Markus Hauptmann

Partner, Frankfurt

Biography

Markus Hauptmann is named as a Highly Recommended Lawyer in M&A and Corporate Law by JUVE 2018/2019.

Overview

Markus advises clients on mergers and acquisitions, and corporate and capital markets law matters. He guides both domestic and international clients through complex transactions, helping them to navigate a wide range of legal issues arising from their activities.

Clients benefit from Markus' extensive experience in transactions involving the purchase and sale of companies. His work in this area includes advising EDEKA, Germany's largest food retailer, on the acquisition of supermarket chain Kaiser's Tengelmann, which at that time had 451 stores, with approximately 16,000 employees and an annual turnover of €1.8 billion. This transaction represented the largest ever deal in the German food industry.

Markus has also developed a strong track record in advising clients on public takeover transactions and establishing international joint ventures. He represented the Swiss chemical corporation Clariant, in the takeover of the German chemical corporation Süd-Chemie AG, which at that time had an annual turnover of €1.225 billion and 6,500 employees. He also advised Clariant on the formation of a globally operating joint venture with Wilmar, a leading listed agribusiness group headquartered in Singapore.

In addition, Markus Hauptmann regularly provides board room advice to listed companies, partnerships or cooperatives on compliance and liability related issues as well as on corporate and partnership law besides issues arising under capital markets law.

Active in a number of professional organizations, Markus is a member of the Committee on professional law of the German Lawyer's Association, and sits on the Advisory Board of the Bucerius Center on the Legal Profession.

Bars and Courts
Certified Tax Lawyer
Advokat, Czech Republic
Rechtsanwalt
Education
Second State Exam
Higher Regional Court of Cologne
First State Exam
University of Cologne
Languages
German
English

Experience

LANXESS, sale of 40% stake in Currenta to MIRA, 2019
Advising specialty chemicals company LANXESS on the sale of its 40% stake in the chemical park operator Currenta to funds managed by Macquarie Infrastructure and Real Assets (MIRA).

Clariant, sale of Healthcare Packaging business to Arsenal Capital Partners, 2019
Advising the specialty chemical company Clariant AG on the CHF 308 million sale of its Healthcare Packaging business to New York-based private equity fund Arsenal Capital Partners in a bidding process. The business has manufacturing facilities in the US, France, China and India, and employs around 600 employees.

dSPACE, acquisition of understandAI, 2019
Advising dSPACE digital signal processsing and control engineering GmbH (dSPACE) in its acquisition of the startup understandAI GmbH, a company developing software in the field of AI for autonomous driving solutions based in Karlsruhe.

AIXTRON, joint venture with South Korean IRUJA, 2018
Advising Germany-listed AIXTRON SE on a joint venture with South Korean IRUJA Co. Ltd. to invest in APEVA, AIXTRON's subsidiary for OLED deposition technologies with companies in the UK, South Korea and Germany. IRUJA will contribute their well-established Automation & Handling Technology for the display market into the joint venture, making APEVA a complete OLED deposition system provider for the display industry.

FTCAP, sale of FTCAP and Leclanché Capacitors, 2018
Advising the owners of F & T Fischer & Tausche Holding GmbH & Co. KG on the sale of their indirect participation in German FTCAP GmbH and Swiss Leclanché Capacitors Sàrl, which specialize in the development and production of capacitors, to French listed Mersen Group.

Conzzeta, acquisition of foam materials business unit of Otto Bock Group, 2017
Advising Swiss listed Conzzeta AG on its acquisition of the foam materials business unit of Otto Bock Group with production sites in Germany, China and the USA, making Conzzeta a global leader in polyurethane-based foam materials for modern mobility solutions used in the car, truck and aviation industries. The deal includes the takeover of all the shares in the joint venture between Otto Bock and FoamPartner, which the two companies have run on a 50-50 basis in China since 2005.

Autonomos, sale to TomTom, 2017
Advising the founders and shareholders of Autonomos GmbH, a Berlin-based autonomous driving start-up, on the sale of all shares in Autonomos GmbH to TomTom, a global leader in traffic, mapping and navigation products and solutions. Autonomos specializes in research and development services in the areas of automotive software, digital image processing and 3D sensor technology.

CATL, acquisition of ownership stake in Valmet Automotive, 2016
Advising Chinese specialist provider of battery cells and energy storage systems Contemporary Amperex Technology Co., Ltd. (CATL) on the acquisition of a 22 percent ownership stake in Valmet Automotive Ltd., a Finnish provider of vehicle manufacturing and convertible roof systems (the latter business emerged from the former convertible roof division of the insolvent Karmann Group). As a result of the acquisition, CATL and Valmet Automotive now form a strategic partnership for electric vehicle solutions, which CATL aims to use to strengthen its market position in the rapidly evolving European electric vehicle market.

Aixtron, intended takeover by Fujian Grand Chip Investment, 2016
Advising TecDAX and NASDAQ listed Aixtron SE on the intended approx. €670 million takeover by the Chinese financial investor Fujian Grand Chip Investment. Germany-headquartered Aixtron is a leading provider of deposition equipment for the semiconductor industry. The transaction had to be abandoned by prohibitive order of US President Obama regarding Aixtron's US business.

Greenbrier, formation of global joint venture with Astra Rail Management, 2016
Advising US-listed The Greenbrier Companies, Inc. on a joint venture with Astra Rail Management GmbH. Both companies will merge their operational units based in Poland, Romania, Slovakia and Germany. The manufacturing, engineering and sale of railcars as well as extensive service capabilities will be bundled within the newly formed company Greenbrier-Astra Rail to strengthen and expand the business in Europe, the Gulf Cooperation Council (GCC) nations and Eurasia.

