Mutares’ €100 Million Rights Offering And Uplisting in The Regulated Market of The Frankfurt Stock Exchange

Noerr advised Mutares, while McDermott Will & Emery advised Joint Global Coordinators Jefferies and Hauck & Aufhäuser.

The management board of Mutares Management SE, the general partner of Mutares SE & Co. KGaA resolved to increase the Company’s share capital against cash contribution from currently EUR 15,496,292.00 by up to EUR 5,140,439.00 to up to EUR 20,636,731.00 by issuing up to 5,140,439 new ordinary registered shares with no par value of the Company with subscription rights of the Company’s limited liability shareholders and partially utilizing the existing Authorized Capital 2019/I as well as an uplisting of the Company’s existing shares and the New Shares to the Regulated Market (Prime Standard) of the Frankfurt Stock Exchange.

Mutares raised gross proceeds of approximately €100 million with the significantly oversubscribed capital increase with subscription rights from authorised capital. The capital increase comprised 5,140,439 new shares, of which approximately 98.4% were subscribed as part of the subscription offer. The remaining new shares were placed entirely with institutional investors. In connection with the capital increase, the existing shares and new shares are expected to be uplisted to the Regulated Market (Prime Standard) of the Frankfurt Stock Exchange on 20 October 2021. Hauck & Aufhäuser and Jefferies acted as joint global coordinators for the transaction. Duxebridge Capital acted as financial advisor to Mutares.

As a private equity investor, Mutares specialises in acquiring and realigning companies and parts of companies in transition situations which have potential for operational development. In the 2020 financial year, Mutares generated consolidated annual revenues of around €1.6 billion with more than 12,000 employees worldwide. Mutares intends to apply the proceeds from the capital increase to use the opportunities to accelerate further growth, in particular by acquiring new portfolio companies, performing add-on acquisitions and making other investments in existing portfolio companies.

The Noerr team included Dr Ralph Schilha (Picture), Dr Julian Schulze De la Cruz (joint team lead, Corporate/Capital Markets, Munich and Frankfurt), Dr Laurenz Wieneke, Dr Holger Alfes (both Corporate/Capital Markets, Frankfurt), Dr Martin Haisch (Investment Law, Frankfurt), Sebastian de Schmidt (Corporate/Capital Markets, Frankfurt); Associates: Dr Philip M. Schmoll (Lead Associate), Jens Göb, Dr Dirk Buken, Thomas Thies (all Frankfurt), Dr Timm Gaßner, Dr Christian Haagen (both Munich), Alison Heinze (Berlin, all Corporate/Capital Markets).

The McDermott team was led by partners Simon Weiß (Capital Markets) and Joseph Marx (US Capital Markets) in Frankfurt, and included associates Isabelle Müller (Corporate) and Christoph Schäfer (Capital Markets). 

Involved fees earner: Joseph Marx – McDermott Will & Emery; Isabelle Müller – McDermott Will & Emery; Simon Weiß – McDermott Will & Emery; Holger Alfes – Noerr; Dirk Buken – Noerr; Sebastian de Schmidt – Noerr; Timm Gaßner – Noerr; Jens Michael Göb – Noerr; Christian Haagen – Noerr; Martin Haisch – Noerr; Alison Heinze – Noerr; Ralph Schilha – Noerr; Philip Schmoll – Noerr; Julian Schulze De la Cruz – Noerr; Thomas Thies – Noerr; Laurenz Wieneke – Noerr;

Law Firms: McDermott Will & Emery; Noerr;

Clients: Hauck & Aufhäuser Privatbankiers KGaA; Jefferies; Mutares SE & Co. ;

Author: Federica Tiefenthaler