Our Private Equity and Leveraged Finance Expertise in Germany.

Transcription

1 Our Private Equity and Leveraged Finance Expertise in Germany 2016

2 2 Our Private Equity and Leveraged Finance Expertise in Germany 2016 Integrated commercial solutions for the entire investment life-cycle We offer private equity firms M&A, finance, tax, antitrust, orporate and commercial law capability of the highest quality and sophistication. Our experts across offices and practice groups cover all aspects of the transactions that private equity firms may contemplate for their investments. We offer integrated solutions across jurisdictions to our clients. The group manages the full range of private equity transactions. In particular, we handle the acquisition of participations, the structuring of funds and participative management models (MBOs, LBOs, MBIs) and financing transactions, along with tax and capital markets law issues. We also provide legal advice on PIPE and public-to-private transactions and exits by way of a trade sale, secondary buy-out or IPO. A leading leveraged finance team As one of Germany s leading leveraged finance practices, we are known for ground-breaking deals and structures that can eventually lead to new market standards. The close cooperation between our Private Equity, Banking & Finance, International Capital Markets, Corporate, Restructuring and Tax practices gives us a competitive edge when structuring transactions. We provide our clients with a full service: senior, unitranche/unirate, second lien, mezzanine and paymentin-kind (PIK) debt, bridge-to-bond financings, bank/bond financings, high yield debt offerings, Schuldschein loans, letter of credit facilities, securitisation take-outs and debt buybacks and restructurings. Ranked No. 1 for European buyouts (sponsor role) by deal count and deal value in Dealogic M&A Analytics M&A Team of the Year. IFLR Europe Awards 2015 They are very responsive and service minded. Their performance was outstanding during the negotiations of our respective acquisition facility agreements which were completed in a very short time. IFLR Leading Law Firm in Banking & Finance Chambers Europe 2015 Legal Iflr Allen & Overy LLP 2016

3 3 Expert advice across the sector and fund life cycle Our team advises on legal, regulatory and tax matters. Areas of expertise include establishing both private and listed funds, negotiating investment management documentation, and creating bespoke investment platforms. To ensure our clients receive support across the full life cycle of their funds we work closely with our colleagues in our corporate finance, banking, capital markets and litigation teams and can advise on the acquisition and disposal of underlying assets and fund interests, the use of innovative funding techniques and the resolution of any disputes between managers and investors. Restructuring Portfolio work Debt/leveraged financing/buy-outs Exit strategies including pre-ipo financing Equity investments Fully integrated commercial solution Fund set-up and establishments Tax Management Equity Participation Regulatory

4 4 Our Private Equity and Leveraged Finance Expertise in Germany 2016 Advising on the full range of funds tax issues We cover both the structuring of new funds and the review of fund structures for prospective investors. Our lawyers also advise a number of managers on ongoing tax issues, such as the investment manager exemption. Whatever we re working on, we apply the most up-to-date and innovative thinking, whether it s financing techniques or the acquisition and disposal of investments by a fund. Most of our work involves a cross-border element. Typically, this means giving advice on the most appropriate jurisdiction in which to establish a fund vehicle as well as advice on appropriate holding structures for the fund s investments. Offers comprehensive pan-european coverage, with particular strength in Germany and the Benelux. Attracts an enviable array of clients including banks, hedge funds, real estate funds and blue-chip corporations. Chambers Europe, Tax 2014 Allen & Overy LLP 2016

5 5 Team M&A/Corporate Banking & Finance Dr Michael Bernhardt Tel Dr Markus Käpplinger Tel Thomas Neubaum Tel Dr Walter Uebelhoer Partner Munich Tel Management Incentives Tax Dr Hans-Peter Löw Tel Tobias Neufeld Partner Düsseldorf Tel Dr Asmus Mihm Tel Dr Markus Ernst Counsel Munich Tel Restructuring Investment Funds Dr Franz Bernhard Herding Tel Peter Hoegen Tel Frank Herring Tel Pierre Schleimer Partner Luxembourg Tel pierre.schleimer@allenovery.com

