2013 Cross-Border M&A Conference
Cross-Border M&A in an Uncertain Economy
Wednesday, 25 September 2013
Hotel Bayerischer Hof - Munich, Germany
Co-Sponsor
2013 Cross-Border M&A Conference
Cross-Border M&A in an Uncertain Economy
In 2012 the global M&A activity by value was down 2.7 %, by number of transactions down 4.7 %. EU Eurozone deals in 2012 accounted for 13.6 % of the global M&A market, down from 16.1 %. For EU Eurozone 2012 was the worst year since 2009. Europe outside the Eurozone accounted for 17.6 % of global M&A, up from 16.4 % in 2011, the highest por-tion for a year since 2007.
Global PE buyouts (254.9 billion USD) had their lowest full year since 2010. The total value of global insolvency deals in 2012 was 17.3 billion USD (344 transactions), on par with the pre-crisis year 2007. Eurozone insolvencies were the second highest level by deal value since 2004, but decreased 6 % compared to 2011.
One-third of the global M&A transactions were cross-border, 3 % more than in 2011. Excluding other parts of the world, 40 % of cross-border deal targets were in the US, 40 % in Europe and 20 % in the Asian market.*
What the market participants felt is confirmed by the 2012 statistics. The Euro Crisis and the continued Eurozone Sove-reign Debt Crisis impaired the entrepreneurial spirit within Europe. Buyers remained hesitant. Sellers sold slowly or not at all. What should they do in a market in which interest rates are close to zero? Maybe it is better to stay entrepreneurial than to become an asset manager in these times?
How is 2013 developing? Is optimism coming back to the US? To Europe? Has the market accepted the high level of sovereign debt in Southern European as a given for the foreseeable future?
Stefan Schilbe of HSBC will explain the macroeconomic context in the midst of 2013.
A panel of investment bankers and corporate finance advisors, including Dirk Pahlke of Rothschild, Thomas Sittel of
goetzpartners, Andreas Schoppa of EuroConsult and William Detwiler of Three Ocean Partners will introduce the M&A market 2013 as is.
Dirk Möller of the German Federal Cartel Office, Martina Maier and Joseph Marx of McDermott and Jochen Benz of
Alvarez & Marsal will highlight current trends in regulatory areas.
A strong group of M&A practitioners including Anke Frankenberger of Styrolution, Anton Steiger of Siemens and
Luca Dalla Torre of Siegfried AG will discuss with Jürgen Zapf of Avarez & Marsal and Tom Sauermilch of McDermott current critical deal points, amongst others comparing US and European deal terms.
Fund managers Hanno Schmidt-Gothan of Perusa, Florian Almeling of KPS Capital Partners and prominent insol-
vency receiver Martin Prager together with Uwe Goetker and Jilali Maazouz of McDermott will explain how value can be created in distressed situations.
How do you integrate the acquired company after the deal? What are the hurdles of a successful integration?
Thomas Kolaja of Alvarez & Marsal and Norbert Schulte of McDermott will discuss this with Klaus J. Köster of Intersnack Group and Jens Brajer of Carl Zeiss AG.
These and other topics will be discussed in the McDermott Will & Emery Cross-Border M&A Conference 2013. The con-ference will be held in German and English with a simultaneous translation. We would enjoy if you participated in MuMAC 2013. Please register by Friday, 13 September 2013.
David Goldman Christian von Sydow
Registration/Continental Breakfast
Welcoming Remarks by Conference Co-Chairs/Moderators
Christian von Sydow, Partner, Corporate Advisory Group, McDermott, Munich 8.00 - 9.00 am 9.00 – 9.05 am 9.05 - 9.35 am 9.35 - 10.15 am 10.15 - 11.00 am
Conference Agenda
Critical Cross-Border Regulatory Issues
Martina Maier, Partner, Head of European Antitrust and Competition, McDermott, Brussels,
Panel Lead
Jochen Benz, Managing Director, Head of Forensic Economics, Accounting and Investigations, Alvarez & Marsal, Munich
Joseph Marx, Partner, Corporate Advisory Group, McDermott, Frankfurt a. M.
