Judit Gajdics

Freshfields Bruckhaus Deringer (‘Freshfields’) has advised The Yokohama Rubber Co., Ltd. (‘Yokohama Rubber’) on acquiring the entire wheel systems business of Swedish-listed Trelleborg AB, for an enterprise value of over €2bn. The transaction is to be effected via a share purchase of 100 per cent of the shares in Trelleborg Wheel Systems Holding AB (‘TWS’) from Trelleborg AB. TWS manufactures and sells off-highway tyres for agricultural and industrial machinery. A small part of the purchase price is subject to an earnout. The acquisition is expected to complete in the second half of 2022, after completion of necessary procedures required by the competition laws of the European Union and other countries. A large global and multidisciplinary Freshfields team advised on the transaction, led by the firm’s head of Japan practice and M&A partner Takeshi Nakao, with support from partner Jochen Ellrott and head of Japan M&A Tomoko Nakajima. Partner Helen Buchanan provided tax advice with support from associate Laura McDaniel. Partner Daniel French provided advice on the finance aspects of the transaction. Advice on merger filings and FDI filings was led by partner Kaori Yamada, with support from senior associate Kenji Kawahara and associates Pauline Fliche and Yusuke Kambayashi. Those leading the transaction team were supported by counsel Judit Gajdics, Frank Schaer and Sascha Arnold; senior associate Marcus Wolter; principal associate Sarah Rohmann; associates Sandra Jung, Hugh Goodwin, Wataru Shono, Victoria Muller, Fabian Zopfchen, Gesche Heidorn, Ethan Donovan, Maya Haria, Elisabeth Wulf and Iris Hammerschmid; and transaction lawyer Alexandra Buchanan. ENDS

Mar 29

1 min

Global law firm Freshfields has advised Qatar Investment Authority (‘QIA’), the sovereign wealth fund of the State of Qatar, on its acquisition of a significant minority stake in Sauber Holding AG, the future Formula 1 factory team of German car manufacturer Audi AG. With this strategic investment, QIA will enter the project as a long-term investor and partner. QIA's investment will provide a substantial capital injection and further pave the way for increasing infrastructure and team buildout, positioning the team for long-term success in the Formula 1. QIA was established in 2005 to protect and grow Qatar’s financial assets, and to help diversify the economy. It is a global investment organization with investments spanning all major global markets, asset classes, sectors and geographies. Audi will officially enter Formula 1 with a factory team with the change of the technical regulations in 2026. The transaction is subject to customary regulatory approvals. The Freshfields team was led by Partner Ralph Kogge (Corporate/M&A, Munich) and also included: Partners: Helmut Bergmann (Antitrust & Competition, Berlin), Giles Pratt (Commercial/IP/IT, London), Stephen Hewes (Corporate/M&A, London) Counsel: Judit Gajdics (Corporate/M&A, Munich), Mariusz Motyka-Mojkowski (Antitrust & Competition, Berlin), Martin Rehberg (Tax, Munich) Principal Associates: Sandra Jung (Corporate/M&A, Munich), Moritz Lehmann (Tax, Munich) Associates: Charlotte Schings (Corporate/M&A, Munich), Caroline Guichoux, Christopher Sickinger (both Antitrust & Competition, Berlin), Tochukwu Egenti, Jaymie Younger (both Commercial/IP/IT, London) Senior Transaction Lawyer: Franz Dahl (Hamburg) Inhouse the transaction was advised by Michael Schweppe.

