Firm Profile > Hengeler Mueller > Dusseldorf, Germany
Hengeler Mueller Offices
BENRATHER STRASSE 18-20
Hengeler Mueller > The Legal 500 Rankings
Advice to insurers Tier 1
Hengeler Mueller’s multi-faceted offering includes assistance with regulatory, corporate and insurance supervisory law matters but the team also covers transactions, which are frequently handled in co-operation with its antitrust team in Brussels. Daniel Wilm led the team’s advice to AXA on the reorganisation of Roland Rechtsschutzversicherung’s shareholder structure, acted for Assicurazioni Generali in proceedings following the squeeze-out of Generali Deutschland, and advised a German insurance group on the sale of a life insurance company in the course of a bidding process. Highlights on the corporate side included Jochen Vetter assisting with the restructuring of a German insurance company to facilitate the expansion of its offering to include non-insurance services, while, in Brexit-related work, the practice advised an English life insurance provider on the transfer of its German branch’s business to an Irish company under a Part VII Transfer. Hannover Rück, Swiss Life and Talanx, including the majority shareholder and parent company HDI, are other key clients.
Antitrust Tier 1
Recognised for being ‘unparalleled in antitrust law’, Hengeler Mueller offers ‘plenty of experience and excellent guidance’ for a broad client portfolio, which includes renowned German and international companies in equal measure. One area of specialism is fine proceedings which often have an international component. Markus Röhrig represented Japanese company Calsonic Kansei in EU fine proceedings relating to vehicle air-conditioning and engine cooling systems. The ‘pragmatic’ Thorsten Mäger succeeded in gaining full immunity from fines for MAN in connection with lorry antitrust proceedings on the basis of a leniency application, and the instruction still includes defence against claims for damages within the EU and beyond. It also defends Jacobs Douwe Egberts against claims for damages. The ‘very experienced’ Christoph Stadler and Thomas Paul defend the client against claims of the insolvency administrator of Schlecker. Flagship instructions in merger control law include acting for Knorr-Bremse in phase-II proceedings related to the takeover bid for Haldex, as well as advising Carl Zeiss Vision, as an intervening party, on the proposed merger between Essilor and Luxottica. Internal investigations are another strength and the group advises the Bosch Group on emissions with regard to diesel vehicles. Ralf Willer, who specialises in dispute settlement, was made counsel.
Commercial litigation Tier 1
Clients appreciate Hengeler Mueller’s ‘excellent level of service and prompt, competent advice’; the team has experience in representing clients in post-M&A, corporate, banking, finance and capital market disputes, which increasingly extend across multiple jurisdictions. The team also has strong ties with the antitrust practice. A long-standing highlight is the representation of Porsche in several Investor Sample Procedure Act proceedings – an area where the group is particularly experienced – concerning claims for damages in connection with the emissions scandal. Philipp Hanfland, who has ‘outstanding legal expertise’, recently acted for an Asian company in claims for damages. Other clients include Vodafone Kabel Deutschland, Uber, Toll Collect and Linde. Markus Meier is ‘one of the best and best-known litigators in Germany’; Carsten van de Sande and Johanna Wirth are also recommended.
Corporate Tier 1
Hengeler Mueller’s 40-strong corporate law team is not only one of the largest and most stable in the market, but is also regarded as the ‘clear market leader’. A highlight was advising Metro on a group split including a carve-out. In other work, the group assisted numerous family-owned businesses with the change of legal form and advised the parent company of a global technology group, which converted into a KGaA. Other areas of focus, in addition to advising on corporate structures, is assisting with annual general meetings for clients including innogy, Osram Licht, Porsche, United Internet and Linde. The group advised Linde on the question of whether the merger of equals agreement between Linde and Praxair should have been submitted to the general meeting for approval. This instruction was handled by Jochen Vetter, who works alongside the ‘highly esteemed’ and ‘very dedicated and exceptionally intelligent’ Simon Patrick Link in Munich. Daniela Favoccia is based in Frankfurt; Thomas Meurer, Maximilian Schiessl (one of the leading lawyers for board level and supervisory law consulting) and Andreas Austmann, who provides ‘practical and useful advice’, are key names in Dusseldorf.
Debt capital markets Tier 1
The strength of Hengeler Mueller’s ‘very good’ DCM practice lies in advising on the issuance of bonds and issuance programmes, leading to regular instructions on the issuance, restructuring and transaction of classic tier 1 and tier 2 notes and hybrid instruments. The ‘clever’ Dirk Bliesener acted as lead counsel when advising Bayerische Landesbank on the structuring and documentation of new debt products for the issuance of the Krügerrand Gold bond comprising 250,000 securities, while Johannes Tieves assisted the parent company of Brenntag Group with the issuance of a €600m bond. Also acting as lead counsel, Hendrik Haag advised a banking consortium led by Credit Suisse, Deutsche Bank and BNP Paribas on the issuance of eurobonds from Deutsche Telekom International Finance, the Dutch financing arm of Deutsche Telekom, in three tranches and with a total value of €3.5bn. He also advised innogy on the issuance of the first green bond totalling €850m, and assisted Schmolz + Bickenbach with the refinancing and restructuring of a €650m financing by issuing a €200m high-yield bond. In November 2018, Andreas Lischka joined White & Case LLP as local partner.
