ment of both medium-sized compa­nies and corpo­rate groups and imple­men­ting these tran­sac­tions toge­ther with the decis­ion-makers. MAYLAND also arran­ges any neces­sary or requi­red finan­cing or asso­cia­ted restructuring.

MAYLAND provi­des struc­tu­red process manage­ment for these natio­nal and cross-border projects and coor­di­na­tes all services for a successful comple­tion of the tran­sac­tion. With analy­ti­cal excel­lence, many years of expe­ri­ence and a commit­ment to part­ner­ship, MAYLAND struc­tures tran­sac­tions in all phases of a company. MAYLAND atta­ches parti­cu­lar importance to custo­mi­zed and holi­stic solu­ti­ons, trans­pa­rent consul­ting services and long-term custo­mer rela­ti­onships based on trust.

Pinnen­berg — The phar­maceu­ti­cal factory Evers GmbH & Co KG sells to the Chinese company Bright Future Phar­maceu­ti­cal Labo­ra­to­ries Ltd. The company produ­ces mainly natu­ral medi­ci­nes for the urology and gastro­en­te­ro­logy sector, which are sold inter­na­tio­nally and very stron­gly on the Asian market, espe­ci­ally in Japan and China. The parties have agreed not to disc­lose the purchase price.

The family busi­ness Phar­ma­zeu­ti­sche Fabrik Evers GmbH & Co KG was foun­ded in 1933. Head­quar­te­red in Pinne­berg, near Hamburg, Germany, the company focu­ses on a selec­ted range of natu­ral medi­ci­nes for the urology and gastro­en­te­ro­logy sectors and acts as a licen­sor in seve­ral count­ries. The Evipro­stat S, Evipro­stat N and Gallith brands are among the estab­lished products in this field.

Estab­lished in 1993, Bright Future Phar­maceu­ti­cal Labo­ra­to­ries Ltd is the largest GMP (Good Manu­fac­tu­ring Prac­tice) certi­fied phar­maceu­ti­cal manu­fac­tu­rer in Hong Kong. The company, with more than 7,000 employees, provi­des people with access to medi­ci­nes at afforda­ble prices and is parti­cu­larly active in key growth markets such as Hong Kong, main­land China, North America, Africa, Southe­ast Asia and Europe.

Advi­sors to Evers GmbH & Co KG: DLA Piper
The tran­sac­tion once again under­lines the exten­sive expe­ri­ence of the DLA Piper German China Desk, this time on the German seller side.

The core team of DLA Piper under the leader­ship of part­ner Dr. Nils Krause (photo ) contin­ued to consist of senior asso­ciate Dr. Jan-Phil­ipp Meier and asso­cia­tes Dr. Jasper von Georg and Ronja Hecker (all Corpo­rate, Hamburg). In addi­tion, Part­ner Guido Kleve, Coun­sel Dr. Thilo Streit (both Liti­ga­tion and Regu­la­tory, Colo­gne) and Chris­tian Lonquich (Real Estate, Frank­furt) as well as Tran­sac­tion Lawyer Hui Hao (Corpo­rate, Hamburg) were part of the team.

Düssel­dorf — The law firm FPS provi­ded compre­hen­sive legal advice to the family share­hol­ders of the coupling manu­fac­tu­rer CENTA Antriebe Kirschey GmbH (“CENTA”) on the sale of their shares in the context of a bidding compe­ti­tion to the Ameri­can drive and conveyor chain manu­fac­tu­rer Rexnord Corpo­ra­tion (“Rexnord”). The parties have agreed not to disc­lose the purchase price. The tran­sac­tion has alre­ady been comple­ted follo­wing appr­oval by the anti­trust authorities.

Foun­ded in 1970 and head­quar­te­red in Haan, North Rhine-West­pha­lia, the family-owned company CENTA is one of the world’s leading manu­fac­tu­r­ers of advan­ced flexi­ble couplings and drive shafts for rail, indus­try, marine and the energy sector. The company has an inter­na­tio­nal presence with ten subsi­dia­ries, around 30 agen­cies and two licen­sees, and opera­tes produc­tion sites in Germany, England, the USA and China. With more than 500 employees world­wide, CENTA recently achie­ved sales of over EUR 100 million.

