Milbank > Munich, Germany > Firm Profile

Milbank
MAXIMILIANSTRAßE 15
80539 MÜNCHEN
Germany

Private equity > Transactions Tier 1

Milbank is one of the top addresses for private equity transactions in the upper market sphere. The M&A and PE team covers the entire spectrum, from acquisitions and sales over leveraged buyouts and PIPEs to distressed deals and fund structuring. Additionally, the team assists with interface issues such as financing, antitrust law and taxes. Michael Bernhardt is an experienced advisor in public-to-private, LBOs and MBOs, while Sebastian Heim also handles insolvency and restructuring issues. Norbert Rieger heads the global corporate practice group, which welcomed Markus Muhs (specializing in infrastructure transactions and investments in technology-driven companies) from Clifford Chance in December 2020. Peter Nussbaum retired from the legal profession in February 2022.

Testimonials

‘Milbank compares itself excellently to other M&A law firms: particularly fast in processing various issues; very pragmatic approach; very good industry knowledge.

Key clients

Advent International

Ardian

capiton AG

CVC Partners

Deutsche Beteiligungs AG

ECM Equity Capital Management

EnTrust Global

EQT Partners

General Atlantic

Goldman Sachs

H.I.G. Capital

L-GAM

LEA Partners

PAI Partners

Pamplona

Partners Group

Strategic Value Partners

The Blackstone Group Inc.

The Carlyle Group

Work highlights

  • Advised The Carlyle Group on the €2.2 billion acquisition of all shares in Flender from Siemens.
  • Advising EQT on the €1.6 billion sale of Apleona Group GmbH to PAI Partners SAS.
  • Advising the Blue Sky Aviation strategy of EnTrust Global and funds managed by Strategic Value Partners and its subsidiaries on the acquisition of DVB Bank Group’s aviation investment and asset management business.

Banking and finance > Lending and borrowing Tier 2

Milbank's activity is characterised by acquisitions and refinancings that often entail complex financing structures and cross-border elements, but also include capital market products, above all term loan B loans. In this regard, the group is instructed by lenders such as banks and debt funds as well as by financial investors and companies. Investment grade and sub-investment grade borrowers are also regularly advised on corporate financing. With the addition of Barbara Mayer-Trautmann in January 2021, the group not only strengthened its leveraged finance and corporate loans practice, but also its restructuring and infrastructure financing capabilities; she previously held the position of co-head at Clifford Chance and now jointly leads the practice with Thomas Ingenhoven who is also managing partner of the Frankfurt office. Ingenhoven also focuses on acquisition financing and regularly takes the lead in syndicated loans. Mathias Eisen is another key member of the practice and offers extensive advice across financing matters.

Other key lawyers:

Key clients

Advent International

Ardian

Axel Springer SE

Bayerische Landesbank

Bregal Unternehmerkapital GmbH

Commerzbank AG

DZ Bank AG

FUNKE Mediengruppe GmbH & Co. KGaA

H.I.G. Capital

ING Bank

Körber AG

Leonine Holding GmbH

Pemberton Capital Advisors LLP

ProSiebenSat.1 Media SE

Schön Klinik SE

UniCredit Bank AG

Work highlights

  • Advised Ardian on the acquisition financing of GBA Group, a leading independent TIC provider of bioanalytical laboratory services.
  • Advising German media group Leonine Holding GmbH on a comprehensive €190m refinancing.
  • Advised the lenders of L Catterton and CVC on the acquisition of a majority stake in Birkenstock.

Germany > Tax Tier 2

Milbank stands out for its transactional tax expertise that contributes to the firm's assistance with national and cross-border M&A and PE transactions, capital market transactions and financing rounds. in this context, Thomas Kleinheisterkamp and Rolf Füger are the names to note; Kleinheisterkamp also oversees tax audits and tax litigation, while Füger has an additional focus on corporate tax law. These fields of expertise are among the team's key competencies and in regularly demand by private equity houses and companies.

