Equity capital markets in Germany

Freshfields Bruckhaus Deringer

Working in cooperation with other practice groups across various offices within its international network, Freshfields Bruckhaus Deringer is well placed to guide clients through IPOs and capital increases, making it a valued advisor to issuers and syndicate banks. Key individuals include ECM and DCM expert Christoph Gleske and Rick Van Aerssen, who specialises in takeovers and capital market transactions.

Practice head(s):

Christoph Gleske; Rick van Aerssen

Other key lawyers:

Mark Strauch

Hengeler Mueller

The 'solution-oriented' team at Hengeler Mueller is best known for advising financial institutions and well-known companies on capital market transactions and IPOs, which are increasingly international in nature. Working in conjunction with various other practices, the team has strong capabilities at the intersection with corporate, antitrust and banking law, among other areas. Key individuals for mandates at the interface between capital markets and corporate law include Dirk Busch, Reinhold Ernst and Wolfgang Groß, while Alexander Rang also handles banking supervisory law issues.

Other key lawyers:

Dirk Busch; Reinhold Ernst; Wolfgang Groß; Simon Patrick Link; Alexander Rang

Testimonials

Top positioned team.

‘Pragmatic advice.

Very high availability and high personal commitment.

Key clients

Knorr-Bremse AG

MTN Group Limited

Linde AG

Günther-Gruppe

adidas AG

Epigenomics AG

Erwin Hymer Group SE

Credit Suisse

Deutsche Bank AG

S&E Kapital GmbH

VTG AG

1&1 Drillisch AG

Work highlights

  • Advice to Knorr-Bremse AG on the stock market launch and the share listing for the regulated market at the stock exchange in Frankfurt.
  • Advice to MTN Group Limited on the preparation of the share listing of the e-commerce company Jumia Technologies AG in New York.
  • Advice to the Linde AG on the stock market launch and the formulation of the prospectus for the merger of equals of Linde AG and Praxair, Inc. via exchange of shares.

Latham & Watkins LLP

Working in close conjunction with its DCM, private equity and financial supervisory practices, Latham & Watkins LLP's ECM team advises listed companies and banks on IPOs and capital increases and has recently made a name for itself by demonstrating particular expertise in the segments real estate and e-commerce. Its expertise also extends to US securities, which leads to regular instructions on US stock exchange listings. The 'very competentOliver Seiler heads the practice, which lost Roland Maaß to DLA Piper in August 2018. Associate David Rath is noted for his extensive ECM expertise.

Practice head(s):

Oliver Seiler

Other key lawyers:

Marcus Funke; David Rath

Testimonials

Absolutely open and trusted cooperation.

Oliver Seiler’s assessments are always realistic and he understands the positions of different players.

Key clients

CECONOMY AG

DEMIRE Deutsche Mittelstand Real Estate AG

Galenica Santé Ag

Goldman Sachs

J.P. Morgan

Morgan Stanley

Siemens AG

Sunrise Communications Group AG

trivago GmbH

Work highlights

  • Advised a banking consortium consisting of Morgan Stanley, Citigroup Global Markets and Berenberg Capital Markets on the stock market launch of Jumia Technologies AG in New York.
  • Advised the consortium banks Credit Suisse, Société Générale and Quirin Privatbank on the re-IPO of the Gateway Real Estate AG in the course of a capital increase and the sell-off of secondary shares, as well as on the subsequent uplisting onto the regulated market (Prime Standard) of the Frankfurt stock exchange.
  • Advice to the consortium banks Berenberg and Citigroup on the stock market launch of the Westwing Group AG on the Frankfurt stock exchange (Prime Standard).

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP is a respected player in the ECM market and regularly assists issuers and syndicate banks with major IPOs and capital markets transactions. Its combined German and US law expertise is another particular strength, which is regularly called upon when advising on 144A mandates. This is a key area of expertise for, among others, European counsel Clemens Rechberger. He is one of the team's key individuals alongside managing partner Carsten Berrar and Krystian Czerniecki, who divides his time between Frankfurt and Paris.

Practice head(s):

Carsten Berrar

Other key lawyers:

Krystian Czerniecki; Clemens Rechberger; Wolfgang Feuring; Konstantin Technau

Hogan Lovells International LLP

Hogan Lovells International LLP receives a steady flow of instructions on national and international capital markets transactions. During the research period, this concerned capital increases in particular but the team also assists issuers and banks with IPOs, rights issues, block trades and compliance matters. The 'highly professional and extremely competent' Michael Schlitt heads the 'determined, practice-oriented and structured' team, which lost counsel Susanne Lenz to Pinsent Masons Germany LLP in summer 2019, where she joined as partner. This development was however countered by the return of of counsel Susanne Ries, who has previously been working in-house, and the arrival of counsel Mark Devlin from Baker McKenzie.