Equity capital markets Tier 1
Hengeler Mueller’s strength lies in handling ECM work at the intersection with corporate law and including cross-border elements, leading to regular instructions on IPOs, capital increases and capital-linked products. Acting as issuer’s counsel, Alexander Rang advised Bawag Group on the placement of existing ordinary shares in Bawag with institutional and retail investors in Austria by way of a public offering as well as a private placement to selected institutional investors outside of Austria, while, together with Dirk Busch, he assisted a bank consortium with the private placement and IPO of Jost Werke; with a total offer volume of approximately €231m, newly issued ordinary bearer shares from a capital increase and bearer shares from the holdings of Jost’s existing shareholder were placed with institutional investors. Together with Reinhold Ernst, Busch also acted for Metro on Metro Wholesale & Food Specialist’s IPO following the division of the group into two independent companies, and assisted Linde with its listing and the preparation of the prospectus for the merger of equals between Linde and Praxair by way of a share swap. Wolfgang Groß advised Carl Zeiss Meditec on a capital increase by placing circa eight million new shares by way of an accelerated bookbuilding process with the exclusion of subscription rights with selected domestic and international institutional investors.
Hengeler Mueller has an ‘excellent’ market reputation for handling disputes in the financial services sector, not least due to its good networking and positioning in the representation of banks, private equity funds and financial institutions. The group has strong experience handling Invester Sample Procedure Law procedures; in recent work, it represented Deutsche Bank and, under the lead of ‘good tactician’ Markus Meier, Porsche in this space. Arbitration experts Henning Bälz and counsel Ralf Willer represented Achmea Holding before the German state courts under the bilateral investment agreement between the Netherlands and the Slovak Republic. Philipp Hanfland, appreciated for his ‘very strategic approach’, is defending a bank in a variety of cross-border disputes.
Assisting with transactional matters constitutes a key element of Hengeler Mueller’s practice along with advising banks and other financial services providers on various regulatory matters including the Capital Requirements Regulation (CRR), the Capital Requirements Directive (CRD IV) and MiFID II as well as on pan-European payment systems and automated clearing houses. The team has also been increasingly active in providing Brexit-related advice including restructuring measures and the establishment of fully licensed Germany-based subsidiaries and branches. As highlights, Dirk Bliesener advised Commerzbank and Hypothekenbank Frankfurt on the transfer of various bank portfolios by way of a spin-off, and Christian Schmies assisted Deutsche Asset Management Investment with the global co-ordination of an asset and asset share transfer into a new fund structure set up by the client. He also advised a German bank on the implementation of the EU Benchmark Regulation (EU BMR), and acted for a large German retail chain on the implementation of PSD 2 with regards to gift cards and vouchers. Advent International and Bawag Group are also clients. Thomas Paul is recommended for investment regulatory law matters. Senior associate Michael Born joined Norton Rose Fulbright as of counsel in August 2018.
Investment funds Tier 1
The team at Hengeler Mueller stands out for its regulatory expertise, such as MiFID II implementation matters, and benefits from the close co-operation with other departments, most notably when handling M&A and transactional issues. In this segment, the team acted as lead counsel for Deutsche Asset Management Investment on its global co-ordination of transferring assets and asset shares into a new fund structure managed by the client. Other work includes various German market entry instructions, including Christian Schmies’ advice to a British asset manager on the establishment of a AIFM branch in Germany, and mandates from family offices; in the latter, Edgar Wallach advised a client on the restructuring and establishment of an asset management account structure with several banks, which included RFP procedures and the negotiation of managed account agreements, while another German family office received assistance with investments in private equity fund structures. Other instructions involved advising foreign asset managers on their activities for German investment funds as part of outsourcing agreements with German alternative investment fund managers and on derivates-related issues. Thomas Paul is another key figure.
Lending and borrowing Tier 1Hengeler Mueller’s strength lies in providing advice on syndicated acquisition finance and promissory loans. Acting as lead counsel, Johannes Tieves acted for a bank consortium on matters pertaining to a €2.5bn revolving syndicated loan for SAP to refinance its existing credit line, and advised HeidelbergCement on a €3bn syndicated revolving multi-currency credit facility for cash drawings and loan guarantees in euros and other currencies. Daniel Weiß assisted Erwin Hymer Group with the reorganisation of its group financing by concluding a syndicated credit facility and a promissory note in the aggregate amount of €400m, while Nikolaus Vieten assisted Finland-based energy company Fortum Oyj with the €12bn acquisition finance for the launch of a voluntary public takeover offer to all Uniper shareholders. In other significant work, the team advised Metro on various financial instruments including private and public bonds, bilateral credit facilities, promissory loans and revolving credit facilities, and Daniela Böning acted as lead counsel for Davis-Standard and its majority owner Oncap on the acquisition of Maillefer International Oy including related financing matters. Other key individuals include Heinrich Knepper and co-managing partner Dirk Bliesener. In November 2018, Andreas Lischka joined White & Case LLP as local partner, and Dr Ralph Defren left for Willkie Farr & Gallagher LLP in August 2019.
