A&O, Hengeler land German instruction

Allen & Overy (A&O) and Hengeler Mueller have advised on German law for the first leveraged acquisition under the new takeover provision in Germany.
Under the terms of the deal, CIBC World Markets will provide senior and mezzanine facilities to fund the acquisition of Gardena Holding by Green Holding, a new company set up by Industri Kapital 2000.
The e263m (£164m) senior debt and e42.5m (£26.5m) mezzanine debt were signed on 6 May and will be used to acquire listed and non-listed shares of the German garden products company Gardena Holding.
A&O, led by London partner Euan Gorrie and Frankfurt partners Neil Weiand and Harmut Krause, advised CIBC as arranger, while Hengeler advised Industri Kapital.
According to Gorrie, the structure of the deal was unusual. “Due to changes to the tax code, the structure was very complex and we haven’t seen anything like it”, he said. “It was also the first leveraged deal in Germany to be done under the new takeover rules, which means we could take advantage of the squeeze-out clause. There are also new provisions similar to the UK, whereby a bidder needs to be able to confirm its funds. This obviously raises some interesting points for the banks in terms of potential liability.”
Shearman & Sterling was lead counsel for Industri Kapital and Freshfields Bruckhaus Deringer acted for the vendors of the non-listed shares.