6 6 Our Private Equity and Leveraged Finance Expertise in Germany 2016 Our private equity clients include 3i Advent Apax Partners Barclays Private Equity Bencis Capvis Charterhouse Cinven CORESTATE Group CVC Deutsche Beteiligungs AG Deutsche Industrie-Holding EQT ECM Equity Capital Management European Capital Exponent Fortress Investment Group Gores Group H.I.G. Capital LoneStar Luxempart OMERS Private Equity PAI Partners Pamplona Parcom PATRIZIA Alternative Investments Perry Capital Riverside Strategic Value Partners Terra Firma Towerbrook Warburg Pincus Allen & Overy LLP 2016

7 7 Our German private equity highlights include 3i on the investment in Weener Plastic Packaging Group ( WPPG ), a leading manufacturer of innovative plastic packaging systems for the world s leading FMCG companies and private label manufacturers. capiton AG on its acquisition of LAP Group, a manufacturer and service provider of laser products for medical and industrial systems. Charterhouse Capital Partners on the sale of DEB Group, a global producer of skincare products for industrial/professional use, to S.C. Johnson. CVC Capital Partners on the planned acquisition of Constantia Flexibles Group from JPMorgan Chase/One Equity Partners LLC. DBAG Fund VI, a fund advised by Deutsche Beteiligungs AG (DBAG), on acquiring a majority share in the Telio group from the previous owners in a management buyout. Deb Group, a portfolio company of existing client Charterhouse Capital Partners, on Deb Group s acquisition of the Stoko Professional Skin Care business from Evonik Industries. Deutsche Bank on the financing of the LBO of Siemens hearing aid division by EQT Partners. DIH Deutsche Industrie-Holding on the sale of SinnLeffers to the fashion house group Wöhrl. ECM Equity Capital Management on the acquisition of MediFox Group, a group of software development and financial service companies. European Capital on the sale of its majority stake holding in Metall Technologie Holding Group with affiliates in Germany, France, China and Poland to Italian Techint/Tenova Group. Funds affiliated to Deutsche Beteiligungs AG on the acquisition of the majority of shares of Cleanpart-Group from Hohnloser-Gruppe. Funds advised by Deutsche Beteiligungs AG on the acquisition of Silbitz Group, a group of three foundries in Germany and Slovakia, from the industrial holding group VTC Industrieholding GmbH & Co. KG. German Equity Partners III on all aspects of the sale of its participation in Kamps GmbH to French Groupe LE DUFF. LNR Property (LNR) on its disclosure obligations in relation to the agreement by Starwood Property Trust and Starwood Capital to acquire LNR, the biggest manager of distressed commercial debt. Nordenia International on the sale of majority stake to Mondi Group from funds managed by Oaktree Capital. Österreichischer Gewerkschaftsbund the sale of BAWAG P.S.K., Bank für Arbeit und Wirtschaft und Österreichische Postsparkasse AG. Pamplona Capital Management on the (i) acquisition of the automotive supplier TMD Friction from the insolvency administrator and (ii) on the sale of TMD Friction Group SA to Japanese Nisshinbo Holdings Inc.. Pamplona Capital Partners on the sale of shares in AMOR Group to private equity investor 3i. PATRIZIA Alternative Investments on the sale of the so-called Harald Real Estate Portfolio to Deutsche Wohnen AG. PATRIZIA Alternative Investments on the acquisition of a EUR1.05bn commercial real estate portfolio from a subsidiary of Commerz Real AG. PATRIZIA Alternative Investments on the EUR2.45bn acquisition of GBW AG comprising 32,000 rental apartments from state-owned bank BayernLB. PATRIZIA Alternative Investments on the acquisition of LBBW Immobilien Group. PATRIZIA Alternative Investments on the acquisition of a portfolio of 36 office properties with from listed Austrian CA Immobilien Anlagen. PATRIZIA Alternative Investments on the acquisition of a portfolio of 107 retail properties. Rickmers Group on the creation of a joint venture with funds affiliated with Apollo Global Management to invest in container ships, initially focused on secondary market vessels. The Riverside Company on the acquisition of a stake in Bike24 GmbH. The management of WERU on the sale of WERU GmbH, an established windows manufacturer, by Triton to H.I.G. Capital. Tokai Rubber Industries on the acquisition of automotive supplier Anvis from H.I.G. Europe. Warburg Pincus on the structuring of its management participation of PowerWind. Webhelp, a portfolio company of Charterhouse, on the proposed acquisition of Competence Call Center Holding from Ardian.