M&A: large deals (€500m+) Tier 1
‘Outstanding legal competence, business acumen and unambiguous binding statements, especially in crucial, critical situations’ lead clients of major German law firm Hengeler Mueller to have ‘the greatest confidence in its advice’. The transactions handled often have an international component, as advising Vitol on the €1.37bn acquisition of Petrol Ofisi shows. Another highlight was assisting innogy with the merger of npower, innogy’s UK distribution business, with SSE’s end customer and EnergiePlus business to create an energy distribution company in the UK. Maximilian Schiessl, Martin Ulbrich, Nicolas Böhm and Daniela Favoccia are noted. Hans-Jörg Ziegenhain has ‘excellent business acumen’ and Matthias Hentzen stands out for his ‘ingenuity and negotiation skills’. Daniel Möritz and Sebastian Schneider made partner at the beginning of 2018. Steffen Oppenländer joined Milbank in August 2017.
At Hengeler Mueller, 32 partners, who ‘are in an absolutely unique position in terms of quality, cost awareness and cooperation’, provide transactional advice. The firm regularly acts as lead counsel in international transactions with a German target, but has also recently built up its outbound portfolio. Highlights included assisting Carl Zeiss with the €25m acquisition of Optec and advising Siemens on the sale of Siemens Convergence Creators, a provider of digital transformation solutions, to Atos. Key partners include Daniela Favoccia, Georg Frowein, Jochen Vetter and Peter Weyland. Sebastian Schneider provides ‘an excellent and comprehensive service’, and has ‘the whole transaction in mind’; he and Daniel Möritz were promoted to the partnership in early 2018. Hans-Jörg Ziegenhain has ‘excellent business acumen’ and Matthias Hentzen is noted for his ‘acumen and negotiation skills’. Andreas Hoger is recommended as a next generation lawyer, Steffen Oppenländer joined Milbank in August 2017.
State aid Tier 1
The state aid team at Hengeler Mueller frequently acts on matters touching upon public procurement and antitrust law. Jan Bonhage heads the practice group in Berlin, while Hans-Jörg Niemeyer handles state aid matters from the Brussels office. The nine-strong team’s expertise includes advising aid recipients and donors on matters relating to state aid and subsidies, and representing them before national authorities, the European Commission and European and German courts. It is particularly active in the energy and transport sectors (local public transport, road, rail and air transport). Recent highlights include representing an EU energy utility in arbitration proceedings with various municipal utilities regarding gas supply contracts. In addition, the group acted for an EU member state in an EU Commission state aid case concerning a nuclear power project. Komnexx, National Express and the Hungarian Government are also part of the client portfolio. Ralf Willer made counsel in January 2018.
Hengeler Mueller ‘is extremely responsive to clients’ needs’ and ‘sticks to the agreed schedule irrespective of work involved’. The team advises clients on the issuance, restructuring and transfer of classic equity tier 1 and tier 2 capital market instruments and hybrid instruments and assists several German and international banks and other financial institutions with OTC and exchange-traded derivatives including various related issues. Martin Geiger, who is now predominately based in the London office, advised abcbank on the securitisation of leasing receivables, while Dirk Bliesener acted as lead counsel for Bayerische Landesbank, assisting the client with the structure and documentation of a new debt product enabling the issuance of the Krügerrand gold bond comprising up to 250,000 securities. Stefan Krauss advised Deutsche Bank on its conditional pass-through structured covered bond programme guaranteed by SCB Alpspitze UG, the first debt issuance programme of Deutsche Bank for covered bonds; it amounted to €35bn. The client also received assistance with the true sale securitisation of housing loans. Senior associate Heike Kainer is also recommended.
Transactions Tier 1
Hengeler Mueller has a substantial portfolio of large and mid-cap transactions covering a wide range of instructions for private equity houses and strategists, including both buy- and sell-side support. Annika Clauss and Peter Weyland acted for Oaktree Capital Management on the acquisition of nursing home operator Vitanas from the Burkhart family and the Andreas Franke group; Hans-Jörg Ziegenhain acted as counsel for EQT Partners on the agreement to acquire a 20% stake in Otto Bock HealthCare. On the sale side, the group acted for Trius Holdings on the sale of its majority stake in the energy service provider ista Luxembourg to Lamarillo; while advising Hensoldt Holding Germany on the acquisition of EuroAvionics from Equistone, and assisting Axel Springer with the sale of the publisher’s new building in Berlin, which is still under construction, to Norwegian sovereign wealth fund Norges Bank Real Estate Management are among the investor-side highlights. Goldman Sachs is also a client. Maximilian Schiessl, Emanuel Strehle and Christof Jäckle are the key names. Sebastian Schneider was made up to partner in November 2017.
