Milbank LLP advised EQT Private Equity (EQT) on its voluntary purchase offer regarding all outstanding shares of SUSE S.A. (SUSE) and the subsequent delisting of SUSE. The delisting is expected to take place in the fourth calendar quarter of 2023 by way of a merger of Luxembourg-based SUSE into an unlisted Luxembourg company in the legal form of a Société Anonyme (S.A.). SUSE’s shareholders have the opportunity to exit their investment through a voluntary purchase offer by Marcel LUX III SARL (Marcel), a holding company of EQT. The purchase offer will be financed by EQT through an interim dividend to be paid by SUSE to all shareholders. Milbank is advising EQT on all aspects of the transaction. EQT is also being advised on Luxembourg law aspects of the transaction by the law firm Elvinger Hoss Prussen. Milbank has advised EQT since the acquisition of SUSE from MicroFocus in 2018. The Milbank team includes partners Steffen Oppenlaender, Christoph Rothenfusser (both Corporate/M&A, Munich) and Philipp Kloeckner (Capital Markets, Frankfurt), special counsel Nico Feuerstein (Capital Markets, Munich) and associates David Schwenneker, Sandra Feil and Manuel Bogenreuther (all Corporate/M&A, Munich). The Elvinger Hoss Prussen team includes partner Thierry Kaufmann and senior associate Clemens Thill.