8 8 Our Private Equity and Leveraged Finance Expertise in Germany 2016 Our German leveraged finance highlights include Autobahn Tank & Rast GmbH on the placement of a EUR240m PIK facility and on the placement of EUR460m senior second lien high-yield bonds in connection with its comprehensive refinancing. capiton AG on its acquisition of LAP Group (LAP). capiton AG on the acquisition of Hamm Reno Group. Cinven Ltd. on the acquisition financing for the acquisition of the lighting manufacturer SLV. Credit Suisse AG in relation to the financing in connection with the acquisition of the cable network enterprise Unitymedia by Liberty. DBAG Fund VI, a fund advised by Deutsche Beteiligungs AG (DBAG), on acquiring a majority share in the Telio group from the previous owners in a management buyout. Deutsche Bank on the financing of the LBO of Siemens Audiology Solutions, Siemens hearing aid division, by EQT Partners. Deutsche Bank, Goldman Sachs, JP Morgan and UniCredit as initial purchasers and underwriters on a EUR635m two-part bond offering together with senior loan and term loan B facilities to fund CVC s acquisition of Douglas Holding AG, a leading specialist retailer. Douglas Holding AG on financing aspects and issues arising in the context of the voluntary takeover offer for shares in Douglas Holding AG by Advent International. ECM Equity Capital Management GmbH on the acquisition of Bergmann Automotive GmbH, a German automotive supplier. Funds advised by Deutsche Beteiligungs AG (DBAG) on the acquisition of a majority in the Cleanpart group from Hohnloser group in a management buyout. Goldman Sachs, BNP Paribas and KKR on the re-financing of all indebtedness of Selecta Group BV. HSE24 and Providence Equity Partners on the amendment and restatement of its facilities. M.A.X. Automation AG on the acquisition of the AIM Group from Günther Holding GmbH. OMERS Private Equity on the acquisition of Vue Entertainment / CinemaxX. PAI Partners on the acquisition financing of Swissport Group. PrimaCom Management GmbH on the restructuring of its financial liabilities, including in relation to the insolvency filing of listed parent company PrimaCom AG and the subsequent acquisition of all shares in PrimaCom Management GmbH out of insolvency. The Riverside Company on the unitranche financing of the acquisition of a stake in Bike24 GmbH. Schaeffler AG on numerous banking and capital markets transactions in the volume of several billions of Euros since 2009, including a EUR8bn credit agreement. Stabilus (Triton Portfolio) on a revolving credit facility raised by Stabilus Group and on its EUR315m senior secured high-yield bonds in connection with its comprehensive refinancing. Triton on the placement of EUR775m high-yield bonds in the context of financing the acquisition of the heat exchangers business from the engineering company GEA for approximately EUR1.3bn. The arrangers and underwriters on the financing of the acquisition of E.ON Energy from Waste AG by a joint venture of EQT (51%) and E.ON (49%) from E.ON. German Equity Partners IV, a fund managed by the German private equity firm ECM Equity Capital Management, on the acquisition of the tour operator Leitner. Allen & Overy LLP 2016