Dr. Dirk Möller, Case Manager, German Federal Cartel Office, Bonn
Merger Control (Germany, EU, International)
Cartel/Antitrust (JVs, M&A Process, M&A Agreements)
Compliance, FCPA/UK Bribery Act
State Aids in the Context of Privatisations and Nationalisations
Cross-Border Litigation and Settlement
Cross-Border M&A Market
Overview and Trends in Cross-Border M&A
William F. Detwiler, Partner, Three Ocean Partners, LLC, New York
Dirk Pahlke, Head of M&A Deutschland, Österreich, Schweiz, Rothschild, Frankfurt
Andreas Schoppa, Managing Director, EuroConsult Inc., Frankfurt
Dr. Thomas C. Sittel, Director, goetzpartners CORPORATE FINANCE GmbH, Munich
Central Banks: Exits, Entries and the Implications for Economies and Capital Markets
Stefan Schilbe, Chief Economist of HSBC Trinkaus & Burkhardt AG, Düsseldorf
Conference Agenda
Value Creation through M&A in Distressed Situations
Dr. Uwe Goetker, Partner, Corporate Advisory Group, McDermott, Düsseldorf, Panel Lead
Florian Almeling, Managing Director, KPS Capital Partners, LP, Frankfurt a. M.
Jilali Maazouz, Partner, Employee Benefits, Compensation, Labor & Employment Group, McDermott, Paris
Dr. Martin Prager, Partner, PLUTA Rechtsanwalts GmbH, Munich
Dr. Hanno Schmidt-Gothan, Managing Director, Perusa GmbH, Munich
Current Distressed Investment Opportunities and Trends
Advantages of Buying Prior to/out of Insolvency
Negative Purchase Prices
Typical Investment Strategies and Structures for Distressed Investments
Insolvency as Restructuring Tool
Buffet Luncheon Networking Break
Critical Deal Points, also a Comparison Europe and US
Tom Sauermilch, Partner, Head of German-U.S. Group, McDermott, New York, Panel Lead
Dr. Anke Frankenberger, General Counsel, Styrolution Group GmbH, Frankfurt a. M.
Oliver Y. Maier, Partner, Speyside Equity LLC, New York
Anton Steiger, Chief Counsel M&A/Corporate, Siemens AG, Erlangen
Luca Dalla Torre, General Counsel at Siegfried AG, Zofingen, Switzerland
Jürgen Zapf, Head of Transaction Advisory Group, Alvarez & Marsal, Munich
Approach to M&A in the Current Deal Environment
Auction Strategies for Buyers and Sellers
Value Protection (2 step Transactions, Post-Closing Value Adjustments)
Deal Certainty (Transaction Structure, Closing Conditions, Break-up Fees)
11.15 am - 12.15 pm
12.15 - 1.15 pm
Coffee Break
11.00 - 11.15 am
Conference Agenda
Participants and Speakers
Florian Almeling, Managing Director, KPS Capital Partners, LP, Frankfurt a. M.
Florian Almeling is managing director of KPS Capital Partners and responsible for the European/German business de-velopment. Prior to joining KPS in 2010 Mr. Almeling was a Senior Vice President at Sal. Oppenheim/Miller Buckfire and responsible for their German financial restructuring advisory group.
Jochen Benz, Managing Director, Head of Forensic Economics, Accounting & Investigation, Alvarez & Marsal, Munich Jochen Benz is a Managing Director with Alvarez & Marsal and heads the firm’s Global Forensic and Dispute Services Practice in Germany. He brings more than 13 years of experience in all areas of forensic accounting and forensic econo-mics.
Jens H. Brajer, Head of M&A, Carl Zeiss AG, Ulm
Jens Brajer is in charge of the worldwide M&A activities of Carl Zeiss Group. Previously, he supported the IPO of Carl Zeiss’ medtech unit (today Carl Zeiss Meditec AG) and then joined Carl Zeiss Meditec, being in charge of M&A, legal affairs, taxes, investor relations and market intelligence, before he then led the post-merger integration of the European supply chain of Carl Zeiss Meditec’s implant business covering production and sales activities in all major European countries.
William F. Detwiler, Partner, Three Ocean Partners LLC, New York
Bill Detwiler has extensive experience in international strategic M&A, corporate finance, restructuring and capital raising advisory services, with a focus on retail, consumer and healthcare markets.
Dr. Anke Frankenberger, General Counsel, Styrolution Group GmbH, Frankfurt a. M.
Since February 18, 2013 Dr. Anke Frankenberger is General Counsel & Chief Compliance Officer at Styrolution Group GmbH in Frankfurt. She previously held functions at Nordex SE in Hamburg and Evonik Degussa GmbH.
