Dusseldorf/Frankfurt, 17. December 2015 – Baker & McKenzie advised Deutsche Beteiligungs AG (DBAG) and its managed DBAG Expansion Capital Fund (ECF) on its acquisition of a substantial minority interest in mageba AG (mageba). DBAG will invest about 47 percent and DBAG ECF some 53 percent of the investment sum. The investment was agreed yesterday by DBAG, DBAG ECF and the principal shareholders of the Swiss family business. The transaction is to be completed in the first quarter of 2016 and is contingent on approval by the cartel authorities.
Mageba is the first Swiss company in the portfolio of DBAG, which has invested in mid-sized companies, primarily in Germany, for more than 50 years. DBAG and DBAG ECF will acquire shares from the two principal shareholder, who will continue to hold the majority in the company. To increase the capital-to-assets ratio and the company’s financing flexibility, DBAG and the fund will subscribe to a capital increase.
Baker & McKenzie advised DBAG extensively on all legal issues pertaining to the acquisition of the shareholder stake, the capital increase and on the shareholders' agreement. Aside of the complex structuring of the investment transaction parallel to the capital increase, another main issue was the due diligence in 15 jurisdictions.
„We are delighted to have supported DBAG for the first time on a M&A transaction. Apart from the complex structuring of the minority stake-acquisition, the efficient coordination of the due diligence in 15 jurisdictions was particularly challenging and could only be mastered through our close collaboration with our international Baker & McKenzie offices", comments Dr. Ingo Strauss, corporate partner at Baker & McKenzie in Dusseldorf, on the transaction.
Die mageba AG is a leading global provider of structural bearings, expansion joints and other products and services for the infrastructure and building sectors. The company employs a staff of more than 800 worldwide, including more than 100 engineers. About 120 people work at its headquarters in Bürlach in Switzerland. The company expects revenues in 2015 of some 97 million Swiss francs (90 million euros).
The listed Deutsche Beteiligungs AG puts out closed PE funds and invests with DBAG-Funds at its side in well positioned mid-cap companies with development potential. DBAG's focus is on industrial sectors in which the German Mittelstand is particularly strong in comparison.
The Baker & McKenzie Corporate/M&A teams advise clients in cross-border transactions and reorganizations on a regular basis. Most recently, e.g., Baker & McKenzie provided advice to HITACHI KOKI on its acquisition of the power tool specialist Metabo AG, Barry-Wehmiller Group on the acquisition of Winkler+Dünnebier GmbH, to ZF Friedrichshafen AG on the acquisition of the industrial and wind turbine business of Bosch Rexroth AG, Groupe Le Duff on the acquisition of Kamps, Telefónica/E-Plus on the sale of yourfone to Drillisch, Flowserve Corporation on the acquisition of the SIHI Group, and Hochtief on the sale of the property management business to vincitag and the offshore business to GeoSea.
Advisors to Deutsche Beteiligungs AG:
Lead:
Corporate: Dr. Ingo Strauss (partner, Dusseldorf), Dr. Alexander Fischer (partner, Zurich)
Team:
Corporate: Tilman Wink (senior counsel, Frankfurt), Dr. Manuel Meyer (associate, Zürich), Maria Eger (associate, Frankfurt)
Employment: Henrik Luethge (senior associate, Dusseldorf), Andreas Dussmann (associate, Munich)
Commercial: Dr. Johannes Teichmann (partner, Frankfurt)
Public Law: Dr. Julia Pfeil (senior associate, Frankfurt)
Real Estate: Dr. Daniel Bork (associate, Frankfurt)
IP: Dr. Benjamin Koch (partner, München), Julia Schieber (associate, Zürich)
Further Baker & McKenzie offices involved: Australia, China, Austria, Czech Republic, Turkey, Hungary, Korea, Mexico, UK and USA as well as correspondence firms in India and Croatia