Testimonials

‘Expertise, pragmatic and proactive, highly service-oriented, end-to-end coverage/consulting.

‘Highest professional competence.’

‘We are collaborating with Dr. Kleinheisterkamp. In addition to outstanding knowledge of tax law and legal knowledge, Dr. Kleinheisterkamp characterized by cooperative solution-oriented work, high willingness to discuss and outstanding persuasiveness.’

‘Team led by Matthias Schell is undoubtedly one of the best tax teams on the Munich market for PE.

‘Matthias Schell is available at all times and imparts absolute authority knowledge with regard to structuring issues. Also strong in the area of management participation.’

‘The team of experts first listens carefully to the wants and needs and makes sure they understand what is important to the customer. Subsequently, they always turn out to be very analytical and able to find the most economical way. You are result oriented.

‘Dr. Matthias Schell is definitely an outstanding personality, both in his personal dealings and in the way he approaches his mandate. He is never limited to interpreting and optimizing tax law, but also considers corporate, financial or other structures that can help to overcome obstacles.’

Key clients

Advent International

Ardian

Auto 1 Group

Deutsche Beteiligungs AG (DBAG)

Deutsche Invest Capital Partners GmbH

ECM Equity Capital Management

EMH Digital Growth Fund GmbH & Co. KG

EQT Partners AB

FC Bayern München AG

H.C. Starck Group

HENSOLDT

H.I.G. European Capital Partners GmbH

INNIO Group

Jedox

LEA Partners

Nordwind Capital

Otto Group

PAI Partners

Philipp Lahm Holding

ProSiebenSat.1 Media SE

Sartorius AG

The Carlyle Group

Work highlights

  • Tax advice to AUTO1 Group SE on its first successful IPO in Germany in 2021.
  • Tax advice to the Otto Group on the sale of Hermes UK to Advent International. As part of the transaction, Advent acquired a 75% stake in Hermes UK and a 25% stake in Hermes Germany.
  • Tax advice to EQT VII on the €1.6 billion sale of Apleona Group GmbH to PAI Partners SAS.

Corporate and M&A > Corporate Tier 3

Milbank ‘always fields a team with diverse expertise ‘. In addition to traditional corporate topics such as restructuring, corporate governance and compliance, the group also covers shareholder activism, share buyback schemes and take-private measures. The team cooperates closely with the firm’s capital markets, stock corporation, tax law and private equity specialists on interfacing matters, which results in frequent instructions from listed companies, supervisory boards, executive boards, investors and financial institutions. The practice head trio includes Ulrike Friese-Dormann, who covers D&O liability issues, Norbert Rieger (also tax law expertise) and takeover specialist Christoph Rothenfusser.

Testimonials

‘Quick response, immediate forwarding, efficient callback and impeccable file management.’

‘Christoph Rothenfusser: Detailed knowledge and extensive experience in arbitration proceedings – on both sides. Proven competence in all questions of corporate law. Flexible, always within the legal framework, but creative in the teleological application of the law.’

‘Milbank always fields a team with diverse expertise. All implications of the actions of the Supervisory Board and Management Board were presented in easy-to-understand, balanced presentations.’

The depth of understanding and the careful examination of all options for action with BaFin, the tax authorities and courts in advance are exceptional. Overall, the preparation and handling of the Annual General Meeting have led to the satisfaction of a difficult shareholder environment.’

‘Especially Mrs. Friese-Dormann is an exceptional lawyer. Without ever bragging about her outstanding knowledge and her excellent preparation, she has managed to gently but firmly convince lawyers of very different quality levels.’

‘Good listening, clear explanations, quick reactions.’

‘Very quick response times.’