Hengeler Mueller’s ‘prompt and competent advice’ also extends to the representation of clients, often from the energy and pharmaceutical sectors, in arbitration proceedings. Philipp Hanfland, for example, who is valued for his ‘outstanding legal expertise’, successfully defended a biotech company in proceedings concerning contractual claims. In another highlight, the highly regarded Carsten van de Sande and counsel Susan Kempe-Müller represented a foreign conglomerate in ICC arbitration proceedings with a value in the hundreds of millions. The ‘very good’ Henning Bälz and the ‘efficient’ Markus Meier are also central figures within the team. Peter Heckel retired.
Energy Tier 2
Hengeler Mueller offers a multifaceted spectrum of energy law advice with its 14-partner strong team, which covers regulatory matters, disputes and M&A projects, joint ventures and financing. From its Berlin office, the practice often handles projects in the renewable energy sector. Dirk Uwer assisted Centrica with the establishment of joint ventures with Bayerngas Norge in the area of exploration and extraction of crude oil and natural gas, while John Flüh and Nicolas Böhm acted as lead counsel for 50Hertz Transmission on the 20% acquisition of shares by State Grid of China. In other work, Thomas Meuerer and Andreas Austmann advised innogy on the merger of its British distribution business with SSE’s retail energy and ‘energy plus’ business for the creation of an independent energy distribution company. In the contentious space, highlights included representing DB Energie in the pursuit of repayment claims and claims to future adjustments of long-term power supply contracts with a large energy provider. Sebastian Schneider was promoted to partner at the start of 2018.
Healthcare and life sciences Tier 2
Hengeler Mueller expanded its healthcare practice with significant growth at associate level. The firm frequently handles transactional matters, but also has considerable expertise in regulatory and compliance issues. Recent highlights include Dirk Uwer representing AOK Bayern in several social law disputes concerning fundamental legal questions in the area of GP-centred care, including two appeal trials at the Federal Social Court, and the firm’s advice to Oaktree Capital Management on the acquisition of nursing home operator Vitanas, which was led by social security expert Wolfgang Spoerr and corporate lawyers Annika Clauss and Peter Weyland. Counsel Susan Kempe-Müller demonstrated her advertising law expertise in her advice to Euro Diagnostica regarding medical device advertising. Other clients include GlaxoSmithKline, Lilly Deutschland and Bioscientia Institut für Medizinische Diagnostik.
Real estate Tier 2
Hengeler Mueller stands out for its clear international focus: the team has a core focus advising foreign funds, especially those from the US, on the full spectrum of real estate law. Martin Geiger advised the Bank of America Merrill Lynch on the financing of the acquisition of a Europe-wide portfolio by Ares Management, and Daniel Kress, who divides his time between Frankfurt and London, assisted Goldman Sachs with the acquisition of the 42-property Artemis portfolio from Savills Fund Management. Thomas Müller advised Axel Springer on the sale of the new Axel-Springer building to Norges Bank Real Estate Management for €425m and on the sale of Axel-Springer-Passage. It also advised Blackstone Group on the acquisition of the Goodman Azurite portfolio for €640m.
Compliance Tier 3
Hengeler Mueller has great expertise in advising on compliance violations, for example fraud, corruption, insider trading and market manipulation, but also insolvency offences, regulatory violations and sanctions violations. The firm works closely with other practice groups on regular cross-border instructions, and is active across a wide range of industry sectors. Vera Jungkind advises on the data protection obligations of a Department of Justice monitor under German law, while corporate law expert Maximilan Schiessl was instructed by a DAX 30 company to assist the supervisory board with antitrust allegations and with the compliance structure. In addition, Wolfgang Spoerr advises a number of banks on various issues and assisted, together with Jan Bonhage, Nord Stream 2 AG with questions pertaining to US sanctions and foreign trade law. Dirk Uwer is also recommended.
Patent litigation Tier 3
Hengeler Mueller’s patent law practice, which is led by Düsseldorf-based practice head Wolfgang Kellenter, has profound expertise in the pharmaceutical and telecoms sectors. It has niche expertise representing collecting societies: the team acted for Fipa in infringement proceedings concerning Hitachi patents and also handled infringement proceedings pertaining to patents in the mobile communications area. The group also handled various matters for IPCom, including various infringement and nullity proceedings between IPCom and HTC. In the automotive space, the firm’s defence of Piaggio against six infringement actions stands out. Other work includes representing Saint-Gobain Abrasives in leave to appeal proceedings at the Federal Court of Justice, following the team’s successful representation of the the client in appeal proceedings.
