Elizabeth Oberholzer

Freshfields Bruckhaus Deringer has advised Cazoo, the leading UK online car retailer, on its acquisition of Cluno, Germany’s leading consumer car subscription platform. Cazoo was founded in 2018 by Alex Chesterman OBE in the UK and is backed by leading global technology investors. Following the acquisition, Cluno, which was founded in Munich in 2017, is expected to become Cazoo's European headquarters and the base for its international growth strategy in Germany and Europe. Cazoo will then also offer car subscriptions in Europe and the UK. Sellers are the founders of Cluno, Christina Polleti, Nico Poletti and Andreas Schuirer, as well as further investors, among them Valar Ventures, Acton Capital Partners and Atlantic Labs. Freshfields regularly advises Cazoo on transactions and works closely with Cazoo‘s Group General Counsel, Ned Staple. The team included Lars Meyer, Elizabeth Oberholzer, Mirjam Meyer (all Corporate / M&A) and Philipp Knoll (People & Reward) as well as Mario Hüther and Matthis Grenzer (both Finance); Stefan Bajohr (Corporate / IP), Philipp Lehmann (Corporate / Data); Alexander Glos and Alicia Hildner (both Finance / Regulation); Alexander Schwahn and Tobias Franz (both Tax), Frank Röhling and Uwe Salaschek (both Antitrust), and Natasha Good, Kaustuv Banerjee and Kathleen Chua (Corporate / UK law, London).

Feb 25

1 min

Freshfields Bruckhaus Deringer (‘Freshfields’) has announced the appointment of 27 new partners with effect from 1 May 2022. The new partners are drawn from all of the firm’s market-leading practices and reflect the breadth and depth of Freshfields’ global expertise. The group brings diverse experience, skills and insights to the partnership. Freshfields’ Senior Partner Georgia Dawson said: “We are absolutely delighted to welcome such a talented and diverse group of colleagues to our global partnership. We are excited about what they will bring to Freshfields and our clients, and the contribution they will make to the long-term success of the firm and the communities in which we live and work.” The full list of new partners is set out below: Antitrust, Competition and Trade Tom McGrath, London Merit Olthoff, Brussels Jan Rybnicek, Washington, DC Ermelinda Spinelli, Milan / Rome Dispute Resolution Nina Bayerl, Munich Kate Gough, London Eric Leikin, CE / Vienna Xin Liu, Hong Kong Daniel Travers, Düsseldorf Ricky Versteeg, London Anne-Laure Vincent, Paris Tom Walsh, New York Global Transactions Samira Afrasiabi, London Alon Gordon, London Sami Jebbour, Paris Ziyad Nassif, London Elizabeth Oberholzer, Munich Saloua Ouchan, Amsterdam Philipp Pütz, Düsseldorf Sarah Su, Hong Kong Johannes Vogel, Frankfurt David Yi, Hong Kong Tamara Young, London Zheng (Jonathan) Zhou, New York People & Reward Thomas Granetzny, Düsseldorf Frank Schaer, Frankfurt Tax Kathi Kubik, Vienna

