14 March 2024

GLADE MICHEL WIRTZ comprehensively advises ABACON CAPITAL GmbH (ABACON) in connection with the intended voluntary public takeover offer of Elbe BidCo AG to the shareholders of the MDAX-listed wind and solar park operator ENCAVIS AG (Encavis).

Today, Elbe BidCo AG (Bidder), a holding company controlled by investment funds, vehicles and accounts advised and managed by Kohlberg Kravis Roberts & Co. L.P. and its affiliates, has decided to launch a voluntary public takeover offer for all outstanding shares of Encavis against a cash consideration of EUR 17.50 per Encavis share. This corresponds to a valuation of Encavis in the amount of EUR 2.8 billion.

In this context, the Bidder has signed binding agreements with ABACON and other members of the already existing shareholder pool as well as additional significant shareholders, pursuant to which they will transfer their Encavis shares to the Bidder outside of the offer. This will be done partly by sale against payment of a purchase price in cash in the amount of the offer price and partly against a re-investment (rollover) in the Bidder. ABACON and the other shareholders will retain an indirect stake of approximately 13% in Encavis after the rollover.

ABACON CAPITAL is a future-oriented, family-owned investment firm active in the fields of sustainable energy, pioneering mobility solutions and deep tech. ABACON was founded by Albert Büll, a visionary entrepreneur and investor who has successfully established numerous companies such as the B&L Group, Encavis and noventic group.

GLADE MICHEL WIRTZ has already advised ABACON and other members of the existing shareholder pool in connection with the existing pool agreement.

Dr Marco Sustmann (Partner), Dr Andreas Merkner (Partner), Dr Alexander Retsch (Partner), Dr Philipp Elixmann (Associate) – all Corporate

GLADE MICHEL WIRTZ currently has around 30 lawyers and a total of around 60 legal and non-legal staff specializing in corporate and competition law. In these fields, the firm has made a name for itself in M&A, litigation and compliance in addition to its traditional advisory services. As a focused boutique law firm, GLADE MICHEL WIRTZ advises DAX, MDAX and TecDAX companies, medium-sized companies as well as foreign, globally active groups and investors both nationally and internationally on corporate and partnership law, mergers and acquisitions, restructurings, antitrust fines and merger control proceedings as well as on compliance issues. In the area of litigation, the focus is in particular on the resolution of corporate law, capital market law and antitrust law conflicts.

You can download the press release here: GLADE MICHEL WIRTZ advises ABACON CAPITAL GmbH in connection with the announced takeover of Encavis AG by Elbe BidCoAG

22 February 2024

GLADE MICHEL WIRTZ advises Mercedes-Benz Group AG in connection with a new share buyback policy that was announced by the group yesterday. Based on such policy, the future Free Cash Flow from the industrial business (as available post potential small-scale M&A) generated beyond the approx. 40 percent dividend payout ratio of Group Net Income shall be used to fund share buybacks with the purpose of redeeming shares.

In this context, Mercedes-Benz Group AG has resolved to conduct a further share buyback programme which is expected to commence immediately after the conclusion of the ongoing share buyback programme. Through the new share buyback programme it is intended to repurchase own shares worth up to EUR 3 billion (not including incidental costs) on the stock exchange and subsequently cancel them.

As already in connection with the ongoing share buyback programme, through which it is intended to acquire own shares worth up to EUR 4 billion (not including incidental costs) and subsequently cancel them, GLADE MICHEL WIRTZ advises Mercedes-Benz Group AG also in connection with the new share buyback programme. 

Mercedes-Benz Group AG (Inhouse Legal):

Dr Wolfgang Bartels (General Counsel), Jan Philipp Komossa (Senior General Counsel), Dennis Döpfer (Senior Legal Counsel)

GLADE MICHEL WIRTZ (Düsseldorf):

Dr. Marco Sustmann (Partner), Dr. Alexander Retsch (Partner), Dr. Jakob Müllmann (Associate) – all Corporate

GLADE MICHEL WIRTZ, with currently approx. 30 lawyers and a total of approx. 60 legal and non-legal staff, specializes in the areas of Corporate & Competition. In addition to its traditional advisory services, the firm has also made a name for itself in the fields of litigation and compliance. As a focused boutique law firm, GLADE MICHEL WIRTZ advises, nationally and internationally, companies listed on the DAX, MDAX or TecDAX, medium-sized companies as well as foreign, globally active groups and investors in corporate and partnership law, on mergers and acquisitions, on restructuring and reorganisation, in cartel fine and merger control proceedings as well as on compliance issues. In the area of litigation, the focus is on resolving conflicts under corporate law, capital markets law and antitrust law.