Practice head(s):

Michael Schlitt

Other key lawyers:

Susanne Ries; Mark Devlin

Testimonials

Constant availability combined with extremely short response times.

Provision of pragmatic solutions for a fair price.

Focused approach and deep expertise.

Explains matters in a way that also non-lawyers understand and exhibits several ways to solve the problem.

Demonstrates best assertiveness in negotiations even when being attacked.

Always keeps an eye on the essentials.

Always on the ball concerning current developments.

Michael Schlitt always keeps an eye on the client’s interests.

Key clients

AKASOL AG

Baader Bank AG

Bankhaus Lampe KG

Credit Suisse Securities (Europe) Limited

Commerzbank AG

Credit Agricole Corporate and Investment Bank S.A.

Deutsche Bank AG

Deutsche Wohnen AG

DIC Asset AG

GRENKE AG

Hauck & Aufhäuser Privatbankiers AG

Shop Apotheke Europe N.V.

VAPIANO SE

voxeljet AG

Work highlights

  • Advice to Credit Suisse Securities (Europe) Limited as listing agent on the share listing of Linde plc at the Frankfurt stock exchange.
  • Advice to VAPIANO SE on a capital increase from authorised capital without subscription rights.
  • Advice to voxeljet AG on a capital increase from authorised capital without subscription rights.

Linklaters

Linklaters' combined ECM and DCM practice assists issuers and banks with cross-border IPOs, capital increases and rights issues and recently acted for a Chinese company in a D-share listing in the Frankfurt CEINEX D-share market. Team head Marco Carbonare also handles many Switzerland-related instructions. Alexander Schlee, who, in addition to ECM, also advises on DMC matters, is another key individual of the team, as is Carsten Rauch, who made counsel in May 2019 and handles a similarly broad spectrum of capital markets law.

Practice head(s):

Marco Carbonare

Other key lawyers:

Alexander Schlee; Carsten Rauch

Key clients

Volkswagen AG und ihre Tochtergesellschaft TRATON SE

thyssenkrupp AG

Brambles Limited

Qingdao Haier

UBS Group AG

Credit Suisse

Morgan Stanley

Bank of America Merrill Lynch

RHI Magnesita N.V.

Deutsche Bank AG

Work highlights

  • Advice to the Volkswagen AG and its 100%-subsidiary company TRATON SE on the planned IPO of the subsidiary company.
  • Advised the thyssenkrupp AG on its planned demerger and stock exchange listing of the industrial goods company tk industrials at the Frankfurt stock exchange.
  • Advice to Joh. Berenberg, Gossler & Co. KG on a planned capital increase with subscription right of the VTG AG.

Allen & Overy LLP

Allen & Overy LLP's close cooperation with its corporate and DCM practices enables the team to provide issuers and underwriters with extensive assistance with IPOs, rights offers and capital increases, stock exchange listings and block trades as well as with equity-linked transactions. Its team also includes a number of US qualified lawyers, which makes it well placed to advise on SEC-registered issuances and issuances under Rule 144A and Regulation S. Knut Sauer and Marc Plepelits jointly head the team.

Practice head(s):

Knut Sauer; Marc Plepelits

Skadden, Arps, Slate, Meagher & Flom LLP

The team at Skadden, Arps, Slate, Meagher & Flom LLP consists of lawyers admitted in Germany and the US and, as such, focuses on cross-border transactions, most notably those that require US law advice, acting for banks and companies. As another geographic focus, the team is well versed in handling instructions on IPOs, secondary share placements, capital increases (including rights offerings) and equity-linked transactions with links to Austria and Switzerland. Stephan Hutter heads the team, which includes capital markets and corporate law specialist Katja Kaulamo.

Practice head(s):

Stephan Hutter

Other key lawyers:

Katja Kaulamo

Key clients

MorphoSys AG

Polyphor Ltd.

UBS Group AG

Morgan Stanley

SGL Carbon SE

Citigroup Inc.

Goldman Sachs

Bank of America Merrill Lynch

Commerzbank AG

Work highlights

  • Advice to the German biotechnology company MorphoSys AG on the IPO of American share certificates at the Nasdaq stock market in the USA.
  • Advice to the Swiss biopharmaceutical company Polyphor Ltd. on the stock market launch at the SIX Swiss Exchange.
  • Advice to an internationally operating gaming technology company on the planned IPO and listing at the Frankfurt stock exchange.