KF Holding, sale of German leading event technology provider to US based PSAV Group, 2016
Advising KF Holding GmbH on the sale of German leading event technology provider KFP Group to US based PSAV Group. KFP Group is providing audio visual and production services for business hotels, industrial clients and agencies with a strong presence in Germany, Austria and Switzerland.

EDEKA, acquisition of Kaiser's Tengelmann supermarket chain, 2014
Advised the leading German food retailer EDEKA ZENTRALE and its subsidiary Netto Marken-Discount, Germany's third largest discount chain, on the acquisition of its competitor Kaiser's Tengelmann GmbH, a member of the Tengelmann Group and the seventh-largest food retailer in Germany.

Clariant AG, formation of global joint venture with Wilmar, 2012
Advised Clariant AG on the establishment of a 50:50 joint venture with Wilmar, a leading listed agribusiness group headquartered in Singapore. The joint venture was formed to serve as a global platform for the production and distribution of amines and selected amine derivatives worldwide.

AIXTRON AG, conversion into AIXTRON SE, 2011
Advising dual-listed AIXTRON AG, a leading provider of deposition systems for the semiconductor industry, with respect to its conversion into a European Company (SE).

Clariant AG acquisition, public takeover and squeeze-out of listed Süd-Chemie AG, 2011
Advising Clariant AG on the acquisition through a bidding process of Munich-based Süd-Chemie AG from its majority stockholder, One Equity Partners, and numerous family shareholders. Markus also advised Clariant on a subsequent mandatory takeover offer to the outstanding Süd-Chemie AG shareholders, as well as on the voluntary squeeze-out procedure at Süd-Chemie AG.

Sberbank, planned joint acquisition of Opel from General Motors, 2009
Advising Sberbank on the planned joint acquisition, together with Canadian auto-parts manufacturer Magna International, of a 55 percent interest in Adam Opel GmbH from the US automobile producer General Motors.

EDEKA, acquisition of discount chain Plus from Tengelmann, 2009
Advising Germany´s largest food retailer EDEKA on its acquisition from Tengelmann Group of 2,300 Plus discount stores, with 27,000 employees. Markus also advised on the subsequent integration of these stores and their staff into EDEKA's discount subsidiary, Netto Marken-Discount, thereby forming a leading German discount company with 3,800 stores, turnover of €10 billion and more than 40,000 employees. This was the largest ever transaction in the German food retail industry.

Marktkauf Holding GmbH, sale of 133 DIY stores to toom Baumarkt, Rewe Group, 2007
Advising Marktkauf Holding GmbH on the sale of its Do-It-Yourself (DIY) division, comprised of 133 stores with 4,900 employees, to toom BauMarkt GmbH, the specialist store subsidiary of food trading company REWE Group, in the context of a mixed asset/share-deal.

Otto Happel, block trade of listed shares in GEA Group AG, 2006
Advising Otto Happel, the major shareholder of GEA Group AG, on the sale of its approximately 20 percent shareholding in GEA Group AG, through a block trade.

SGL Carbon AG, joint venture agreement with Audi A, 2005
Advising SGL Carbon AG on the negotiation and execution of a joint venture agreement with AUDI AG for the development and production of carbon ceramic disc breaks in the automotive industry.

Speaking Engagements

"Innovation in the Legal Industry, Important Instruments (for the Client)", 19 November 2014: Part of the 8th implementation of the diploma course "Management for the Legal Profession (MLP-HSG)" at the University St. Gallen, St. Gallen, Switzerland, (Presenter)

"Development of the National and International Dispute Resolution Business – Where Are We Going?", 10 November 2013: symposium for a Frankfurt dispute resolution center, Frankfurt, Germany, (Presenter)

Publications

The self-driving car – a new legal frontier?, Business Law Magazine Issue 4, Pages12-14, 2015, (co-author with Bijal Vakil)

Innovations in the legal advice market, Thomas Wegerich and Markus Hartung. 1st edition, Frankfurt am Main, p. 184 et seqq, 2014., (Der Rechtsmarkt in Deutschland - Überblick, Analyse, Erkenntnisse)

Mutual Share and Asset Swap – an Alternative Transaction Currency in Company Acquisitions, CFL, Issue 03, p. 125-134, 2013, (co-author, with Matthias Hornberg) (Wechselseitiger Share und Asset Swap - eine alternative Transaktionswährung beim Unternehmenskauf)

Growth and exit strategies, Handbuch der Kleinen AG. Ed. Ulrich Seibert, Roger Kiem and Matthias Schüppen. 5th edition, Cologne, p. 435 et seqq., 2008, (Wachstums- und Exitstrategien)

The correct management structure for initial public offerings, Praxishandbuch Börsengang. Ed. Deutsche Börse AG. Wiesbaden, p. 79 et seqq., 2006, (Die richtige Managementstruktur für den Börsengang)

Financing confirmation pursuant to § 13 of the German Takeover Act: Legal issues in connection with public cash offers primarily based on debt financing, Die Aktiengesellschaft, p. 277 et seqq., 2005, (co-author, with Alexander Georgieff) (Die Finanzierungsbestätigung nach § 13 WpÜG: Rechtsfragen im Zusammenhang mit überwiegend fremdfinanzierten öffentlichen Barangeboten)

 

Awards and Recognition

Highly Recommended Lawyer: M&A, Best Lawyers/Handelsblatt, 2018

Highly Recommended Lawyer: Corporate, Best Lawyers/Handelsblatt, 2018

Highly Recommended Lawyer: M&A, JUVE 2018/2019

Highly Recommended Lawyer: Corporate, JUVE 2018/2019