You can download the press release here: GLADE MICHEL WIRTZ advises Mercedes-Benz Group AG on share buyback policy and further share buyback

22 January 2024

GLADE MICHEL WIRTZ advises Vion Food Group (Vion), a leading international producer of meat, meat products, and plant-based alternatives, in connection with its strategic adaptation in the German market.

As part of a comprehensive package of measures developed by Vion for its activities in Germany, the Dutch-German meat group has sold its cattle slaughterhouse and the plant for the production of end consumer products in Altenburg, Thuringia, as well as the ham specialist Ahlener Fleischhandel to the Tönnies Group. In addition, the pig processing plant in Perleberg, Brandenburg, was sold to the medium-sized company Schlachterei Uhlen GmbH from Lengerich. The projects are each subject to antitrust approvals, among other. Following the transactions, a total of around 700 employees will be transferred to the respective buyer. In addition, Vion will close its largest German pig slaughterhouse in Emstek. Glade Michel Wirtz negotiated and provided legal advice on the transactions to Vion.

With these changes, Vion is responding to the current tense situation in the German meat industry. Due to the outbreak of African swine fever (ASF), the sector is losing important export opportunities and is facing increased competition on the global market. In response to this development, the industry is focusing more on the domestic market and striving for self-sufficiency.

Vion is an international meat and food industry group based in Boxtel in the south of the Netherlands and is currently one of the largest meat companies in the world with 29 production sites in the Netherlands, Germany, and Belgium and sales organizations in sixteen countries.

GLADE MICHEL WIRTZ (Düsseldorf):

Dr Achim Glade (Partner), Dr Jan Hermes (Partner), Dr Annika Dippel (Associate) – all Corporate

Dr Markus Wirtz (Partner), Dr Silke Möller (Partner), Dr Laura Gellisch (Associate) – all Competition

GLADE MICHEL WIRTZ currently has around 25 lawyers and a total of around 50 legal and non-legal staff specializing in corporate and competition law. In these fields, the firm has made a name for itself for litigation and compliance in addition to its traditional advisory services. As a focused boutique law firm, GLADE MICHEL WIRTZ advises companies listed on the DAX, MDAX or TecDAX, medium-sized companies as well as foreign, globally active groups and investors both nationally and internationally on corporate and partnership law, mergers and acquisitions, restructuring and reorganization, antitrust fines and merger control proceedings as well as on compliance issues. In the area of litigation, the focus is on the resolution of corporate, capital markets and antitrust disputes.

You can download the press release here: GLADE MICHEL WIRTZ advises Vion Food Group on the sale of three locations

13 December 2023

GLADE MICHEL WIRTZ advises MDAX-listed technology group GEA Group Aktiengesellschaft (GEA) on the corporate law implementation of the planned Say on Climate. As part of yesterday's announcement of the "Climate Plan 2040", which will be published in early March 2024, GEA announced that shareholders will have the opportunity to vote on the path to Net Zero at the upcoming Annual General Meeting as part of a consultatory resolution. GEA will thereby be the first company in the DAX index family to seek a Say on Climate resolution from the Annual General Meeting.

GEA's Climate Transition Plan 2040 describes in detail how the company intends to reduce greenhouse gas emissions to net zero at every link in the value chain by 2040. GEA had already announced this ambitious goal in 2021. Moreover, GEA is raising its medium-term climate targets for the entire value chain by 2030 and, for the first time, is setting a short-term target for reducing greenhouse gas emissions from its own activities (Scope 1 and 2) by 2026. Alongside the medium-term targets raised, the net zero target is currently in the process of being validated by the Science Based Targets Initiative (SBTi). GEA plans to invest a total of EUR 175 million in specific measures to further reduce greenhouse gas emissions in its own operations by 2040.

