Heuking advises Lifespot Capital AG on the acquisition of Munich Hotel Partners GmbH by way of a reverse IPO

A team led by Boris Dürr, Partner at Heuking Kühn Lüer Wojtek, advised Lifespot Capital AG on the acquisition of Munich Hotel Partners GmbH and its affiliated subsidiaries (“MHP Group”) by way of a reverse IPO. Lifespot Capital AG, listed on the Munich Stock Exchange, will use the acquisition to focus its business on MHP group, one of the leading German hotel providers, in the future. It will thus support MHP group’s growth in the wake of the openings following the COVID-19 pandemic.
Based on an equity value of around EUR 59 million, the existing shareholders will receive a consideration by means of a cash component of EUR 6 million and a share component of approximately 33,125,000 new shares in Lifespot Capital AG for the contributed shares in accordance with the contractual agreement reached, thus retaining a significant indirect stake in Munich Hotel Partners GmbH. The share component is to be granted by way of a capital increase through contributions in kind, on which Lifespot Capital AG’s Annual General Meeting has yet to pass a resolution. Lifespot Capital AG is planning several cash and non-cash capital increases to finance and implement the acquisition. 
The Heuking team comprehensively advised Lifespot Capital AG on all legal aspects of the transaction, including transaction structuring, legal due diligence, purchase agreement documentation, and on the measures under stock corporation law and capital market law to implement the transaction.
MHP group is one of Germany’s leading hotel providers and has established itself in the acquisition of existing upper-upmarket hotels. MHP currently operates four Le Méridien brand hotels in Germany and Austria in Hamburg, Stuttgart, Munich, and Vienna, as well as Sheraton Düsseldorf Airport Hotel.

Counsel to Lifespot Capital AG
Heuking Kühn Lüer Wojtek:

Boris Dürr (Lead, Corporate/M&A), Munich
Dr. Christoph Küster (Corporate/M&A),
Dr. Ralf Nobis (Corporate/M&A),
Astrid Wellhöner, LL.M. Eur. (Employment Law),
Stephanie Wurm (Employment Law),
Peter M. Schäffler (Tax),
Bettina Neheider (Public Sector and Public Procurement), all Munich
Christoph Nöhles, LL.M. (Boston University) (Real Estate &Construction), 
Fabian Schmitz (Real Estate &Construction), both Düsseldorf

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