Freshfields advises OSRAM Licht on takeover by Bain Capital and The Carlyle Group
Freshfields Bruckhaus Deringer (‘Freshfields’) is advising OSRAM Licht AG (‘OSRAM’) on the planned takeover by a bidding consortium composed of Bain Capital LP (‘Bain’) and The Carlyle Group LP (‘Carlyle’). The transaction is being planned via a voluntary public takeover offer that will be made to all OSRAM shareholders.
OSRAM shareholders are to be offered €35 per share in cash. The offer values OSRAM at an equity value of €3.4bn and an enterprise value of roughly €4bn. The public takeover offer will be made by a holding company jointly controlled by funds from the investment companies Bain Capital Private Equity and The Carlyle Group. The transaction will be subject to a minimum acceptance threshold of 70 per cent and other customary closing conditions.
In connection with the public offer, OSRAM and the consortium have also concluded an investor agreement that includes comprehensive commitments.
Freshfields is advising OSRAM on corporate, capital markets, antitrust and financing matters related to this transaction. The firm had advised OSRAM in the past on stock corporation and capital market law issues and recently also on an M&A transaction.
The Freshfields team was led by partners Christoph H. Seibt and Sabrina Kulenkamp, with support from partnerts Peter Niggemann and Mario Hüther.
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