As a long-standing advisor to GEA's Annual General Meetings GLADE MICHEL WIRTZ advises the company in particular on the corporate law conceptualization and implementation of the Say on Climate at the upcoming Annual General Meeting. Although the consultation of the Annual General Meeting on a company's climate transition plan has been tried and tested several times by companies abroad in recent years, in Germany – following an initial precedent this year – it still represents uncharted territory under stock corporation law. In terms of legal policy, however, the Say on Climate has already been under discussion for some time, so that is not unlikely that the German legislator will take action in the future.

GEA Group Aktiengesellschaft (Düsseldorf):

Dr Nadine Sterley (Chief Sustainability Officer), Bastian Laue (Vice President Corporate Legal Affairs), Dr Jonathan Boeckmann (Legal Counsel)

GLADE MICHEL WIRTZ (Düsseldorf):

Dr Andreas Merkner (Partner), Dr Friedrich Schulenburg (Partner), Dr Philipp Elixmann (Associate) – all Corporate

GLADE MICHEL WIRTZ currently has around 25 lawyers and a total of around 50 legal and non-legal staff specializing in corporate and competition law. In these fields, the firm has made a name for itself in litigation and compliance in addition to its traditional advisory services. As a focused boutique law firm, GLADE MICHEL WIRTZ advises DAX, MDAX and TecDAX companies, medium-sized companies as well as foreign, globally active groups and investors both nationally and internationally on corporate and partnership law, mergers and acquisitions, restructurings, antitrust fines and merger control proceedings as well as on compliance issues. In the area of litigation, the focus is in particular on the resolution of corporate law, capital market law and antitrust law conflicts.

You can download the press release here: GLADE MICHEL WIRTZ advises GEA on Say on Climate 

November 10, 2023

GLADE MICHEL WIRTZ advises INTERSPORT Deutschland eG (INTERSPORT), the leading wholesale cooperative in sports retail across Germany, on the sale of Sport Voswinkel GmbH & Co. KG to the Italian Cisalfa Sport S.p.A.

Cisalfa Sport, a sports retailer with over 150 locations in Italy and itself part of the Intersport network in Europe, is acquiring Sport Voswinkel with all 50 stores throughout Germany, including the headquarters in Dortmund. The acquisition also marks the beginning of a long-term partnership between INTERSPORT and Cisalfa Sport, whereby Cisalfa Sport will continue to have access to INTERSPORT services through Sport Voswinkel.

This cooperation will enable INTERSPORT to realize its growth and development plans within the framework of its strategy in an even more targeted and focused manner, as it is not focused on Own Retail. The sale will strengthen the presence of the INTERSPORT brand on the German market. INTERSPORT is aiming for a clear growth course and future investments after the closing, which is expected to take place this year.

Thomas Storck, CFO and Deputy CEO of INTERSPORT: "We are confident that we have found the right purchaser for Sport Voswinkel, who has the necessary know-how and financial resources to grow Sport Voswinkel." (translated from German)

Sport Voswinkel, founded in 1904 and based in Dortmund, operates 50 sports stores throughout Germany. It has been a member of INTERSPORT since 1989 and an INTERSPORT subsidiary since 2003. Cisalfa Sport is the largest Italian sports retailer.

The corporate team of GLADE MICHEL WIRTZ had already advised INTERSPORT in 2021 on the successful sale of INTERSPORT Austria to a group of well-known Austrian Intersport retailers.

