Advising SeniVita on expanding the innovative elderly care concept AltenPflege 5.0, including by issuing a convertible bond of EUR 50 million

Heuking Kühn Lüer Wojtek advised SeniVita Social Estate AG and its large shareholder SeniVita Sozial gGmbH on establishing a joint venture with Ed.Züblin AG and the intended placement of a convertible bond at Frankfurt Stock Exchange in the total nominal amount of EUR 50 million. The securities prospectus was approved by the Federal Financial Services Supervisory Authority (BaFin).

The convertible bond serves to finance the intended fast growth of SeniVita Social Estate AG. The subscription period will begin on April 23 and will run to May 8, 2015. The securities are interest bearing at 6.5 percent and allow investors to convert the bond into shares of the company when it goes public.

This was preceded by a restructuring, the result of which is SeniVita Social Estate AG's joint venture with Ed.Züblin AG. The two companies want to cover the rising need for residential care complexes with the cooperation. Together, SeniVita and Züblin are to build new residential forms for the care of the elderly by combining the innovative elderly care concept AltenPflege 5.0 with a new franchising system. Investments of some EUR 30 million are planned. The “AltenPflege 5.0” project is accompanied by the Institute for Aging Research and Demographic Development at Hall University in the Tyrol.

SeniVita Sozial gemeinnützige GmbH is one of the largest private operators of facilities for the care of the elderly and the handicapped, as well as for the care of children and young people in need of care in Bavaria. 1,000 employees work at 14 care and support facilities. Two additional facilities are operated as SeniVita homes by a partner.

At about 14,000 employees and annual construction work done of some EUR 3 billion, Ed. Züblin AG ranks among Germany's leading construction firms. For more than 110 years, the company has realized construction projects in Germany and abroad.

The team led by Cologne-based partner Kuthe comprehensively advises both on the capital market transaction and the joint venture and on the legal structuring of the franchising system.

Responsible for the project
Heuking Kühn Lüer Wojtek:
Dr. Thorsten Kuthe (Lead),
Madeleine Zipperle,
Felicitas Boehm LL.M.,
Kristian Franz (all Capital Markets),
Dr. Jörg aus der Fünten, all Cologne
Dr. Helge-Torsten Wöhlert, Munich
Christopher Görtz (all Corporate/M&A), Cologne
Dr. Kai Erhardt (Financing), Hamburg
Dr. Reinhard Siegert,
Anita Bohn, LL.M. (both Franchise Law), both Munich
Dominik Eickemeier, Cologne
Dr. Ruben A. Hofmann, Düsseldorf
Lutz Keppeler (all IP/Distribution Law), Cologne
Dr. Rainer Velte,
Beatrice Stange, LL.M.,
Michael Vetter, LL.M. (all Antitrust Law), all Düsseldorf
Dr. Thorsten Leisbrock (Social Law), Cologne
Maren Stötter (Real Estate), Berlin