Planning and environment Tier 3
The environment and planning group at Hengeler Mueller convinces with ‘good coverage of all relevant issues’ and focuses on product-related environmental law, major infrastructure projects, and the environmental and planning aspects of transactions. Highlights included advising Nord Stream 2 on nature conservation and species protection issues, on permit and planning approval procedures and related litigation and summary proceedings, as well as on environmental and energy law issues relating to the existing Nord Stream gas pipeline. Thomas Schmidt-Kötters, who is recommended for his ‘excellent legal knowledge and enormous commitment’, assisted Robert Bosch with worldwide internal and external investigations and cross-border proceedings concerning the alleged manipulation of exhaust emissions in diesel vehicles. The client portfolio also includes Axel Springer, DB Breef and Philip Morris. Fabian Quast, Wolfgang Spoerr and Jan Bonhage are part of the core team in Berlin, while Vera Jungkind and Dirk Uwer are the central contacts in the Düsseldorf office.
Restructuring Tier 3
Hengeler Mueller acts on distressed transactions, financial restructurings and is also active in the enforcement and defence of claims. A highlight was the enforcement of claims arising from deliveries and services as well as the defence against rescission claims for kitchen appliance manufacturer Bauknecht against the insolvent Alno Group. As in previous years, Daniel Kress is advising Lufthansa on a number of issues, including the insolvency of Air Berlin. Daniel Weiß assisted insolvency administrator Frank Kebekus with regard to the effectiveness of articles of association, loan agreements and loan collateral in favour of bondholders concerning the insolvency of textile group Steilmann.
Telecoms Tier 3
Albrecht Conrad, Wolfgang Spoerr and counsel Fabian Seip are key names at Hengeler Mueller, which has the resources to handle regulatory issues and transactional matters in the telecoms industry. The team acts for telecoms providers, where it handles disputes with network operators surrounding requirements according to service provider contracts, and advises on mobile frequency tenders. In another highlight, it assisted Vodafone Kabel Deutschland with new TV transmission contracts with public service broadcasters.
Entertainment Tier 4
Hengeler Mueller advises media and telecoms companies and platform and cable network operators on contract and copyright matters. The team also handles transactions and disputes in the media sector. Highlights included the advising CTS Eventim on copyright fees for music playback at concerts and assisting Google with ancillary copyright matters for publishers, including acting for the client in landmark proceedings against VG Media and in proceedings concerning copyright compliance relaing to the new Google image search. Vodafone Kabel Deutschland and Deutsche Telekom are also clients. Key figures include the highly regarded Albrecht Conrad, Wolfgang Spoerr, who has expertise in media regulation, and M&A partner Christof Jäckle. Counsel Fabian Seip advises on copyright and data protection matters and Christoph Stadler is the main contact for media matters at the intersection with antitrust law.
Internal investigations Tier 4
Hengeler Mueller’s practice combines expertise in the areas of compliance, internal investigations and white-collar crime; it also works closely with other areas, such as criminal procedural law, corporate, antitrust, data protection and insolvency law. It is conducting internal and external investigations for the Robert Bosch group globally in connection with the alleged manipulation of nitrogen oxide emissions from diesel vehicles. In addition, Hans-Jörg Niemeyer’s team recently successfully completed the representation of Calsonic Kansei; following the EU Commission’s antitrust investigation, the firm defended claims for damages. Daniel Weiß assisted an international retail group with investigating suspected fraud. The group was strengthened at the senior associate level: Ralf Christian van Ermingen-Marbach, who has expertise in white-collar crime and internal investigations, joined from the Düsseldorf public prosecutor’s office. Dirk Uwer and Wolfgang Spoerr also deserve special mention.
PPP Tier 4
The core areas of Hengeler Mueller’s state aid law advice are contract negotiations, project financing, the implementation of PPP projects and representation in proceedings and legal disputes. The group continues to focus on the infrastructure and healthcare sectors, and is also experienced handling energy, telecoms and broadband expansion work. Recent highlights include representing Deutsche Telekom and Toll Collect in arbitration proceedings concerning the truck tolling system, which resulted in a settlement. Jan Bonhage advises National Express on contract negotiations with the public sector concerning transport contracts with transport associations active in rail transport, and on PPP projects. Other clients include Motorola, Median and 50Hertz Transmission.
Tax Tier 4
Hengeler Mueller provides advice on tax compliance and contentious tax requirements, tax matters related to financial products and assistance with tax law matters involved in M&A transactions. It acts for banks, asset management companies and financial service providers. Recent work includes assisting the Bank of America with the acquisition of a Europe-wide office property portfolio and Deutsche Asset Management with the transfer of an international property portfolio – led by Martin Klein – from the previous portfolio manager PGIM Real Estate to a new investment fund managed by Deutsche Asset Management. Several financial institutions and companies also contacted the firm with regard to criminal proceedings, tax inquiries and defending financial management claims. Transactional tax highlights include Matthias Scheifele advising on the spin-off of various business segments of Robert Bosch, as well as other acquisitions in the energy sector.
