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Clifford Chance advises Stefan Pierer on the successful takeover of LEONI AG through a StaRUG process

18 August 2023

Clifford Chance advises Stefan Pierer on the successful takeover of LEONI AG through a StaRUG process

International law firm Clifford Chance has advised Dipl. Ing. Stefan Pierer and a subsidiary of Stefan Pierer on a complex transaction that resulted in Stefan Pierer indirectly taking over 100% of LEONI AG. The closing of the takeover occurred on 18 August 2023.

The LEONI Group is an internationally active automotive group with a 2022 revenue of more than €5 billion. It is a critical Tier 1 supplier to many global OEMs and part of the global automotive supplier infrastructure. Following the aborted sale of BG AM last year, a division of LEONI Group, Stefan Pierer has agreed on a restructuring path after negotiations with all key stakeholders. The core of the agreement was a binding equity commitment of Stefan Pierer. As part of a restructuring plan under the German Corporate Stabilisation and Restructuring Act (“Unternehmensstabilisierungs- und -restrukturierungsgesetz” – so-called StaRUG), a fully owned subsidiary of Stefan Pierer contributed €150 million of new capital to LEONI in exchange for 100% of its equity. At the same time, the key lenders of LEONI have assigned claims worth €708 million to Stefan Pierer's fully owned subsidiary in exchange for a profit participation note.

The restructuring plan, which was confirmed by the restructuring court on 21 June 2023, has become legally effective in July 2023. After all conditions for the envisaged capital increase have been fulfilled, the takeover was completed on 18 August 2023.

This restructuring of the LEONI Group is the first of this magnitude which was implemented on the basis of the StaRUG in Germany. Key elements of the transaction included antitrust approvals in a variety of foreign jurisdictions globally, the filing and implementation of the restructuring plan and the negotiation and implementation of financing agreements with numerous stakeholders.

The core Clifford Chance team was led by partner Stefan Sax (Restructuring, Frankfurt) who has been supported by partners Christian Vogel and Dominik Heß (both Corporate, Düsseldorf), Marc Besen (Antitrust, Düsseldorf/Brussels), Bettina Steinhauer (Global Financial Markets), George Hacket (Capital Markets) and Olaf Mertgen (Tax, all Frankfurt).

The core Clifford Chance partners have been supported by counsels Axel Wittmann (Capital Markets, Frankfurt) and Harald Amer (Restructuring, Munich), senior associates Diana Schoch (Restructuring, Frankfurt), Christian Cranmore (Global Financial Markets, Munich), Nico Köhler (Capital Markets, Frankfurt), Steffen Waadt (Tax, Frankfurt), Anne Filzmoser, Julius Schradin and Johannes Lüer (all Antitrust, Düsseldorf) associate Konstantin Kirchner (Restructuring, Frankfurt), as well as law clerk Lara Esser and research assistant Constantin Luyken (both Capital Markets, Frankfurt). The team was further complemented by lawyers throughout Clifford Chance's global network.