Key clients

ADAC SE

Airbus Defence & Space

Auto1 Group

Axel Springer

Bilfinger

Ceconomy AG

Dermapharm Holding SE

Evoco AG

F.C. Bayern München

Hauck & Aufhäuser Privatbankiers AG

KSBG Kommunale Verwaltungsgesellschaft GmbH

Mylan

Otto Group

PartnerFonds AG

ProSiebenSat.1 Media SE

Reimann Investors KGaA

RHI AG

SHW AG

Sixt Leasing SE

Sixt SE

Work highlights

  • Advising PartnerFonds AG on the holding of a virtual general meeting to resolve on a dissolution and capital reduction.  
  • Advising a member of the Management Board of Wirecard AG in connection with any liability claims in connection with the accounting scandal.
  • Ongoing corporate and capital market law advice to the AUTO1 Group, including advice on the general meeting and board remuneration issues.

Corporate and M&A > M&A: large deals (€500m+) Tier 3

Milbank has a good reputation and is regularly instructed on national and international large-cap transactions. In addition to transactional capacities, clients also benefit from the team’s interface expertise in tax, finance and antitrust law issues, with comprehensive support on public takeovers, joint ventures and due diligence processes. Key contacts include Sebastian Heim, an experienced advisor to financial investors, and conversion and takeover expert Norbert Rieger. M&A and Private Equity specialist Markus Muhs joined the team from Clifford Chance in December 2020.

Testimonials

‘Extremely high responsiveness and accuracy when drafting.’

‘Norbert Rieger: Extremely strong negotiator. Thinks incredibly fast.’

Key clients

Auto1 Group SE

Futrue GmbH

HG Darco Group

NuCom Group SE

Oncare GmbH

Otto Group

ProSiebenSat. 1 Media SE

Sartorius AG

SHL Medical AG

Sixt SE

Smith & Nephew plc

SUSE

Themis Beteiligungs-Aktiengesellschaft

Work highlights

  • Advising AUTO1 Group SE on the first successful IPO in Germany in 2021.
  • Advising the Otto Group on the €1.1bn sale of Hermes UK to Advent International and on the partnership with Advent International for Hermes UK and Hermes Germany.
  • Advising EQT VII as lead counsel on the €1.6 billion sale of Apleona Group GmbH to PAI Partners SAS.

Germany > Antitrust Tier 4

Milbank‘s antitrust practice is led by Alexander Rinne and provides prestigious companies from the financial services, automotive, food and industrial sectors with ‘creative solutions‘ to multifarious antitrust issues. The group’s advice ranges from merger control, cartel and abuse proceedings to antitrust disputes and compliance. The Munich-based Rinne has ‘valuable broad experience in M&A transactions and offers practical advice‘ and, as head of the European antitrust and competition practice, is also well versed in representation before both German and European authorities and courts.

Practice head(s):

Testimonials

‘Milbank impresses with its high level of commitment and availability and creative solutions.’

‘Dr. Alexander Rinne has valuable broad experience in M&A transactions and offers practical advice.’

We rate the team as focused, responsive, perceptive and pragmatic. They are internationally well connected and can assess the situation quickly and accurately. They are very user friendly.’

Key clients

Advent International

Ardian

BMW AG

Brugg Kabel

EIG

EQT

Eurofoam

Flint Group

Goldman Sachs

Hipp

Husqvarna

Ingram Micro

Loomis

PepsiCo

ProSiebenSat.1 Media SE

Roche Diagnostics

Sixt

Sartorius

Telefónica

The Carlyle Group

Work highlights

  • Appointed as central and exclusive adviser (together with teams across other jurisdictions) on merger control and foreign investment filings in Europe for all HIG Capital transactions. Advice on numerous transactions, including the acquisition of Hundhausen Constriction Forms Inc. and Infratech.
  • Advised Otto Group on antitrust aspects of various important strategic transactions, including the sale of Mondial Relay to InPost and the partnership with Advent for Hermes Germany and Hermes UK.
  • Comprehensive antitrust advice to Roche Diagnostics in connection with the allocation and pricing of Covid-19 tests, including proceedings before antitrust authorities. Also advised Roche on numerous other antitrust issues in the areas of distribution, licensing and R&D collaborations.