Public procurement Tier 5
Jan Bonhage divides his time between Berlin and Brussels and heads the procurement practice at Hengeler Mueller. The team’s core competencies are in the fields of transport, infrastructure, energy and defence. Among recent highlights are the representation of a consulting firm in the award procedure of the German Armed Forces Procurement Office; advising Deutsche Telekom on the award procedure for the expansion of the toll system; and assisting Nord Stream 2 with procurement law matters relating to construction work in the ferry port of Sassnitz. National Express, Komnexx and the Median group are also part of the client portfolio.
Employment Tier 6
Hendrik Bockenheimer and Christian Hoefs jointly head the ‘very good’ team at Hengeler Mueller, which routinely handles restructuring work alongside remuneration, transactional and senior management-related matters. It advised French PSA Group on cross-border employment law aspects concerning the acquisition of Opel and Vauxhall, and assisted Tata Steel Group with its merger with thyssenkrupp. The team also advised technology group Linde on remuneration matters and company pensions. Adidas and Metro are also clients.
Hengeler Mueller > Firm Profile
Hengeler Mueller is a leading German law firm with 294 lawyers (including 89 partners) operating across 7 offices in Berlin, Düsseldorf, Frankfurt, Munich, Brussels, London and Shanghai.
Hengeler Mueller is dedicated to absolute quality of legal advice and the highest standards of service, delivering the most creative and efficient solutions designed to optimise clients’ business objectives. The prerequisite: a true, independent and homogeneous partnership of professionals, entrepreneurial in thinking and handling and international in education, training and practice. Cultivating an in-depth knowledge and expertise in a wide spectrum of business law matters, lawyers at Hengeler Mueller establish for each transaction result-oriented and cost-effective teams – interactively in various fields of practice – tailor-made for client requirements. Hengeler Mueller’s clients include major domestic and foreign entities, as well as leading private equity investors and family-owned enterprises in Germany, Europe and worldwide.
Areas of practice
Main areas of practice are: mergers and acquisitions, private equity and venture capital; corporate; banking and finance including bank regulatory law, asset management, syndicated lending, acquisition finance and project finance; capital markets including equity, debt, securitisation, credit derivatives; competition and antitrust; compliance, crisis management and investigations; data protection; employment; family-owned businesses, private clients, wealth management including succession, foundations and trusts; insurance; intellectual property, IT; litigation, arbitration and ADR; notarial services; public law and regulatory; real estate; restructuring and insolvency; tax; white collar crime.
In addition to main practice areas, Hengeler Mueller provides comprehensive legal advice in all major industry sectors, e.g. automotive, banking and finance institutions, chemicals, energy and utilities sector, family-owned enterprises and entrepreneurial families, healthcare/life sciences, infrastructure/ transport/logistics, primary products, private equity, real estate industry, TMT and insurance sector.
Hengeler Mueller believes strongly that cross-border service of the highest quality can best be provided by independent firms, upholding their own partnership of professionals and thus strengthening their respective brands by mutual commitment to absolute standards of service. The firm’s co-operation with preeminent firms in major jurisdictions on cross border matters is far more than a mere ‘network’ or ‘referral relationship’. Through integrated teams, clients have access to international legal services that are client focused, cost-effective and result-oriented.
For decades, Hengeler Mueller has been working intensively with Slaughter and May (UK) in addition to BonelliErede (Italy), Bredin Prat (France), Uría Menéndez (Spain), De Brauw Blackstone Westbroeck (The Netherlands) and further renowned European firms. Hengeler Mueller’s long established relationships to top law firms in the US continue to be a focal point of its international presence. In recent years, the firm has expanded its cooperation with leading law firms in China, India, Russia and other countries with rapidly growing economies. Clients are able to call on integrated teams accustomed to working together as a unit. Hengeler Mueller has established with the above firms standing practice groups in all relevant areas of work and industry sectors; they pool precedents, know-how and expertise, engage in lawyer training programmes, implement a continuous partner programme of secondments involving both partners and associates and maintain compatible IT systems.
The described co-operation is, in the interests of the client, non-exclusive. If the client wishes to work with a certain firm, Hengeler Mueller teams up with the firm of the client’s choice. Hengeler Mueller neither imposes law firms on clients nor cross-sells the services of branch offices. Given that the firm does not export one single approach, integrated teams continue to find great favour among clients and demonstrate a high degree of success.
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Deutsche Börse AG (Deutsche Börse) has entered into binding agreements on the acquisition of Axioma Inc. (Axioma), which is a leading provider of portfolio and risk management solutions. Axioma will be combined with Deutsche Börse's entire index business (STOXX and DAX) to create a new company.
TRUMPF GmbH + Co. KG. has successfully placed a Schuldschein loan (Schuldscheindarlehen) in the aggregate amount of EUR 250 million with terms of five, seven and ten years. The transaction has been arranged by UniCredit Bank AG and Landesbank Baden-Württemberg.
Following completion of the business combination between Linde and Praxair under the holding Linde plc, the companies have announced the implementation of a merger-related squeeze-out. Linde AG shall be merged into Linde Intermediate Holding AG, an indirect 100% subsidiary of Linde plc. The merger agreement entered into in that respect provides that a squeeze-out of the minority shareholders of Linde AG against adequate cash compensation shall occur in the context of the merger. The required squeeze-out resolution shall be passed at an extraordinary general meeting of Linde AG on 12 December 2018.