White & Case LLP

White & Case LLP regularly assists issuers and underwriters with capital increases in Germany and Switzerland and also advises on private placements and ABB block trades as well as on the preparation of IPOs. As well as handling German law matters, the team including US lawyers Gernot Wagner and Rebecca Emory is also well equipped to assist with US law issues.

Practice head(s):

Gernot Wagner

Other key lawyers:

Rebecca Emory; Lutz Krämer; Karsten Wöckener

Testimonials

The team stands out for its professional advice which always keeps an eye on the client’s interests.

Rebecca Emory is very strong in processing work and furthermore very available and experienced.

Key clients

Joh. Berenberg, Gossler & Co. KG

BNP Paribas

Consus Real Estate AG

Credit Suisse Group AG

J.P. Morgan

UBS Group AG

UniCredit Bank AG

VIC Properties

Voltaire Finance LLP

WernerCo

Zur Rose Group AG

Zürcher Kantonalbank

Work highlights

  • Advice to Joh. Berenberg, Gossler & Co. on the capital increase of Senvion S.A. at the amount of €62.5 million.  The new shares were offered exclusively to institutional investors in the course of an accelerated bockbuilding offering and were approved for trading on the regulated market (Prime Standard) at the Frankfurt stock exchange.
  • Advice to the Swiss Zur Rose Group AG, Europe’s largest mail-order pharmacy, on its capital increase in the course of the acquisition of the competitor medpex.
  • Advised WernerCo, a portfolio company of Triton IV Fund, on the acquisition of the ZARGES Gruppe.

Clifford Chance

Clifford Chance's integrated capital markets team increased its bench strength in May 2019 by adding Philipp Klöckner from Sullivan & Cromwell LLP, who, as well as advising on capital markets transactions, also handles public M&A transactions. Its clients, including issuers, selling shareholders, guarantors, banks as well as stock exchanges and regulators, receive regular advice on IPOs, capital increases, secondary and private placements as well as on SEC-registered offerings. George Hacket heads the practice.

Practice head(s):

George Hacket

Other key lawyers:

Philipp Klöckner

Key clients

Marinomed Biotech AG

Symrise AG

Work highlights

  • Advised a banking consortium lead by the Deutsche Bank AG on the stock market launch of Chinese domestic apppliance manufacturer Qingdao Haier on the German-Chinese stock market platform CEINEX in Frankfurt.
  • Advice to Marinomed Biotech AG on the stock market launch at the stock exchange in Vienna.
  • Advice to the Symrise AG on the €400 million capital increase; the client placed 5.614.036 new shares from authorised capital in the course of an accelerated bookbuilding offer with institutional investors.

CMS

CMS assists issuers, underwriters and shareholders with IPOs, capital increases, public takeovers and stock dividends, while also handling various compliance matters, including those pertaining to the EU Market Abuse Regulation (MAR) and the German Securities Trading Act (WpHG). Andreas Zanner and Philipp Melzer are the key contacts.

Practice head(s):

Andreas Zanner; Philipp Melzer

Key clients

NFON AG

Encavis AG

Govecs GmbH

Holtzbrinck Publishing Group

Weng Fine Art AG

Work highlights

  • Advice to the telephone provider NFON AG on the stock market launch, for which over 4.1 million shares were placed with investors at €12 each.
  • Advised Govecs GmbH on the planned stock market launch, which was eventually delayed.
  • Support to the art trading company Weng Fine Art AG on the return to the stock market, the shares were placed in the quality segment m:access of the stock market in Munich.

Gleiss Lutz

Issuers and banks instruct the team at Gleiss Lutz to advise on various capital measures such as initial public offerings, secondary placements and capital increases, which are frequently handled in conjunction with its colleagues from the corporate practice. Stephan Aubel heads the team.

Practice head(s):

Stephan Aubel

Other key lawyers:

Hoimar von Ditfurth

Testimonials

‘Verz pleasant treatment, very service-oriented’

‘Stephan Aubel is highly considerate and friendly’

Noerr

'Mastering even complex matters smoothly', the team at Noerr works in close conjunction with various offices, resulting in a broad range of services for companies and banks. The Frankfurt team focuses on advising issuers, investors and underwriters on various equity transactions, including IPOs and capital increases, while its Munich office specialises in advising companies on stock corporation law matters and capital markets law compliance on one hand and on IPOs and public takeovers on the other. The last segment is also handled from Hamburg. Gerald Reger and Holger Alfes co-head the team, which includes Stephan Schulz, specialist in share placements and public takeovers, who made partner in January 2019.