INTERSPORT Deutschland (Inhouse law): 

Eckhard Dorn, General Counsel

GLADE MICHEL WIRTZ (Düsseldorf):

Dr Jan Hermes (Partner), Dr Jonas Prauß (Associate) – both Corporate

GLADE MICHEL WIRTZ currently has around 25 lawyers and a total of around 50 legal and non-legal staff specializing in corporate and competition law. In these fields, the firm has made a name for itself in litigation and compliance in addition to its traditional advisory services. As a focused boutique law firm, GLADE MICHEL WIRTZ advises DAX, MDAX and TecDAX companies, medium-sized companies as well as foreign, globally active groups and investors both nationally and internationally on corporate and partnership law, mergers and acquisitions, restructurings, antitrust fines and merger control proceedings as well as on compliance issues. In the area of litigation, the focus is in particular on the resolution of corporate law, capital market law and antitrust law conflicts.

You can download the press release here: GLADE MICHEL WIRTZ advises INTERSPORT on the sale of Sport Voswinkel

October 30, 2023

GLADE MICHEL WIRTZ has once again been singled out as "Law Firm of the Year for Corporate Law" by JUVE Verlag. The JUVE Awards are considered one of the most important industry awards in the German legal market.

JUVE is impressed: "Glade Michel Wirtz has impressively succeeded in continuously expanding its top-class client base. Today, the firm assists the who's who of the German corporate landscape. Former client Daimler has given rise to two new heavyweight clients, Daimler Truck and Mercedes-Benz, who rely on the Düsseldorf firm's expertise. These were recently joined by Deutsche Wohnen as well as Scania, which belongs to VW, and Hella. In particular, Dr Marco Sustmann and Dr Andreas Merkner are in demand as highly regarded corporate, stock corporation and capital markets lawyers when it comes to the legal high ground. It is therefore hardly surprising that the supervisory board of ProSiebenSat.1 brought Glade Michel Wirtz on board for advice on capital markets law in the context of the internal investigation into the Jochen Schweizer investment. However, the fact that the firm is also well positioned for the future is demonstrated by the two younger partners, Dr Alexander Retsch and Dr Friedrich Schulenburg, who regularly act in tandem with the more senior partners on high-profile mandates, thus gaining experience and profile." (translated from German)

The JUVE Awards honor law firms or teams that have stood out as particularly dynamic due to their work and market position over the past twelve months – both young, promising entities and long-established players.

For the corporate practice of GLADE MICHEL WIRTZ, this is already the second award as "Firm of the Year for Corporate Law". GLADE MICHEL WIRTZ has also won the categories "Law Firm of the Year for Antitrust Law" and "Law Firm of the West" in the past.

GLADE MICHEL WIRTZ currently has around 25 lawyers and a total of approximately 50 legal and non-legal staff, specializing in the fields of corporate and competition. In these fields, the firm has made a name for itself for litigation and compliance in addition to its traditional advisory services. As a focused boutique law firm, GLADE MICHEL WIRTZ advises companies listed on the DAX, MDAX or TecDAX, medium-sized companies, as well as foreign, globally active groups and investors nationally and internationally on corporate and partnership law, mergers and acquisitions, restructuring and reorganization, antitrust fine and merger control proceedings, as well as compliance issues. In the area of litigation, the focus is on the resolution of conflicts under corporate law, capital markets law and antitrust law.

You can download the press release here: GLADE MICHEL WIRTZ honored with JUVE Award as "Law Firm of the Year for Corporate Law"

12 July 2023

GLADE MICHEL WIRTZ advises Daimler Truck Holding AG (Daimler Truck) in connection with a share buyback program which is expected to start in August 2023 and last up to two years. Daimler Truck intends to repurchase own shares worth up to EUR 2 billion (not including incidental acquisition costs) on the stock exchange and subsequently cancel them.

On 10 July 2023 the Board of Management of Daimler Truck decided on the implementation of the share buyback program with the approval of the Supervisory Board and subsequently announced it in an ad hoc notification. The share buyback program is based on the authorization of the Annual General Meeting of 5 November 2021, according to which the Board of Management, with the approval of the Supervisory Board, may acquire own shares up to a maximum of ten percent of the share capital until 31 October 2026.

The corporate team of GLADE MICHEL WIRTZ has been advising Daimler Truck Holding AG on corporate and capital markets law matters on an ongoing basis since the spin-off from Mercedes-Benz Group AG in December 2021 and also advised on Daimler Truck's Annual General Meeting in July this year, which was conducted as a virtual general meeting under a new regime of German stock corporation law.