Dec 2

1 min

Global law firm Freshfields Bruckhaus Deringer ("Freshfields") has advised DAX 40 listed Siemens Energy AG ("Siemens Energy") comprehensively from a corporate, finance, state aid and tax law perspective on the conclusion of a "guarantee package" with a consortium of banks and the German government and a related partial sale of its interest in the Indian company "Siemens Limited" ("SIL"). For long-term projects, Siemens Energy AG is dependent on certain guarantees for advance payments, performance or warranty guarantees. Under the agreements with the consortium of banks and the German government, Siemens Energy AG has secured guarantee lines totalling EUR 12 billion. EUR 11 billion will be provided by a consortium of banks under a guarantee facility, for which the German government will provide a proportional guarantee in the amount of EUR 7.5 billion. The remaining EUR 1 billion will be provided by another consortium of banks led by Deutsche Bank. The theoretical default risk under this line is covered by structured loss protection of up to EUR 1 billion. As part of the agreements, Siemens Energy AG now intends to sell 18% of its shares in the Indian company SIL to its majority shareholder Siemens AG for a purchase price of approximately EUR 2.1 billion in order to strengthen its balance sheet. In addition, Siemens Energy AG and Siemens AG have agreed on a structure that covers the theoretical default risk of the guarantees by accessing a first loss amount of up to EUR 1 billion. This amount is collateralised by a block of shares as well as agreed payment deferrals. The Freshfields team was led by partners Dr. Stephan Waldhausen (Corporate/M&A, Düsseldorf), Dr. Simon Schwarz (Corporate/M&A, Frankfurt), Dr. Frank Laudenklos (Finance, Frankfurt), Dr. Andreas von Bonin (Antitrust, Brussels) and principal associate Dr. Mesut Korkmaz (Corporate/M&A, Düsseldorf). They were supported by partners Dr. Philipp Redeker (Tax, Düsseldorf), Dr. Christian Sistermann (Tax, Munich), Eelco Van Der Stok (Tax, Amsterdam), Dr. Lars Westpfahl (Restructuring, Hamburg), Michael Broeders (Restructuring, Amsterdam), counsel Judit Gajdics (Corporate/M&A, Munich), Jan-Philip Wilde (Restructuring, Hamburg), Alexander Ruschkowski (Capital Markets, Frankfurt), Dr. Janina Heinz (Regulatory, Frankfurt), Dr. Peter Stark (Tax, Frankfurt), Dr. Justus Anacker (Corporate/M&A, Düsseldorf) and Tim Elkerbout (Finance, Amsterdam) as well as principal associates Dr. Dennnis Chinnow (Finance, Frankfurt), Dr. Julian Siller (Tax, Munich) and Dr. Christoph Becherer (Corporate/M&A, Berlin). The team also included the associates Finn Poll-Wolbeck (Corporate/M&A, Düsseldorf), Marc Philipp Lebioda (Corporate/M&A, Munich), Dr. Burak Firat (Corporate/M&A, Berlin), Hannes Butz (Corporate/M&A, Frankfurt), Laura Korndörfer (Finance, Frankfurt), Jonas Levermann (Antitrust, Brussels), Dr. Rebecca Hettich (Corporate/M&A, Frankfurt), Viktoria von Abel (Tax, Frankfurt), Antonius Gehringhoff (Corporate/M&A, Berlin) and Merel Van Essen (Tax, Amsterdam). Inhouse at Siemens Energy AG, the project was supported on the legal side by Dr. Ilkin Karakay (General Counsel), Dr. Christian Zentner (Head of Corporate/M&A), Dr. Lars Stelling (Head of Legal M&A, Antitrust & Regulatory), Christian Kallenbach (Senior Legal Counsel), Jörn Eickhof (Head of Legal Competition & Regulatory), Dr. Elke Wachenfeld-Teschner (Head of Capital Markets & Shareholdings), Dr. Michael Hölzl (Head of Tax), Nadin Beatrix Fink (Vice President / Head of Group Tax) and Dr. Stefan Höhns (Siemens Gamesa Renewable Energy, General Counsel).