9 9 Our unique footprint in Europe Our private equity group combines genuine pan-european private equity experience with leading M&A and finance capabilities. It is the combination of our M&A, antitrust, tax, leveraged finance, securitisation, mezzanine, high-yield and other finance expertise, together with our funds and industry knowledge across Europe, that makes our private equity practice unique in this region. EUROPEAN OFFICES Amsterdam Antwerp 3 Barcelona 4 Belfast 5 Bratislava 6 Brussels 7 Bucharest* 8 Budapest 9 Düsseldorf Frankfurt Hamburg Istanbul London Luxembourg Madrid Milan Moscow Munich Paris Prague 21 Rome 22 Warsaw * Associated office

10 10 Our Private Equity and Leveraged Finance Expertise in Germany 2016 Supporting you in achieving outstanding outcomes A full service Global law firm Our network is extensive with 44 offices across 31 countries in Europe, North America, Central and South America, the Middle East, Africa and Asia with leading transactional practices We are the only firm to have advised on over USD1tr of transactions annually for the past five years We are ranked No 1 by deal value and volume in global M&A, DCM and ECM including market-leading integrated private equity and finance practices Our private equity practice advises leading private equity sponsors and their portfolio companies including: Apax, EQT, PAI Partners, Charterhouse and Lonestar Along with our Band 1 loans practice and significant high yield bond capabilities, we are one of very few firms able to provide a fully integrated offering and to advise across the entire capital structure offering deep sector expertise and insights Our global sector teams bring real commercial insight across a range of sectors including: Real Estate, Energy, Infrastructure, Life Sciences and TMT This coupled with a deep understanding of our clients business objectives and personal commitment from the A&O team enables us to support them in achieving outstanding outcomes Allen & Overy LLP 2016

11 11 A truly global private equity practice We have the strength and depth at both partner and associate level across our global offices that enables us to provide custom tailored, top-calibre and one-stop-shop. A truly global private equity practice advice to our private equity clients, no matter where in the world they are pursuing opportunities. GLOBAL PRESENCE AFRICA ASIA PACIFIC EUROPE Casablanca Johannesburg Bangkok Beijing Hanoi Ho Chi Minh City Hong Kong Jakarta* Perth Seoul Shanghai Singapore Sydney Tokyo Yangon Amsterdam Antwerp Barcelona Belfast Bratislava Brussels Bucharest* Budapest Düsseldorf Frankfurt Hamburg NORTH AMERICA New York Washington, D.C. CENTRAL & SOUTH AMERICA São Paulo MIDDLE EAST Istanbul London Luxembourg Madrid Milan Moscow Munich Paris Prague Rome Warsaw Abu Dhabi Doha Dubai Riyadh** * Associated office ** Cooperation office

12 FOR MORE INFORMATION, PLEASE CONTACT: Düsseldorf Frankfurt Hamburg Munich Allen & Overy LLP Dreischeibenhaus Düsseldorf Allen & Overy LLP Bockenheimer Landstraße Frankfurt am Main Allen & Overy LLP Kehrwieder Hamburg Allen & Overy LLP Maximilianstraße Munich Tel Fax Tel Fax Tel Fax Tel Fax GLOBAL PRESENCE Allen & Overy is an international legal practice with approximately 5,200 people, including some 530 partners, working in 44 offices worldwide. Allen & Overy LLP or an affiliated undertaking has an office in each of: Abu Dhabi Amsterdam Bucharest (associated office) Budapest Ho Chi Minh City Hong Kong Moscow Munich Seoul Shanghai Antwerp Casablanca Istanbul New York Singapore Bangkok Barcelona Doha Dubai Jakarta (associated office) Johannesburg Paris Perth Sydney Tokyo Beijing Düsseldorf London Prague Warsaw Belfast Bratislava Frankfurt Hamburg Luxembourg Madrid Riyadh (cooperation office) Rome Washington, D.C. Yangon Brussels Hanoi Milan São Paulo Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. The term partner is used to refer to a member of Allen & Overy LLP or an employee or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP s affiliated undertakings. Allen & Overy LLP 2016 CS1506_CDD-42326_ADD-60124