Hengeler Mueller advises managing board of PNE AG on investment agreement and takeover offer by MorgThe managing board of PNE AG ("PNE") with the approval of the supervisory board signed an investment agreement with Photon Management GmbH ("Photon"). According to the provisions of the investor agreement Photon announced its intention to make a public takeover offer at a price of EUR 4.00 per PNE share in cash.
Hengeler Mueller advises State Street on cross-border merger of State Street Bank Luxembourg with anIn the context of the further streamlining of its structure in Europe, State Street Group has completed a cross-border merger of State Street Bank Luxembourg S.C.A., Luxembourg, with and into State Street Bank International GmbH, Munich. The project is part of State Street's European Legal Entity Management initiative. The overall objective is to reduce the number of legal entities which will enable a more efficient use and generation of capital, allow for greater flexibility to provide services across the European Union and drive infrastructure and governance efficiencies.
Hengeler Mueller successfully represents Portigon in proceedings against Single Resolution Board befThe General Court of the European Union (EGC) has annulled two decisions of the Single Resolution Board (SRB) on the 2016 annual ex ante contributions to the Single Resolution Fund commonly known as the bank levy, to the extent they affect Portigon AG (Portigon). These decisions were the basis of orders by the German Federal Agency for Financial Market Stabilisation (Bundesanstalt für Finanzmarktstabilisierung) requesting payment of the bank levy from Portigon.
Hengeler Mueller advises the German Federal Finance Agency on the development of sustainable financiIn accordance with the decision by the Secretaries of State Committee for Sustainable Development of 25 February 2019, the German Federal Finance Agency has examined in recent months whether issuing green or sustainable German government bonds as part of the envisaged refinancing activity is economically viable. At the end of October 2019, the Federal Republic of Germany has announced that the Federal Government will add a new product to its portfolio of government bonds. As announced by Federal Finance Minister Olaf Scholz, Germany will begin to issue federal bonds the proceeds of which will be used exclusively for ecologically oriented projects. The first issue is expected to take place in the second half of 2020.
Hengeler Mueller, together with Simpson Thacher & Bartlett in London and New York, Davies Ward Phillips & Vineberg LLP in Toronto and various other European local counsel, advises funds managed by The Blackstone Group LP on the acquisition of Dream Global REIT ("Dream Global"). The Canadian real estate investment trust listed in Toronto and Frankfurt holds a pan-European real estate portfolio with the majority of the properties located in Germany. The all-cash transaction is valued at CAD 6.2 bn (appr. EUR 4.2 bn) and is subject to customary conditions. It is expected to close in December 2019.
The owners of Boxine GmbH, a producer and distributor of award-winning audio-systems for children, have sold a stake in the company to Munich-based industrial holding Armira and selected co-investors. The founders remain executive directors of Boxine GmbH and shareholders of the company.
HELLA GmbH & Co. KGaA, one of the world's leading automotive suppliers for lighting and electronics, has successfully placed a corporate bond with a volume of € 500 million and a term of over seven years on the capital market. The coupon on the bond, which matures on 26 January 2027, is 0.5 percent.
Elanco Animal Health Incorporated today announced it had entered into an agreement with Bayer AG to acquire its animal health business in a transaction valued at $7.6 billion. The transaction will be financed by a 70% cash/30% equity combination.
innogy SE has sold its 49 per cent stake in the business of the Slovakian VSEH (Východoslovenská energetika Holding a. s.), based in Kosice, to RWE. VSEH is a holding company whose subsidiaries are engaged in the business of electricity supply and distribution as well as retail in Slovakia.
Equistone Partners Europe ("Equistone") acquires a majority stake in Omnicare group, a German pharmaceutical wholesaler. Seller is Omnicare Holding, in which a consortium of shareholders is bundled. It will retain a significant stake in the company. The acquisition is subject to approval by antitrust authorities.
Hengeler Mueller advised Silver Lake on the latest funding round of FlixMobility, the parent company of the global mobility platforms FlixBus and FlixTrain.
As part of its sustainability-oriented refinancing Dürr AG has signed a EUR 750 m syndicated credit facility. The syndicated loan consists of a cash facility of EUR 500 m and a letters of credit facility of EUR 250 m. The interest rate is inter alia adjusted subject to a sustainability rating provided by the agency Ecovadis. Considered factors include, among others, CO2 emissions and water consumption as well as fair working conditions at suppliers. The signing of the loan agreement served as a pilot project for the digitalisation of syndication processes, using a Dürr-hosted Blockchain and digital security technology.
As part of an extended Series D Funding round, Tencent Holdings Ltd., one of the leading technology companies particularly in China, has increased its investment in N26 GmbH, a provider of mobile banking services. All previous investors from the Series D funding round in January 2019 have participated in this latest investment in N26.