Corporate and M&A > M&A: mid-sized deals (sub-€500m) Tier 4

Milbank impresses with a broad advisory portfolio including transactional due diligence processes and post-merger integrations. Accordingly, the team is instructed by listed corporations, international financial investors and medium-sized companies from Germany and abroad on large and mid-cap transactions, which often feature interfacing private equity and venture capital aspects. The core team includes Martin Erhardt, who covers M&A and corporate law as well as insolvency law matters, conversion and takeover specialist Norbert Rieger and Christoph Rothenfusser (stock corporation and group law, capital markets law, takeover and conversion law). The corporate and private equity specialist Peter Nussbaum left the legal market in February 2022.

Key clients

Auto1 Group SE

Futrue GmbH

HG Darco Group

NuCom Group SE

Oncare GmbH

Otto Group

ProSiebenSat. 1 Media SE

Sartorius AG

SHL Medical AG

Sixt SE

Smith & Nephew plc

SUSE

Themis Beteiligungs-Aktiengesellschaft

Work highlights

  • Advising the founder and majority shareholder Roman Arnold on the acquisition of a majority stake in Canyon Bicycles GmbH by Groupe Bruxelles Lambert.
  • Advising capiton, Nord Holding, the Brendecke family and the management team of Engelmann Sensor, a leading European manufacturer in the smart heat metering industry, on the sale to DPE.
  • Advising HG Darco Group LLC on the sale of hg medical GmbH.

Restructuring and insolvency > Restructuring Tier 6

Milbank offers a comprehensive range of advice on in-court and out-of-court financial restructuring and financing in times of crisis, including the whole array of related issues. This includes assistance with distressed M&A, liability management, collateral enforcement and insolvency litigation. The client portfolio is similarly broad and consists of both creditors and borrowers, including banks, distressed debt investors, mezzanine lenders and subordinated creditors as well as shareholders and sponsors. Practice head Mathias Eisen is experienced in advising on cross-border loan and bond financing as well as bridge and restructuring loans.

Practice head(s):

Key clients

Pemberton

Signal Capital Partners

Aviva

NNIP

ProSiebenSat.1

Carlyle Aviation Partners

Cerberus

PIMCO

Robus

KSBG Kommunale Beteiligungsgesellschaft GmbH & Co. KG

Flint-Gruppe

Work highlights

  • Advised the Ad Hoc Committee of Subordinated High Yield Noteholders in relation to the (non-consensual) restructuring of the Galapagos Group.
  • Advising Pemberton on the recapitalization and takeover of the E3 Group.
  • Advised the Flint Group on extending their credit facilities.

Firm overview: Milbank LLP is a leading international law firm. More than 800 lawyers worldwide provide integrated services combined with technical excellence and genuine sector expertise throughout the world, as they have been doing for over 150 years. Milbank is headquartered in New York and has offices in Beijing, Frankfurt, Hong Kong, London, Los Angeles, Munich, São Paulo, Seoul, Singapore, Tokyo and Washington DC.

The first German office opened in 2001 in Frankfurt, followed by Munich in 2004. As part of the global network, these offices give Milbank a strong local presence. The experienced resident partners there have a long standing and in-depth knowledge of the German market. More than 60 lawyers in Germany provide high-level legal advice in all areas that are key to the structuring, financing and successful implementation of transactions. Listed groups, SMEs, financial institutes and global investors have placed their trust in Milbank’s expertise for many years, and continue to do so with great success.

In order to achieve the best possible solutions for its clients, Milbank works in refined, partner-led teams individually staffed to meet the specific demands of each mandate. The highly specialised lawyers offer top-level legal advice and master the most complex projects. Lawyers regularly counsel on transactions that set new standards in their sector.

