A team comprised of lawyers from several offices led by Private Equity specialist Dr. Andreas Lenz, Partner at Heuking Kühn Lüer Wojtek’s Cologne office, advised Munich-based private equity investor Lenbach Equity Opportunities II. GmbH & Co. KG (“LEO II fund”) on entering into an agreement to acquire Schaeffler’s global chain drive business.
The transaction is expected to close in the first half of 2022 and is subject to all regulatory approvals being granted and the satisfaction of other customary closing conditions. Schaeffler will make the decision to sell its French business unit “Schaeffler Chain Drive Systems SAS” only after concluding the legally required consultations with the works council.
Technology company Schaeffler manufactures high-precision components and systems for powertrain and chassis applications as well as rolling and plain bearing solutions for a wide range of industrial applications. With some 83,900 employees and sales of about EUR 12.6 billion (FY 2020), Schaeffler group is one of the world’s largest family-owned companies. Schaeffler chain drive systems are installed as part of the drive system in internal combustion engines and in modern hybrid drives in passenger vehicles. In addition to drive chains, the systems include tensioning systems, guide rails, and sprockets. Commercial activities in chain drive systems have been expanding within Schaeffler group since 1986 and the business comprises about 560 employees today. Research, development, and production are carried out at nine sites in Europe, Asia, and North and South America.
Launched at the end of 2019, LEO II fund specializes in the acquisition of companies in special situations, such as group carve-outs. It focuses predominantly, but not exclusively, on European investments within the manufacturing sector.
The sale occurred as part of a highly competitive, structured sales process. Heuking Kühn Lüer Wojtek legally advised LEO II fund comprehensively in all phases of the process, including due diligence, the sale and carve-out structures, and contract negotiations, managed legal due diligence and supervised the legal advice across various other jurisdictions.
Counsel to Heuking Kühn Lüer Wojtek:
Dr. Andreas Lenz (Lead Overall, M&A), Cologne
Dr. Peter Ladwig (Co-Lead M&A), Stuttgart
Dr. Christoph Schork, LL.M.,
Dr. Vera Randel,
Michael Kömpel (all Corporate / M&A), all Cologne
Dr. Till Naruisch, LL.M.,
Dr. Erdem Şişmangil, LL.M. (both Corporate / M&A), both Frankfurt
Dr. Alexander Schott (Corporate / Commercial), Stuttgart
Andreas Hartmann (Commercial / Corporate), Stuttgart
Dr. Anne de Boer, LL.M. (Finance), Stuttgart
Christoph Hexel (Employment, Pensions), Düsseldorf
Kerstin Deiters, LL.M., EMBA (Employment, Pensions), Cologne
Dr. Verena Hoene, LL.M. (IP), Cologne
Dr. Thomas Jansen (IT and Software), Munich
Beatrice Stange, LL.M.,
Michael Vetter, LL.M. (both Merger Control), both Düsseldorf
Counsel to LEO II fund Financing and Financing Aspects
Renzenbrinck & Partner
Counsel in French Law
De Gaulle Fleurance
Counsel in Chinese Law
Jincheng Tongda & Neal Law Firm
Counsel in Indian Law
Veritas Legal India
Counsel in Slovakian Law
bpv BRAUN PARTNERS
Counsel in Ukrainian Law