The Berlin University Alliance has qualified as a consortium for a funding in the Universities of Excellence competition of the German federal and state governments. With their joint proposal entitled "Crossing Boundaries toward an Integrated Research Environment", the four Berlin partners – Freie Universität Berlin, Humboldt-Universität zu Berlin, Technische Universität Berlin, and Charité – Universitätsmedizin Berlin –were able to convince the reviewing Excellence Commission in a highly competitive process. As of November 1, 2019, they will receive up to 196 million euros for an initial period of seven years.
Accel has, together with other co-investors, participated in the Series C funding round of the Berlin-based logistics startup company sennder. Accel had initially invested in the digital road-freight-forwarder as part of the Series B financing in spring.
Global Infrastructure Partners (GIP) is divesting its 50 percent stake in the German offshore wind farm Gode Wind 1. GIP has for this purpose sold a 25 percent stake in the project to each of the investors Glennmont Partners and The Renewables Infrastructure Group Limited (TRIG). Ørsted, global leader in offshore wind and developer of the wind farm, will continue to hold a 50 percent stake in the wind farm.
After detailed discussions, a bidding consortium composed of Bain Capital and The Carlyle Group, has presented to the Managing Board and Supervisory Board of OSRAM Licht AG ("Osram") a legally binding transaction offer for the public takeover of all the shares of Osram. Following a diligent process with the best interests for the company, the shareholders and other stakeholders in the center of consideration the Managing Board and Supervisory Board have decided to support this offer. Osram and the consortium have also concluded an investor agreement that includes comprehensive commitments. As part of the public takeover offer, shareholders are to be offered 35 euros per share in cash.
After more than seven months of examination the German Federal Cartel Office (Bundeskartellamt) has given clearance for the intended acquisition of OptiGroup AB's German paper distribution business bundled in Papyrus Deutschland GmbH & Co. KG by Inapa – Investimentos, Participações e Gestão, S.A. With its subsidiary Papier Union GmbH Inapa is also active in the domestic paper wholesale business. The merger, which had been notified in November 2018, has been cleared by the Bundeskartellamt after several extensions of the examination period without any conditions or obligations.
ICF BANK AG Wertpapierhandelsbank has successfully completed the registration procedure as a benchmark administrator under the EU Benchmarks Regulation.
LEO Pharma completes the acquisition of Bayer’s prescription dermatology business. The transaction includes the product rights for Bayer’s global prescription dermatology business with the exception of Afghanistan and Pakistan, a production facility in Segrate, Italy, and a total of 347 employees who will join LEO Pharma in addition to the employees who joined from the United States last year.
As of 1 January 2020 FIL Fondsbank (FFB), part of Fidelity group, will take over the retail business of Metzler Fund Exchange. The transaction, which is subject to customary regulatory conditions, comprises 50,000 customer accounts with assets of around EUR 2bn, most of which are managed by independent financial advisers and portfolio managers. FFB is one of the largest German fund platforms, administering in total around 600,000 accounts with assets of EUR 21.7 bn.
EP Global Commerce VI GmbH, a holding company owned by Daniel Křetínský and Patrik Tkáč announced on 21 June 2019 to make a voluntary public takeover offer to the shareholders of METRO AG for the acquisition of all ordinary and preference shares. The offer shall be subject to a certain minimum acceptance threshold of all ordinary shares in METRO AG which shall be sufficient in the view of the bidder to secure approval for a domination and profit and loss transfer agreement with METRO AG after settlement of the offer. Furthermore, it will be subject to merger control clearances and other customary conditions. According to its own statements the bidder aims for full operational control over METRO AG.
Sonic Healthcare Limited ("Sonic") (SHL.AX) has sold its indirect 85% shareholding in GLP systems GmbH ("GLP") to Abbott Laboratories ("Abbott"). Abbott has also acquired the remaining 15% interest in GLP.
The Berlin Regional Court has rejected a claim on the appointment of employee representatives to the supervisory board of Axel Springer SE, brought by Konrad Erzberger with support of members of the works council and the labour union ver.di. In its decision, which has not yet become final, the court has come to the conclusion that the supervisory board of Axel Springer SE is correctly composed, since it consisted only of shareholder representatives before the conversion into a European Stock Corporation (SE) in order to protect the journalistic activities of the publishing house. The decisive factor was the non-co-determination practised at the time of conversion (actual vs. legally required state). This issue is of great relevance when establishing an SE and is much contested amongst Regional Courts. Although it was not crucial for the case at bar, the court indicated that Axel Springer had rightly made use of the freedom from co-determination as a result of the journalistic autonomy ("Tendenzschutz") at the time of conversion, i.e. all legal requirements had been fulfilled. Freedom from co-determination is perpetuated in the SE.
Linde plc has completed the sale of selected assets of Linde Korea to IMM Private Equity Inc. in connection with the recent merger between Linde AG and Praxair, Inc. and requirements of the Korea Fair Trade Commission.
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