Nov 15

2 min

Global law firm Freshfields Bruckhaus Deringer ('Freshfields') is advising Etex on the consolidation of its portfolio of sustainable business activities through the acquisition of URSA, a European leader in insulation solutions, from Xella Group. This acquisition is subject to customary closing conditions. Through this transaction, Etex is securing a new business growth platform, in addition to the opportunity to continue playing a pivotal role in addressing sustainability challenges. By adding insulation expertise to its plasterboard, fibre-cement, passive fire protection and modular offering, Etex will also extend its ability to provide systems and solutions. URSA’s activities are present across more than 20 countries in Europe, including France, Germany, Spain and Poland, in addition to Russia. The company operates 13 production sites and covers most countries where Etex is already operating through its other divisions. Headquartered in Madrid, URSA brings a reliable European supply chain network and a team of over 1,700 dedicated employees for a revenue of circa €500 million. Like Etex, it prides itself on the sustainability and comfort features of its products. The Freshfields team is led by Gregor von Bonin (partner, Düsseldorf) and Judit Gajdics (counsel, Munich) and comprises Edward Cole (partner, London), Moritz Heidbuechel (counsel, Frankfurt), Dr. Aljoscha Barath (Hamburg), Gaïa Pattyn (Munich), Dr. Maxim Gomer (Düsseldorf), Lisa-Marie Woschniak (Munich), Dr. Timo Piller, Daniel Vogt (both Düsseldorf) and Madalena de Abreu (London, all Corporate/M&A). Tax advice is being provided by Dr. Georg Roderburg (partner) and Thomas Richter (both Düsseldorf). Partner Dr. Martin Klusmann is advising on competition law together with Dr. Sebastian Pritzkow (both Düsseldorf). Dr. Ulrich Sittard (Partner, Düsseldorf) and Kristin Kammann (Hamburg) are advising on employment law and Dr. Michael Ramb (partner, Düsseldorf) and Sascha Arnold (counsel, Hamburg) are advising on public and environmental law together with Lena Hanke (Berlin).

Jan 14

1 min

Freshfields is maximising use of its contractual six-month notice period for non-U.S. partners who opt to leave the firm, in a shift away from its usual practice of allowing partners to leave after three months. Although the firm’s partnership contract allows it to require departing partners to observe a full six-month notice period, normal practice was to accept half that, according to two sources with knowledge of the firm. The firm has recently decided to use the full extent of its contractual power with certain senior partners as it faces a growing number of top level exits across Europe, the people said. One of the people said that it is the first time the full six months has been implemented. Lengthy notice periods are generally associated with U.K. and European headquartered law firms and can serve several purposes, including disincentivising departures and minimising their impact. Most of the time, partners are put on garden leave, which requires them to see out their notice away from work. Some firms have justified longer notice periods as a means to offset the sometimes destabilising effects of exits by smoothing succession planning and enabling the orderly transfer of mandates. Long notice periods can disrupt the departing partner’s client relationships, reducing the likelihood of the firm losing clients and market share. Last month, Law.com revealed that A&O Shearman was also implementing lengthier and less defined notice periods, with the potential to insist on a nine-month period, against a backdrop of a planned 10% reduction of its equity partner ranks among many other partner departures, which by January had closed in on 200. Freshfields too has faced departures, with several, many long-time, partners leaving for rivals. Among them is a four-partner Germany team that last month left for Latham & Watkins, led by the firm's former Continental European head Markus Paul, and his fellow private equity partner Carsten Haak, as well as Munich-based corporate partners Wessel Heukamp and Verena Nosch. Others have included Brussels antitrust partner Rafique Bachour, who before his exit to Skadden, Arps, Slate, Meagher & Flom was one of the firm’s global managing partners, and senior corporate partner in Spain Armando Albarran, who left last month to launch Gibson Dunn & Crutcher’s Madrid office. Meanwhile, Cyril Valentin, the firm’s former Paris tax head, and veteran corporate partner Hervé Pisani, both left last month for White & Case. Over a similar period the firm hired Kirkland & Ellis partner Florian Sippel to its Munich office. In the U.S., where Freshfields is focusing much of its hiring attention, it has hired Nema Milaninia, a regulatory and investigations partner from King & Spalding, and Manish Kumar, a veteran of the Department of Justice. However, this month, the firm saw its head of the U.S. energy and infrastructure group and co-head of the firm’s Latin America practice, Melissa Raciti-Knapp, join Vinson & Elkins in New York. The notice period development adds to the perception of a growing divergence between Freshfield’s U.S. practice, into which it has invested a great deal, and its historical European hubs. In the U.S., employers are generally prohibited from using long notice periods, with most U.S. law firms utilizing 30 day periods or less. Freshfields declined to comment.

Feb 23

2 min