Post Merger Integration
Dr. Norbert Schulte, Partner, Corporate Advisory Group, McDermott, Düsseldorf,
Panel Lead
Jens H. Brajer, Head of M&A, Carl Zeiss AG, Ulm
Thomas Kolaja, Managing Director Germany and EGM, Alvarez & Marsal, Munich
Klaus J. Köster, Chairman, Intersnack Group GmbH & Co. KG, Düsseldorf
How to Build a Shared Vision
Identifying and Especially Delivering Synergies
What Makes M&A More Successful – Measuring Relatedness of Targets
Integrating all Employees in the PMI
Post-Conference Networking Reception
2.15 - 3.30 pm
Participants and Speakers
Dr. Uwe Goetker, Partner, McDermott Will & Emery, Düsseldorf
Uwe Goetker is a transaction lawyer with extensive experience in national and international corporate acquisitions and joint ventures. In addition, Uwe is a well known restructuring and insolvency law expert who advises creditors, shareholders, deb-tors and distressed debt/asset invesdeb-tors in complex restructuring situations. Uwe has advised in numerous very prominent restructuring cases - very often in cross-border situations.
Thomas Kolaja, Managing Director Germany and European Growth Markets, Alvarez & Marsal Deutschland GmbH, Munich Thomas Kolaja heads the firm’s German and European Growth Markets turnaround and performance improvement practi-ce with offipracti-ces in Munich, Prague and Warsaw. He brings over 20 years of experienpracti-ce in restructuring, business strategy and operational improvement advisory services.
Klaus J. Köster, Chairman, Intersnack Group GmbH & Co. KG, Düsseldorf
Klaus J. Köster is the long-time Chairman of Intersnack Group, the leading German savoury snack food company with pan-European presence. During his tenure, Klaus J. Köster successfully led numerous acquisitions and PMIs in various jurisdictions (including deals in Austria, Benelux, Bulgaria, France, Hungary, Ireland, Poland, Romania and the UK).
Jilali Maazouz, Partner, Employee Benefits, Compensation, Labor & Employment Group, McDermott Will & Emery, Paris Jilali Maazouz is based in the Firm’s Paris office. He focuses his practice on labor and employment, commercial litigation and international trade. Jilali Maazouz regularly represents French businesses and associations and French affiliates of European, U.S., Canadian, Middle East, North African and Asian multinational corporations.
Martina Maier, Partner, McDermott Will & Emery, Brussels
Martina Maier’s practice focuses on German and European competition law, including state aid, single firm conduct, merger control and agreements restricting competition. She has extensive experience in representing clients in a broad range of industries before the European Commission and national competition authorities and courts.
Oliver Y. Maier, Partner Speyside Equity LLC, New York
Oliver has more than 15 years of M&A, investment and operational experience with cross-border companies. At Speyside, he led the acquisition and development of platform companies, one on which he was interim CEO of, and subsequent divestitures, and was lately instrumental to a partnership with Vision Capital, a London-headquartered secondary buyout fund. Prior to joining Speyside, Oliver was executive vice president at Evonik Industries.
Joseph Marx, Partner, McDermott Will & Emery, Frankfurt a. M.
Joseph Marx is a corporate lawyer based in Frankfurt, with a broad range of experience in international finance and securi-ties. He also regularly advises clients on a wide variety of US securities law issues and also provides general corporate law advice to international corporate clients based in Asia, Europe and the United States.
Dr. Dirk Möller, Case Manager, German Federal Cartel Office, Bonn
Dr. Dirk Möller worked for 10 years at the German Federal Cartel Office in various roles, Including a secondment as Na-tional Expert at the Directorate General for Competition of the European Commission. Since 2012 he is Case Manager/ Rapporteur at the Federal Cartel Office (Decision Division for the Building Industry).
Dirk Pahlke, Head of M&A Germany, Austria and Switzerland, Rothschild, Frankfurt a. M.
Dirk Pahlke has 18 years of experience with Rothschild, advising on all kinds of public and private M&A transactions.
Dr. Martin Prager, Partner, PLUTA Rechtsanwalts GmbH, Munich
Dr. Martin Prager is partner and one of the managing directors of the law firm PLUTA Rechtsanwalts GmbH. He worked both as a lawyer at the law firm Döser, Amereller, Noack (now Baker&McKenzie) and in industry, e.g. the Freudenberg Group, amongst other things as a member of the management team of Klüber Lubrication München KG.