Practice head(s):

Gerald Reger; Holger Alfes 

Other key lawyers:

Laurenz Wieneke; Stephan Schulz

Testimonials

Excellent coordination of different compliance rules.

Norton Rose Fulbright

The 'professional' team at Norton Rose Fulbright provides an 'outstanding service level' and is best known for its work at the interface with stock corporation and takeover law. Its clients, including banks and issuers, receive advice on IPOs, block trades and capital increases. Team head Frank Regelin and the 'very experiencedBenedikt Gillessen, who frequently acts at the corporate law intersection, are the main contacts.

Practice head(s):

Frank Regelin

Other key lawyers:

Benedikt Gillessen

Testimonials

Benedikt Gillessen is extraordinarily committed and competent; furthermore, he has a very good economic acumen.

Benedikt Gillessen is very pleasant to work with.

Key clients

ADLER Real Estate AG

Aggregate Holdings SA und ihre Tochtergesellschaft Solenti Limited

Joh. Berenberg, Gossler & Co. KG

Citigroup Inc.

ERWE Immobilien AG

J.P. Morgan

Work highlights

  • Advised the ERWE Immobilien AG on a subscription right offer with a value of €30 million and the simultaneous change of segment onto the regulated market at the Frankfurt stock exchange.
  • Advice to Solenti Limited (with other non-management shareholders), a one hundred percent subsidiary company of Aggregate Holdings SA, on a block-trade of ADLER Real Estate AG shares.
  • Advice to a banking consortium under the guidance of Citigroup Inc. and J.P. Morgan on the stock market launch of Godewind Immobilien AG. In the course of the IPO, 112.5 million new shares were offered.

Ashurst LLP

Advising issuers, underwriters and shareholders on national and international share issues is as much part of Ashurst LLP's repertoire as assisting issuers with compliance matters, particularly those pertaining to the new Market Abuse Regulation. When handling ECM transactions, the team demonstrates particular expertise in the segments real estate, technology and internet and, with its China Desk in Frankfurt, it is well placed to handle cross-border transactions with a focus on Asia. Matthias von Oppen heads the team, which includes stock corporation, takeover and capital markets law expert Gerrit Clasen and cross-border ECM transactions specialist Ian Maywald, who made partner and counsel respectively in May 2019.

Practice head(s):

Matthias von Oppen

Other key lawyers:

Reinhard Eyring; Gerrit Clasen; Ian Maywald

Key clients

Joh. Berenberg, Gossler & Co.

Santander

ING Bank

Investment AB Kinnevik

Commerzbank AG

Hauck & Aufhäuser Privatbankiers AG

Baader Bank AG

ODDO BHF

Heuking Kühn Lüer Wojtek

The team at Heuking Kühn Lüer Wojtek led by Mirko Sickinger primarily acts for issuers in capital increases and IPOs in the small and mid-cap segment and frequently advises its clients on switching stock exchange segments.

Practice head(s):

Mirko Sickinger

Other key lawyers:

Thorsten Kuthe

Key clients

7C SOLARPARKEN AG

Bankhaus Scheich

BoxDirect AG

DEFAMA Deutsche Fachmarkt AG

Expedeon AG

Northern Bitcoin AG

onoff AG

Philion SE

RENÉ LEZARD Mode AG

SeniVita Social Estate AG

The Grounds Real Estate Development AG

asknet AG

Aves One AG

Work highlights

  • Advised 7C SOLARPARKEN AG on capital increase with subscription offer.
  • Advice to asknet AG on capital increase with subscription right and gross issuing proceeds of €1 million using a listing of securities information.
  • Advice to Aves One AG on the print media concerning the admission to the regulated market (Prime Standard) at the Frankfurt stock exchange and the admission to the regulated market at the stock exchanges in Hamburg and Hannover.

McDermott Will & Emery Rechtsanwälte Steuerberater LLP

McDermott Will & Emery Rechtsanwälte Steuerberater LLP 'provides excellent capital markets law advice in both the transactional and the regulatory space'. With a focus on small and mid-cap work, the team assists national and international banks with IPOs, private placements and rights issues under German and US law. 'Extremely client-focused' team head Joseph Marx and the 'efficient and goal-oriented' Simon Weiß, who made partner in January 2019 and covers a broad spectrum of capital markets law, are the key contacts.

Practice head(s):

Joseph Marx

Other key lawyers:

Simon Weiß

Testimonials

The legal advice is always clearly formulated and always considers commercial aspects.

Precise and calm work mode and plannable cost predictions.

All together reliable and quick to react.

The team promptly delivers fully practical results.

Outstanding US expertise.