Main areas of practice
Antitrust and competition: The lawyers in Milbank’s German and European antitrust and competition practice in Munich advise on matters covering the entire spectrum of this practice area. These include applying merger control regulations to complex private equity and hedge fund structures, as well as in the strategic planning and subsequent implementation of acquisitions by companies that are already market leaders in their respective areas, cartel and dominance investigations, antitrust litigation, compliance know-how.
Contact: Alexander Rinne

Banking and acquisition finance: Milbank’s German finance practice focuses on complex cross-border and domestic financing transactions, ranging from acquisitions to corporate, infrastructure, asset and project financings. Working as an integrated team with the London and New York offices, the firm’s finance lawyers in Germany provide comprehensive advice on the German, US and English law in connection with financings in the public and private market to lenders, underwriters/arrangers, sponsors, institutional and corporate clients.
Contacts: Thomas Ingenhoven, Barbara Mayer-Trautmann, Mathias Eisen

Corporate advisory: Milbank’s corporate advisory practice is well known for its expertise on all aspects of German corporate and capital markets law and corporate reorganisations. Given the potential impact of minority shareholders’ actions for a successful and timely implementation of corporate reorganisations in Germany, the corporate team focuses on the preparation and the coaching of shareholders’ meetings of public companies, as well as corporate litigation and appraisal proceedings following corporate reorganisations. The team also advises on liability matters of board members.
Contacts: Ulrike Friese-Dormann, Christoph Rothenfusser

Litigation: German qualified lawyers represent clients on corporate litigation resulting from M&A transactions as well as in the context of shareholder meetings, corporate reorganisations and liability matters of board members. In addition, US-qualified litigation lawyers in the Munich office specialise in IP litigation, in particular related to the pharmaceutical industry.
Contacts: Ulrike Friese-Dormann, Christoph Rothenfusser

Private equity: Integrated teams of highly specialised lawyers support sponsors in their investments at home and abroad. Clients turn to Milbank in all stages of private equity transactions from the establishment of funds and the acquisition of portfolio companies to exit strategies. The range of services includes: leveraged buy-outs, take privates, PIPEs, public M&A, fund formation, venture capital, joint ventures, management incentive programs.
Contacts: Michael Bernhardt, Sebastian Heim, Markus Muhs, Steffen Oppenländer, Leopold Riedl, Norbert Rieger

Private M&A: The team focuses on advising public groups, financial institutions and medium-sized companies on complex national and international acquisitions, sales of companies, joint ventures and other transactions. The range of services includes: transaction structuring, due diligence, sale and purchase documentation, post-merger integration, restructuring.
Contacts: Michael Bernhardt, Martin Erhardt, Sebastian Heim, Markus Muhs, Steffen Oppenländer, Leopold Riedl, Norbert Rieger

Public M&A: Milbank’s public M&A team focuses on advising on all aspects of takeovers and mergers of public companies. A close working relationship with the German Securities Agency, broad experience in advising on all corporate law aspects and intensive cooperation with Milbank’s public M&A teams in London and New York ensure a high-level service which is complemented by the corporate advisory practice.
Contacts: Norbert Rieger, Christoph Rothenfusser

Restructuring (insolvency and finance): The German restructuring teams advise companies, funds, private equity houses and their portfolio companies, financial institutions and other creditors and debtors in respect of all areas of financial restructurings, corporate workouts, turnarounds and insolvencies, and represent entities interested in acquiring troubled companies, their assets or their debt. Together with Milbank’s restructuring practices in the USA and London, the team provides seamless legal advice spanning all major jurisdictions.
Contacts: Mathias Eisen, Thomas Ingenhoven, Barbara Mayer-Trautmann

Tax: The tax team advises on all aspects of national and international corporate tax law, focusing on the development and implementation of tax-optimised acquisition and financing structures. The team further advises clients on tax matters of corporate restructurings and other complex and constantly changing matters of corporate tax law.
Contacts: Rolf Füger, Thomas Kleinheisterkamp, Matthias Schell