Fahrenheit AcquiCo GmbH (currently named sotus 861. GmbH; the "Bidder"), a holding company controlled by the EQT X fund ("EQT Private Equity"), supported by co-investors Mubadala Investment Company and the Sixth Cinven Fund, has announced the decision to launch a voluntary public takeover offer for all outstanding shares of va-Q-tec AG ("va-Q-tec").
va-Q-tec is a premium provider of thermal energy efficiency and temperature-controlled supply chain solutions and listed on the Frankfurt Stock Exchange. The takeover offer is based on a Business Combination Agreement signed by the Bidder and va-Q-tec today. EQT Private Equity has partnered with the va-Q-tec founding families of Dr. Joachim Kuhn (founder and CEO) and Dr. Roland Caps (founder and former Head of Research and Development), who together hold approximately 26% in the Company’s current share capital and have agreed under a Partnership Agreement to participate in the transaction and to re-invest the majority of their current participation. Completion of the takeover offer will be subject to a minimum acceptance threshold of 62.5% of va-Q-tec's current share capital (including shares held by the Founding Families) and certain further customary conditions, including merger control clearance. The takeover offer is expected to close in Q2 2023.
Milbank is advising the Bidder comprehensively on the transaction. The Milbank team is led by partners Steffen Oppenländer and Christoph Rothenfusser (both Corporate/M&A, joint lead) and includes partners Philipp Klöckner (Equity Capital Markets), Alexander Rinne (Regulatory) and Thomas Kleinheisterkamp (Tax), special counsels Sebastian Reiner-Pechtl (Corporate/M&A) and Jennifer Seipelt (Finance) as well as associates Markus von Lutterotti, Manuel Bogenreuther, Julian Jaschinski, Lea-Marie Weischede (all Corporate/M&A), Mira Zimmermann (Equity Capital Markets), as well as Alexander Zyrewitz and Stefanie Gschoßmann (both Regulatory).