Daimler Truck Holding AG (Inhouse Legal):

Dr. Florian Hofer (Chief Legal and Compliance Officer), Dr. Myriam Spengler (Senior Legal Counsel), Dr. Christian Knauf (Senior Legal Counsel)

GLADE MICHEL WIRTZ (Düsseldorf):

Dr. Andreas Merkner (Partner), Dr. Marco Sustmann (Partner), Dr. Friedrich Schulenburg (Partner), Dr. Alexander Retsch (Partner), Dr. Philipp Elixmann (Associate) – all Corporate

You can download the press release here: GLADE MICHEL WIRTZ advises Daimler Truck on share buyback program

3 November 2022

The law firm GLADE MICHEL WIRTZ, which specializes in corporate and antitrust law, appointed Dr Max Schulz (34) as Counsel with effect from 1 November 2022. Dr Markus Wirtz, Partner of the firm: "We are very pleased to be able to appoint Max Schulz, a first-class lawyer, to the position of Counsel. Through his outstanding work on numerous important antitrust cases, he has made a significant contribution to the great success of our practice group." GLADE MICHEL WIRTZ's antitrust practice group has been growing steadily for years and has already received several national and international awards. With the promotion of Max Schulz as Counsel, GLADE MICHEL WIRTZ continues on its path of organic growth.

Max Schulz started his professional career as an associate at GLADE MICHEL WIRTZ in July 2018. Prior to that, he had already worked for GLADE MICHEL WIRTZ as a trainee lawyer during his legal traineeship.

Max Schulz studied law at the Rheinische Friedrich-Wilhelms-Universität Bonn and the University of Oxford with a focus on antitrust law. In 2017, he received a doctorate degree in law from the Rheinische Friedrich-Wilhelms-Universität Bonn with a thesis on antitrust law. During his doctoral studies, he worked as a research assistant at the chair for civil, commercial and business law of Prof. Dr. Daniel Zimmer, LL.M. in Bonn.

Max Schulz advises German and international clients on issues relating to German and European competition law. His practice focuses on advising clients on cooperation agreements and distribution related questions, digital marketplaces, antitrust litigation with a view to the abuse of market power as well as national and international merger control proceedings including matters of foreign direct investment control.

The press release is available for download here: GLADE MICHEL WIRTZ Appoints Counsel in its Competition Practice

4 October 2022

The law firm GLADE MICHEL WIRTZ, which specializes in corporate and antitrust law, appointed Dr Jens Poll (36) as Counsel with effect from 1 October 2022. Dr Marco Sustmann, partner at the firm, comments on the appointment as follows: "We are very pleased to appoint Jens Poll, an outstanding lawyer with a focus on litigation, as Counsel. Jens Poll has developed into a respected and competent lawyer in our team over the past years. His successful work in the area of capital markets and corporate litigation as well as his valuable contribution to the positive further development of the litigation group in our firm should be highlighted." His promotion is further evidence of the firm's organic growth and the success of the cross-departmental litigation practice, which has been driven by GLADE MICHEL WIRTZ for years.

Jens Poll started his professional career as an associate at GLADE MICHEL WIRTZ in October 2018. Prior to that, he had already worked as a trainee lawyer during his legal traineeship at GLADE MICHEL WIRTZ.

Jens Poll studied law at the Georg-August University of Göttingen with a focus on corporate law. During his studies, he spent a semester abroad at the Hebrew University of Jerusalem, Israel, and at the University of Warsaw, Poland. During his doctoral studies, he worked as a research assistant at the chair of Prof. Dr. Gerald Spindler in Göttingen and at a leading German law firm. In 2018, he was awarded a doctorate in law from the Georg-August University of Göttingen with a dissertation on a data protection law topic with references to corporate law.

Jens Poll advises German and international clients on all aspects of litigation and corporate and commercial law. His practice focuses in particular on capital market disputes as well as corporate law advice and representation of companies, associations and their bodies in (extra)judicial disputes.

The press release is available for download here: GLADE MICHEL WIRTZ Appoints Counsel in its Corporate Practice