Noerr advises DAP Industrial AG on merger squeeze-out of minority shareholders of Dürkopp Adler AG

Noerr has advised DAP Industrial AG, the majority shareholder of Dürkopp Adler AG, in a merger squeeze-out of the minority shareholders in exchange for adequate cash consideration. The squeeze-out was resolved in an extraordinary general meeting of Dürkopp Adler AG on 20 March 2018. It came into force on 16 July 2018 when it was entered into the commercial register. DAP Industrial AG is a wholly-owned subsidiary of ShangGong Group Co., Ltd., domiciled in Shanghai, People’s Republic of China.

The law firm’s team, led by Stephan Schulz, Hamburg, and Laurenz Wieneke, Frankfurt, advised on the transaction. They provided DAP Industrial AG with extensive advice, including on its prior reorganisation and change of legal form into a stock corporation and on issues related to employment and tax law. The team was also active in fending off an action in rescission against the squeeze-out resolution.

Advice on restructuring measures under stock corporation law is one of the specialisations of the law firm’s capital markets practice group. Noerr has also advised Analytik Jena AG on a squeeze-out according to stock corporation law, Augusta Technologie AG (Munich) on a merger squeeze-out, the major shareholder of BDI BioEnergy International AG on a delisting offer and Isaria Wohnbau AG on a capital increase and the first delisting under the new law. The current transaction also involved support from Yifan Zhu, an advisor from Noerr’s China Desk. With its China Desk, Noerr is a leading law firm in Europe in supporting the commercial activities of Chinese companies and investors.

Advisors to DAP Industrial AG: Noerr LLP

Dr Stephan Schulz (Hamburg), Dr Laurenz Wieneke (Frankfurt) (joint lead), Dr Philipp Göz (Litigation, Munich)

Jessica Hallermayer (Capital Markets, Hamburg), Dr Yifan Zhu (China Desk, Frankfurt), Dr Stephan Vielmeier, Dr Flavia Lang (both Employment, Hamburg), Michael Tommaso (Tax, Berlin)