Simon Weiß quickly gets to the heart of respective economic matters.

Key clients

Baader Bank AG

Constantin Medien AG

Hauck & Aufhäuser Privatbankiers AG

MainFirst Bank AG

Ignition Investment B.V.

Joh. Berenberg, Gossler & Co. KG

Mastercard Inc.

MBB SE

Medigene AG

ODDO BHF SCA

Work highlights

  • Advice to Hauck & Aufhäuser Privatbankiers AG and MainFirst Bank AG on the flotation of the STS Group AG on the regulated market (Prime Standard) of the Frankfurt stock exchange.
  • Advice to Joh. Berenberg, Gossler & Co. AG on the placement of two million shares of the Biocartis Group N.V., held by RMM S.A., at a value of €24.2 million.
  • Advice to the Medigene AG as US-counsel on a capital increase, subject to the exclusion of subscription rights, in the course of an accelerated bookbuilding process valued at €30 million.

Pinsent Masons Germany LLP

Pinsent Masons Germany LLP assists issuers with capital increases and IPOs as well as with switching from the Scale segment to the Regulated Market of the Frankfurt Stock Exchange (Prime Standard). In other work, the team advises on shareholders' meetings alongside general stock corporation and capital markets law issues. Thomas Mayrhofer heads the practice, which gained Susanne Lenz, an ECM expert qualified in Germany and New York, in August 2019. She was previously a counsel at Hogan Lovells International LLP.

Practice head(s):

Thomas Mayrhofer

Other key lawyers:

Alexander Thomas; Susanne Lenz

Key clients

CANCOM SE

Cyan AG

S&T AG

Softing AG

Telefonica Deutschland Holding AG

SÜSS MicroTec SE

F24 AG

Mynaric AG

Eyemaxx Real Estate AG

Mensch und Maschine Software SE

NanoRepro AG

Energiekontor AG

STEMMER IMAGING AG

ATAI Life Sciences AG

Coreo AG

PRIMEPULSE SE

STS Group AG

Work highlights

  • Advice to IT-security specialist Cyan AG on its stock market launch in the scale segment of the Frankfurt stock exchange and several subsequent capital increases.
  • Advised the STEMMER IMAGING AG on the stock market launch at the Frankfurt stock exchange (scale segment) in February 2018 as well as on the subsequent upgrading onto the regulated market (Prime Standard) at the Frankfurt stock exchange on the basis of a new securities prospectus in May 2019.
  • Advised the STS Group AG on the stock market launch at the Frankfurt stock exchange (Prime Standard)

Taylor Wessing

The 'very dedicated and proactive' team at Taylor Wessing advises investment banks, issuers and shareholders on various capital markets transactions in the small and mid-cap arena, while also assisting companies and their executives with matters at the intersection between corporate and capital markets law. Non-German issuers also receive regular advice on stock market listings. Benefiting from the firm's in-house expertise in the digital space, the team is well placed to handle the issuance of token-based securities. Christoph Vaupel and Lars-Gerrit Lüßmann jointly head the team.

Practice head(s):

 Christoph Vaupel; Lars-Gerrit Lüßmann

Other key lawyers:

Marc-Oliver Kurth; Ulrich Reers; Oliver Rothley

Testimonials

Christoph Vaupel – he stands at the apex of the ECM-team – is a TOP-solicitor, who is not only top in a legal sense, but who can think politically in a positive way: He knows what the client needs, acts accordingly and has a high work capacity. His team supports him without any reservations and is as highly passionate as he is. I can only recommend this practice!

Christoph Vaupel by all means plays in the first league. I will recommend his team anytime.

Key clients

Oddo Seydler Bank

ODDO BHF Bank AG

Brockhaus Capital Management AG

Hessisches Ministerium für Wirtschaft, Energie, Verkehr und Landesentwicklung

InflaRx N.V.

InCity Immobilien AG

Arrow Electronics

Eckert & Ziegler Strahlen- und Medizintechnik AG

Aladdin Blockchain Technologies Holding SE

Chef’s Plate Inc

Freitag & Co

Hypoport AG

MIG Fonds

Probiodrug

Vaamo Finanz AG

Work highlights

  • Advice to Aladdin Blockchain Technologies Holding SE on the admission to the regulated market of the Düsseldorf stock exchange, the preparation of the securities prospectus and the conduct of the approval procedures with BaFin.
  • Advised the Brockhaus Capital Management AG on the purchase of Palas GmbH Partikel- und Lasermesstechnik and a subsequent capital increase against a non-cash contribution.
  • Advised InCity Immobilien AG on a bond issue at the value of €25 million through a private placement.