Tom Sauermilch, Partner, McDermott Will & Emery, New York
Tom Sauermilch has particular experience in cross-border M&A and joint venture transactions and regularly advises clients in corporate governance and compliance matters, including internal investigations in multiple countries.
Stefan Schilbe, Chief Economist of HSBC Trinkaus & Burkhardt AG, Düsseldorf
Stefan Schilbe is in charge of the Treasury Research department of HSBC Trinkhaus Burkhardt. He advises companies, institutional and private investors on their asset allocation and financing decisions.
Participants and Speakers
Dr. Hanno Schmidt-Gothan, Managing Director, Perusa GmbH, Munich
Dr. Schmidt-Gothan has been active in the management of medium-sized companies, which are undergoing difficult chan-ges, since 2005. Crisis and rescue management are also among his competencies. He previously worked for McKinsey & Company in Düsseldorf and Atlanta as well as at Accenture GmbH, Munich. Dr. Schmidt-Gothan earned Masters degrees in Chemical Engineering and Management at M.I.T. in the US.
Andreas Schoppa, Managing Director EuroConsult Inc., Frankfurt a. M.
Andreas Schoppa is in charge of EuroConsult’s M&A and strategic advisory activities, including transaction origination, pro-ject management, financial analysis and valuations. He has extensive banking experience involving all aspects of corporate finance and M&A.
Dr. Thomas C. Sittel, Director, goetzpartners CORPORATE FINANCE GmbH, Munich
Dr. Thomas C. Sittel is responsible for the Distressed M&A division of goetzpartners. He has extensive experience in struc-turing M&A transactions in crisis and insolvency situations. Before joining goetzpartners he was with perspective Corporate Finance and Droege & Comp.
Dr. Norbert Schulte, Partner, McDermott Will & Emery, Düsseldorf
Dr. Norbert Schulte has vast experience in complex cross-border mergers and acquisitions as well as international real estate transactions and has represented public and private companies (multinationals, family conglomerates as well as medium-sized businesses) in numerous transactions.
Anton Steiger, Chief Counsel M&A/Corporate, Siemens AG, Erlangen
Since 2011 Anton Steiger is the Chief Counsel for Corporate and M&A of Siemens with teams in Erlangen, Munich, Beijing, London, Moscow and New York. His department is in charge of all worldwide M&A-activities of the Siemens Group (including Venture Capital, Equity Finance and corporate law).
Christian von Sydow, Partner, McDermott Will & Emery, Munich
Christian von Sydow’s 22 years practice focuses on M&A, private equity, general corporate and corporate dispute resoluti-on. He has advised on numerous cross-border M&A transactions in different industries.
Luca Dalla Torre, General Counsel at Siegfried AG, Zofingen, Switzerland.
Luca Della Torre is member of the strategy team of Siegfried AG. Prior to that he was with Homburger , Zürich and Coving-ton & Burling, New York.
Jürgen Zapf, Managing Director of Alvarez & Marsal Deutschland GmbH, Munich
Jürgen Zapf leads the Transaction Advisory Group of Alvarez & Marsal in Germany. He has more than 15 years’ experience in advising corporate clients and private equity funds. Before joining A&M he was partner at Ernst & Young.
2013 Cross-Border M&A Conference
Cross-Border M&A in an Uncertain Economy
WHEN:
Wednesday, 25 September 2013, 9:00 am - 4:30 pm
WHERE:
Hotel Bayerischer Hof - Promenadeplatz 2-6, 80333 Munich, Germany
CONFERENCE FEE:
150,- €
Terms and Conditions: The fee for this event, including lunch breaks and drinks per person plus tax is due upon receipt of invoice. Upon receipt of your registration you will receive a confirmation. A written cancelation up to 14 days prior to the event is possible, after-wards the entire fee will become due for payment. We accept a replacement with no additional charge.
We are looking forward to your registration by Friday, 13 September 2013: Christina Woock E-mail: cwoock@mwe.com Tel: +49 89 12712 141 Fax: +49 89 12712 111 Name Title Company Address City Country Telefon Fax E-Mail
Registration
Do you have any questions regarding this event? Feel free to call us: Content: Christian von Sydow, Tel: +49 89 12712 141
