Freshfields advises Volkswagen on the planned acquisition of Europcar
Freshfields Bruckhaus Deringer ('Freshfields') has advised Volkswagen AG on its planned takeover offer for Europcar Mobility Group ('Europcar'). The automotive group will launch the takeover bid for the Euronext Paris-listed company in a consortium with London-based asset manager Attestor Limited and Dutch mobility provider Pon Holdings B.V. In an agreement with Europcar, the consortium has committed to an offer price of EUR 0.50 per share, rising to EUR 0.51 per share if more than 90 per cent of the share capital and voting rights are transferred. This corresponds to an implied enterprise value of EUR 2.9 bn. The takeover offer is subject to a minimum acceptance threshold of 67 per cent. The consortium has already received binding commitments to accept the offer from Europcar shareholders holding a total of 68 per cent of the shares outstanding.
Freshfields advised Volkswagen and the consortium on all corporate, capital markets, antitrust, and commercial aspects of this cross-border transaction. This included drafting and negotiating the consortium agreement with Attestor and Pon as well as advising on agreements of the consortium with Europcar and the funds invested in Europcar to support the transaction and the contribution of the shares held by the funds to the tender offer. For Volkswagen, as one of the world's leading automotive manufacturers and a pioneer in the transformation to a zero-emission future of mobility, the transaction offers the opportunity to create a leading mobility platform.
The transaction is pending approval by the French stock exchange regulator AMF and the relevant antitrust authorities. It is currently contemplated that the tender offer will be filed with the AMF by the end of the third quarter 2021 and is expected to be completed in the course of the fourth quarter 2021 or first quarter 2022.
The Freshfields team comprised partners Rick van Aerssen, Hervé Pisani, Olga Stürmer (all Corporate/M&A), Fabrice Grillo (Finance), Martin Klusmann (Antitrust); Gwen Senlanne (People&Reward) and counsel Juliane Ziebarth (Antitrust and Trade). Further supported Arne Krawinkel, Arnaud Mouton, Joaquim Traoré, Sara Gwiazda, Frauke Thole, Cosmas Weigel, Maxim Gomer (all Corporate/M&A); Matthias Hofer, Lukas Treichl, Iris Amschl (all IP/IT/Data); Anne-Kathrin Bertke (People&Reward); Johanna Jansen (Antitrust) as well as other lawyers from the London, Madrid, Milan and New York offices.
On the side of Volkswagen, Sebastian Pläster, supported by Gudrun Letzel, was in charge of the corporate and capital markets law workstream. The antitrust workstream was led by Markus Erdmann, supported by Maylin Behm.