Noerr advises major shareholder of BDI BioEnergy International AG on delisting offer
Noerr is advising BDI Beteiligungs GmbH in connection with a compensation offer for the shareholders of BDI – BioEnergy International AG (BDI). The aim of the offer, announced on 17 October 2016, is to create the right conditions for cancelling BDI’s current stock exchange listing in Frankfurt.
The Austrian company would be the second stock corporation to aim for a delisting under the new statutory provisions in place since the end of 2015, after the delisting of Isaria Wohnbau AG which was also advised by Noerr. BDI is the market and technology leader in the construction of customised biodiesel plants.
The bidder currently holds 72.46% of the shares as the main shareholder of BDI. The shareholders are to be offered a price of €13.50 per share. The management board and supervisory board of BDI are in favour of the plan and intend to support the delisting offer, subject to a review of the offer document which is still to be published. The management board also intends to apply at an appropriate time to cancel the admission of shares for trading on the Regulated Market of the Frankfurt Stock Exchange in coordination with the bidder.
“The planned delisting is extremely challenging legally due to the cross-border compensation offer,” says Dr Stephan Schulz, capital markets expert at Noerr’s Frankfurt office. “But it is becoming clear that the new delisting regulation offers enough flexibility for cross-border constellations too,” adds Dr Laurenz Wieneke, Partner in the Frankfurt office, who is advising the bidder alongside Stephan Schulz. Both previously supported Isaria Wohnbau AG early this year in the first delisting under the new law.
Advisors to BDI Beteiligungs GmbH: Noerr LLP
Dr Stephan Schulz, Dr Laurenz Wieneke (both Frankfurt), Associate: Jasmin Wagner (Munich, all Capital Markets)