NYSE-listed Rexnord is head­quar­te­red in Milwau­kee, Wiscon­sin, USA, and produ­ces compon­ents in the field of drive tech­no­logy and for conveyor tech­no­logy, for exam­ple chains, couplings and conveyor systems, at more than 20 manu­fac­tu­ring sites with more than 8,000 employees world­wide. In Europe, Rexnord opera­tes seven manu­fac­tu­ring and logi­stics sites, inclu­ding Betz­dorf in Rhine­land-Pala­ti­nate and Dortmund.

Under the leader­ship of Düssel­dorf M&A Part­ner Dr. Georg-Peter Kränz­lin (photo) toge­ther with Asso­cia­ted Part­ner Dr. Sebas­tian Weller, FPS provi­ded compre­hen­sive legal support and advice to the tran­sac­tion and all family share­hol­ders of CENTA across all offices. The inter­na­tio­nal law firm network of FPS was consul­ted for the foreign companies.

Advi­sors to CENTA Antriebe Kirschey GmbH: FPS Fritze Wicke Seelig Düsseldorf
Dr. Georg-Peter Kränz­lin, Part­ner (Lead Part­ner, Corpo­rate, M&A)
Dr. Sebas­tian Weller, Asso­cia­ted Part­ner (Co-Lead, Corpo­rate, M&A)
Dr. Anja Krüger, Asso­cia­ted Part­ner (Corpo­rate, M&A)
Tobias Törnig, Part­ner (Real Estate)
Dr. Karl Fried­rich Dumoulin, Part­ner (IP)

Rexnord was advi­sed on the tran­sac­tion by Baker & McKen­zie, led by Dr. Florian Kästle and Dr. Doro­thee Prosteder.

Düssel­dorf — ARQIS advi­sed Posei­don GmbH on the sale of great­con­tent AG to the MAIRDUMONT media group. A private family of inves­tors is behind Posei­don GmbH. The parties have agreed not to disc­lose the purchase price.

Berlin-based great­con­tent AG has been on the market since 2011 with an online plat­form that offers compa­nies access to profes­sio­nal authors for marke­ting and SEO content and has since become one of the market leaders in Europe. Custo­mers include online fashion retailer Zalando, car rental company Sixt, C&A and Kayak.

“After a phase of conti­nuous growth, now is the right time to trans­fer great­con­tent into a larger corpo­rate struc­ture. We are looking forward to further expan­ding our offe­ring in the future toge­ther with an estab­lished stra­te­gic part­ner like MAIRDUMONT,” explains Daniel Förs­ter­mann, member of the board of great­con­tent AG. Mr. Förs­ter­mann will conti­nue to manage the busi­ness after the change of ownership.

MAIRDUMONT is the leading company for tourist infor­ma­tion in Europe. The offe­ring covers the entire media spec­trum of print, online and mobile. More than 10 media compa­nies world­wide belong to the MAIRDUMONT Group.

Advi­sors to Posei­don GmbH: ARQIS Rechts­an­wälte (Düssel­dorf)
Dr. Lars Laeger (M&A, lead); Johan­nes Landry (Commer­cial); Asso­cia­tes: Thomas Chwa­lek (Corporate/M&A), Dr. Markus Schwip­per (Labor Law), Dr. Phil­ipp Maier (IP; both Munich)

About ARQIS
ARQIS is an inde­pen­dent busi­ness law firm opera­ting in Germany and Japan. The firm was foun­ded in 2006 at its current offices in Düssel­dorf, Munich and Tokyo. Around 45 lawy­ers advise dome­stic and foreign compa­nies at the highest level on the core issues of German and Japa­nese busi­ness law. The focus is on M&A, corpo­rate law, private equity, venture capi­tal, employ­ment law, private clients as well as intellec­tual property and liti­ga­tion. For more infor­ma­tion, visit www.arqis.com.