Apr 7

1 min

A survey by global law firm Freshfields Bruckhaus Deringer has analysed the M&A activity of the 40 DAX and 50 MDAX companies over the past 10 years, this time from 2013 to 2022. Looking at the year 2022 the survey found that the listed companies were more cautious recently, but quite active overall – despite the challenging political and economic environment and special effects from the pandemic. The key findings of the study include: While the number of acquisitions and investments by the current DAX and MDAX constituents increased almost steadily for nine years until 2021, the total was down 11.2 per cent in 2022 compared to 2021. The published deal values dropped by about 35 per cent, from $77.8bn in 2021 to $50.4bn in 2022. In percentage terms, these declines are about in line with the trend also observed globally last year, where the deal value was down 34 per cent from 2021. Looking at the sectors in which the DAX and MDAX companies acquire and invest, digital markets are now outpacing DAX and MDAX companies’ investments in other industries. The fact that very few of the DAX and MDAX constituents are pure tech companies further underscores the fact that M&A continues to be an important tool for leading German corporates to implement their digital transformation. Similarly, some of the economies with a high density of companies in innovative areas like tech and life sciences have also seen a steep rise in M&A investments from Germany‘s largest listed companies – for example, Israel saw 41 deals by DAX and MDAX companies in the three years 2020, 2021 and 2022 , but only nine deals between in the seven prior years (2013 and 2019). Looking at the DAX and MDAX together, Germany has continued to be the top investment destination over the last decade (677 deals), even if almost on par with the US (604 deals). In fact, when looking at the DAX companies only, the US has become the top investment destination in the last decade, having already overtaken domestic German transactions in 2016, with the MDAX constituents also seeing the US as an increasingly popular destination. The study also shows that leading German companies continue to seek inorganic growth in China. China has remained attractive for DAX companies in particular, with activity increasing since a drop in 2016. Combined volumes from 2020 to 2022 account for more than the half of all German-China deals in the last decade. Within emerging markets, deals by the DAX and MDAX constituents had been on the rise since 2018, though activity appears to have tailed off in accordance with the overall trends in 2022 (18 per cent down year-on-year between 2021 and 2022). Deals by both DAX and MDAX companies in Russia have been declining since 2017 and have come to a standstill since the start of the war against Ukraine. Decline in deals mirrors global trend The past year has seen widespread and unexpected global economic upheaval, which in turn has affected the M&A market globally and in Germany. After recent record years, both the volume and the value of global transactions declined: in 2022 value was $3.855trn, down 34 per cent from 2021, as the latest Freshfields M&A monitor shows as well. The number of transactions decreased by 29 percent in 2022 compared to 2021. This trend also applies to the 90 leading German companies that are listed in the DAX and the MDAX. “M&A activity among the DAX and MDAX companies was still fairly active strong in 2022 despite the global transactional landscape being down significantly and despite the ‘polycrisis’ of war in Ukraine, higher interest rates, rising inflation and other dampening factors,” says Lars Meyer, M&A partner at Freshfields and one of the authors of the study. “Moreover, 2021 was a year in which the investment backlog from the coronavirus-affected year of 2020 was released again. This made the year artificially stronger and limits the comparison with 2022.” Tech, ESG and the US remain drivers of German M&A The largest listed companies in Germany are also using M&A to advance their efforts to increase sustainability, for example to acquire clean energy technology. Accordingly, ESG and in particular the shift away from carbon-intensive business models will continue to become more significant factors in M&A. In addition, the digital transformation of the German industry also remains a very significant driver of M&A of DAX and MDAX companies. Freshfields M&A partner Philipp Puetz says: “The figures highlight the push towards digital transformation of German companies and the desire to undertake tech deals globally. Many companies of the ‘old economy’ are still in the midst of this process and emerging tech companies may renew attraction for M&A activity in 2023 on a more moderate valuation level. In addition, advanced technologies around AI, automation and the metaverse may further disrupt traditional industries and attract investments, not only from pure tech players.” The large number of potential takeover or investment targets in the tech sector is also a main reason for their focus on deals the US, but not the only one: “German companies on the DAX and MDAX are increasingly looking to the US market, in particular with a focus on acquisitions and investments in innovative industries,” says M&A Partner Elizabeth Oberholzer. “In addition, the US have the advantages of a more stable environment and energy supply certainty for plants while this is currently a challenge in Europe.” The entire survey and individual statistics can be found here. It includes all figures and individual statistics on deal volume and deal numbers, sectors and regions (with additional evaluation for the emerging markets) as well as a description of the underlying methodology.

Feb 14

4 min

Global law firm Freshfields Bruckhaus Deringer (‘Freshfields’) has advised the US technology group 3M on the spin-off of its healthcare division. The business is now listed on the NYSE under the name Solventum. The transaction involved the legal separation and reorganisation of the healthcare business with a turnover of US$8.2bn in over 90 jurisdictions. A large international Freshfields team as well as numerous law firms from our Stronger Together network, helped by the Freshfields Hub and the Freshfields Lab who provided tailored legal tech solutions were at play to achieve this tremendous result on time. The core team included: Partners: Barbara Keil, Elizabeth Oberholzer (both Global Lead, Corporate Law, Munich), Thomas Granetzny (Employment Law), Theresa Ehlen (IP/M&A, both Düsseldorf), Michael Ramb (Regulatory, Berlin), Christian Sistermann (Tax, Munich), Peter Niggemann (Antitrust, Düsseldorf), Gerrit Beckhaus (Real Estate, Hamburg/Berlin), Takeshi Nakao (Tokyo), Dirk-Jan Smit (Amsterdam), Miriam Pérez-Schafer (Madrid), Luigi Verga (Milan), Dr Farid Sigari-Majd (Vienna), Fares Al-Hejljalan (Riyadh), Vincent Macq (Brussels), Stephen Hewes (London; all Corporate Law) Counsels: Christine Laciak (Antitrust/Foreign Investments, Washington), Philipp Lehmann, Stefan Bajohr (Düsseldorf, both IP/M&A), Dr Martin Rehberg (Tax, Munich) Principal Associates: Katharina Reinhardt (Dispute Resolution, Berlin), Elisabeth Wulf (Corporate Law), Nina Gissinger (Real Estate Law, both Hamburg), Julian Siller (Tax, Munich), Sarah Rohmann (Employment Law, Düsseldorf) Associates: Julius Röck, Jan Postweiler, Philipp Schneider, Stefan Aust, Julius Raddatz (all Munich), William Björklund (Berlin; all Corporate Law), Benjamin Blum (Dispute Resolution, Frankfurt), Ilko Trenn (Tax), Julia Kilp (Employment Law, both Munich) Freshfields Lab: Gerrit Beckhaus (Co-Head Lab, Hamburg/Berlin), Lucas Treichl (Co-Head Lab, Vienna/Berlin), Blagoy Penchev (Lead Legal Solutions Engineer, Berlin), Marvin Hartmann (Legal Solutions Engineer, Düsseldorf) Transaction Lawyers/Paralegals: Lisa-Marie Woschniak (Munich), Chelsia Tai (Frankfurt), Vielka Hernandez Ceballos, Maria Konstantinou, Vitalii Ushakov (both Frankfurt), Ekaterina Chepurnaya (Munich)

Apr 8

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