The M&A course was held as a hybrid event in ten modules from September 22 to December 08, 2022. On-site participants were hosted at POELLATH in Frankfurt, online participation was accessible via Webex, held in German.

Typically, the process of an M&A or private equity transaction starts with the negotiation of preliminary agreements between the parties and ends with the final execution of the transaction (closing). Dr. Georg Greitemann kicked off this topic on September 22.

Tax planning is an essential aspect of M&A transactions. The tax effects have a direct impact on the purchase price, so tax planning is crucial for both the seller and the buyer. Dr. Marco Ottenwälder gave a comprehensive insight in the second module.

In the next part of the event series, Christine Funk and Dr. Marco Ottenwälder presented the audit of the target company - the so-called due diligence. Due diligence can be performed in a wide variety of areas of the target company; by far the most common areas are legal and tax due diligence.

In Modules 4 and 5, Dr. Georg Greitemann explained the company purchase agreement as a central element of the transaction, as well as different methods of company valuation and, based on this, the derivation of the purchase price.

The financing of the purchase price through equity and debt capital is another central element of the acquisition of a company, which Dr. Jens Linde dealt with in the 6th module. The availability of debt capital, as well as the flexibility of the parties involved in structuring the financing, often determine the success or failure of a transaction. In the second part of the module, Daniel Wiedmann presented important aspects of antitrust law and investment control during an M&A transaction. As often as not, the focus here is on merger control law aspects, on which the fate of the transaction often depends.

In addition to corporate acquisitions in which all shares in the legal entity of a company are transferred to one or more acquirers, in practice the shares are often only partially transferred. Such minority or majority shareholdings were dealt with in Module 7.

The next part of the course dealt with selected aspects typically relevant to private equity funds as purchasers and shareholders of portfolio companies and related to the maintenance of an asset-managing status of a private equity fund from a tax perspective.

Management participation in the economic success of a company is one of the common tools used today to increase the value of a company. Management participation programs are generally characterized by a high degree of complexity, as economic, legal and tax aspects have to be considered and reconciled. POELLATH experts Dr. Barbara Koch-Schulte and Dr. Benedikt Hohaus, together with Prof. Dr. Alexander Götz (Blättchen & Partner), have outlined the most important aspects.

And last but not least: the tenth and final module on “Distressed M&A”. In the grand finale, Tobias Jäger and Dr. Sebastian Rosentritt dealt with the special features of company acquisitions from crisis and insolvency.