The German Corporate Practice Group comprises 48 lawyers, of whom 17 are partners, making it the largest of DLA Piper's practice groups in Germany.
From our offices in Frankfurt am Main, Hamburg, Cologne and Munich, we advise domestic and foreign clients, from global corporations to medium-sized companies, on all issues concerning corporate law and group law, from establishing a company to carrying out complex restructuring operations, as well as on national and international mergers and acquisitions, and we help our clients to achieve their business goals.
In the area of M&A, we advise national and international clients on private and public M&A deals as well as on private equity and venture capital transactions, LBOs/MBOs, joint ventures, public takeover bids and public-to-private transactions.
With an international presence in over 30 countries worldwide, numbering more than 4,200 lawyers, we are perfectly positioned to focus on executing complex cross-border deals for our clients. This means that from our base in Germany we can manage transactions for our clients anywhere in the world, i.e. in both European and U.S. core markets as well as in emerging markets, which are handled by our seasoned global transaction teams.
Our full-service approach, which spans all business-related legal domains, gives our transaction specialists access to other qualified specialists from other practice groups throughout all the stages of a transaction, including experts in intellectual property rights, employment law, taxation, anti-trust law, property law and competition law.
Our advisory services for transactions cover:
- Preparation for due diligence audits, notably setting up data rooms
- Conducting due diligence audits
- Structuring transactions in accordance with corporate law
- Drafting contracts for the purchase or sale of company shares, stocks or assets, as well as guiding contractual negotiations
- Legal advice for all kinds of joint venture agreements
- Post-merger integration advice
- Transaction advice for private equity investors, notably throughout the entire bidding process
- Designing management participation models (MBOs, MBIs)
- Exit strategies (pre-sale restructurings, flotations, sales to industrial investors and secondary buyouts)
- Advising venture capital investors in relation to participation plans/financing rounds (early stage financing, growth capital)
- PIPE (Private Investment in Public Equity)
- Transaction financing
- Portfolio management
- Restructuring for companies on the verge of insolvency (equity injections, shareholder loans, debt buy-backs, debt-equity swaps, renegotiating financial covenants, waivers)
In addition, we also advise on all matters pertaining to corporate law, in particular:
- Corporate governance
- Advising management boards, managing directors and supervisory boards, including in respect of issues concerning liability and remuneration
- General meetings and shareholder meetings
- Capital measures and other measures relating to aspects of capital market law
- Corporate co-determination and corporate group law
- Changes of legal form and shake-outs of companies, including at cross-border level
- Structural measures, such as squeeze-outs, delistings and inter-company agreements
- Litigation falling under corporate law
Selected examples of M&A transactions in Germany:
- Advising Etihad Airways on its anchor investment in Germany's second largest airline, Air Berlin
- Advising WPP plc on the acquisition of the content and advertising platform plista GmbH by Group M, a subsidiary of the advertising holding company WPP
- Advising EWE AG on both the sale of 48% of its shares in VNG Verbundnetz Gas AG and the subsequent acquisition of an equity stake (15.79%) in VNG Verbundnetz Gas AG from Wintershall
- Advising Doosan Power Systems on its acquisition of AE&E Lentjes GmbH
- Advising the Chinese commercial vehicle manufacturer and logistics company China International Marine Containers Ltd. on its acquisition of the Swabian company Ziegler
- Advising a corporate group (Performance Media, Econda, Blue Summit Media and DeLaSocial) on a stock acquisition by Equistone
- Advising Nuplex Industries of New Zealand on its acquisition of part of Bayer MaterialScience's coating resins business
- Advising Groupon on its acquisition of the CityDeal Group
Selected examples of global M&A transactions handled from Germany:
- Advising Etihad Airways on its anchor investment in India's largest private airline, Jet Airways
- Advising the Syngenta Group on its acquisition of the African seed business MRI
Selected examples of other mandates falling under corporate law:
- Advising Catlin Europe SE in relation to the compliance of the cross-border merger between Catlin France SAS and Catlin Europe SE with the European Merger Directive and the simultaneous change of legal form of the former Catlin GmbH to Catlin Europe SE with a monistic board of directors
- Advising the Deutsche Immobilien Chancen Group, the major shareholder of DIC Asset AG, on the combined cash and non-cash capital increase of DIC Asset AG
The lawyers in the Corporate/M&A Group in Germany have been widely recognised as leading experts in their respective fields (e.g. "Frequently recommended lawyers" (Juve), "Best Lawyers in Germany" (Handelsblatt) and "40 under 40" (Juve)).