Leistungsübersicht

references

Corporate structuring

  • Establishment of more than 25 operating companies in the legal form of the European Company (SE), relocation of a Belgian European company to the Federal Republic of Germany, ongoing consultancy of various companies in the legal form of the SE; including:
    • DEICHMANN-Gruppe inter alia in the case of the spin-off of the business segment MyShoes from the Roland SE by way of the spin-off to the recording by the newly founded MyShoes SE
    • Wessels & Müller Gruppe in the founding of WM SE by means of a change of legal form of Wessels & Müller AG (Joint-stock company)
    • FRESSNAPF Gruppe / Torsten Toeller in the case of the two-storey transformation of Torsten Toeller Holding GmbH into Allegro Invest SE and Fressnapf Holding GmbH into Fressnapf Holding SE, respectively, on the intermediate stage of the legal form of the Joint-stock company (AG)
  • NORDMILCH eG in the process of outsourcing the entire business to NORDMILCH AG (Joint-stock company)
  • WIGE Media AG in the case of simplified capital reduction and ordinary capital increase
  • The change of legal form of the technology company of a German automobile manufacturer and the production company of a German food producer into the legal form of a partnership limited by shares (KGaA);
  • Merger of three agricultural trading companies to a GmbH & Co. KG
  • Family office / subsidiary to finance the rollout of a franchise / retail concept
  • International trading group in the reorganization of the corporate group structure
    • Establishment and company-legal accompaniment of several start-up, inter alia: In the field of medical technology, online trade / fashion textile, food service, information technology, FinTech
  • Legal and tax structuring of the legal association of manufacturing companies of legally independent enterprise groups into a single legal entity
  • Structuring and construction of an intra-Group leasing company in Austria for a German group of companies in the steel production sector
  • Mid tier mechanical engineer company at JointVenture with previous co-operation partner
  • Structuring and creation of acquisition currencies for stock exchange listed stock corporations on convertible bonds and convertible rights
  • Structuring of international profit sharing structures for the purpose of pooling results abroad
  • Hybrid acquisition financing with commercial equity and tax-law characterizing the acquisition of various companies from the insolvency assets
  • Structuring of tax-efficient employee development programs to avoid the system-inherent taxable benefit over stock options convertible bonds and phantom stock

 

TRANSACTION CONSULTING

  • The managment board and owner family of the WM Group (Wessels & Müller, WM SE) in the takeover of TROST Autoservice Technik SE
  • Shareholder and management of the laying material manufacturer Wakol GmbH in the sale of a majority stake in the builders’ specialist Ardex Group
  • Miacom GmbH at the entry of the Chinese pharmaceutical company Fosun Pharma
  • DEICHMANN / Ochsner Sport SE at the acquisition of the sports goods retailer Sport Sperk
  • Sparhandy GmbH acquires a stake in W.E.S. Communication GmbH
  • INDUS Holding AG and its holdings u.a. On the following transactions:
    • Purchase of CAETEC GmbH by INDUS Holding AG
    • Acquisition of a majority stake in AFK GmbH by AURORA Konrad G. Schulz GmbH & Co. KG
    • Acquisition of the Eumatic / Frohmasco group by OBUK Haustürfüllungen GmbH & Co. KG
    • Acquisition of NEA International B.V. By OFA Bamberg GmbH
    • Acquisition of TR Metalltechnik GmbH by way of an asset deal and further shares in Rübsamen KG
    • Acquisition of D.M.S. GmbH Design model studies by the Kieback-Schäfer Group
    • Acquisition of HEAVAC B.V. By the AURORA Konrad G. Schulz GmbH & Co. KG
    • Acquisition of all assets of Lubrication Solution Inc. by HORN GmbH & Co. KG
  • Media Venture GmbH, Beteiligungsgesellschaft Ströer Group, in various transactions, including:
    • Acquisition of majority stake in German WhatsApp competitor Hoccer
    • Acquisition of a majority stake in BePosh GmbH
    • Sale of Comvel GmbH with the Internet travel portals weg.de and ferien.de to Seven Ventures, a company of the ProSiebenSat.1 Group
  • NORD Holding Unternehmensbeteiligungsgesellschaft mbH for the following transactions:
    • Sale of Bettmer GmbH
    • Sale of Alsitan GmbH
    • Holding in Kentaro AG (Switzerland)
    • Acquisition of Engler & Partner AG (Switzerland)
    • Acquisition of Julius Heywinkel GmbH
    • Acquisition of Drescher
    • Acquisition of Burton GmbH
    • Acquisition of the RUWEL GmbH printed circuit board in Wetter / Marburg
    • Sale of HFK Kunststofftechnik GmbH
  • Sales and handing-out of the sewing machine manufacturer Pfaff for sales to Shang Gong Europe Holding
  • Eyeglass manufacturer Optiswiss, a company from the Carl Zeiss Group, acquisition of the activities and employees of Swiss Optic in Germany from the Michael Pachleitner Group
  • Carl Zeiss Industrielle Messtechnik GmbH in the preparation and execution of the following transactions:
    • Acquisition of Junker + Partner GmbH
    • Acquisition of Holometric Technologies Group
  • Managing directors of Goodwheel GmbH, online tire trading, when selling the majority to the PON Group
  • Shareholders of NewLab BioQuality AG on sale to Charles River Laboratories Inc.
  • Founding partner of pka Klöcker GmbH, a leading manufacturer and distributor of occupational safety and protective clothing, for sale to the Bunzl Group
  • Nordrad Norddeutsche Radiologie GmbH & Co. KGaA in the acquisition of Diagnoseklinik München.de GmbH
  • Shareholders of mindmedia GmbH on sale to KnowHow AG
  • NORDMILCH eG in the sale of the ice cream business to Roncadin GmbH
  • NORDMILCH eG to participate in the OCM Ice Cream S.á.r.l.
  • Structuring and implementing several management buy-in / -out transactions within the scope of company successions
  • Shareholder family in the sale of a special metalworker to strategic investor and management participation
  • Special machine builders in the acquisition of a competitor from the insolvency (asset deal)

 

DAY-TO-DAY ADVICE ON COMMERCIAL LAW ISSUES

  • Comprehensive advice on corporations and partnerships in all legal and economic questions
  • Structuring and advising of stock and non-stock listed companies, European companies as well as limited partnerships on shares in organizational questions and at general meeting of shareholders
  • Advising management boards, supervisory boards and managing directors in matters of corporate law (cash pooling, external company financing, etc.) of any kind
  • Legal advice to a mid-sized sector company in the case of minority shareholders at the level of investment, taking over temporary in-house functions
  • Contracts for various medium-sized business groups in different industries, legal review / creation of company databases for contracting and legal controlling
  • Legal consulting of a German teleshopping company in the enforcement of copyright, legal advice on international IT projects as well as liability claims in case of warranty

 

AUDIT-RELADET SERVICES

  • Preparation of various audit and audit reports for the establishment of stock corporations and capital increases against non-cash contributions by the auditors in our company;
  • Performance of merger audits pursuant to § 9 UmwG by the auditors in our company;
  • preparation of corporate valuations in the run-up to mergers;
  • Experts Examination and preparation of net assets according to Art. 37 para. 6 SE Regulation.