Despite a gloomy 2023 overall, it was not a bad year across the board for M&A, with some sectors doing better than others. Investors were generally reluctant to pull the trigge...
Maximilian Schiessl: “Germany is open for business”
Partner of market-leading German firm Hengeler Mueller, Dr. Maximilian Schiessl has advised on some of Europe’s trailblazing M&A. He shares with us his approach to major deals.
Leaders League: What is the deal you are most proud of and why?
Maximilian Schiessl: Specializing in cross-border M&A, I am most proud of major cross-border mergers such as Daimler-Benz/Chrysler (1998), Deutsche Telekom/VoiceStream Wireless (2000) and Linde/Praxair (2018).
What has been the most challenging deal of your career and what key lessons did you learn?
In 2001, we were negotiating Henkel’s €2.5 billion sale of Cognis to a private equity consortium consisting of Goldman Sachs Capital Partners and Permira when the twin towers in New York were destroyed on September 11. We watched the events in shock after an all-nighter and continued to work on documents which somehow had lost all their meaning and importance. In the morning of September 12, which was the envisaged signing date, the deal was close to being called off as it was unclear whether financing would still be available in a world that had changed dramatically.
In the end, we found a solution with an unconditional opt-out right for the purchasers, and the deal was successfully closed.
"To be successful as a foreign acquirer, it is important to understand the importance of job security and transaction certainty for German sellers."
What is the best way to win over the confidence and trust of the C-suite?
In dealing with the C-suite, it is paramount not to focus on legal issues and problems but to give clear answers and advice regarding the recommended course of action (based on thorough legal analysis, of course). The advice should reflect vast experience and an understanding of the financing, accounting and communication issues connected with the matter.
"Foreign acquirers do not have a disadvantage when competing with German buyers".
What are the key pitfalls to avoid during major M&A deals?
Major M&A deals require careful planning. The key to success is a clear determination of the goals and objectives (including timing and transaction certainty) and a good understanding of the interests and the decision makers of the counterparty.
What cultural sensitivities are required to successfully conduct cross-border M&A in your jurisdiction?
Germany is open for business and foreign acquirers do not have a disadvantage competing with German buyers. To be successful as a foreign acquirer, it is important to understand the importance of job security and transaction certainty for German sellers. The labor issues are emphasized by the strong position of the labor representatives in the German governance system.
If you had not become a lawyer, which other profession do you think you would have followed?
During my career, I was tempted by job offers to move into investment banking and private equity. Prior to going to law school, however, I had considered studying history and becoming an academic.
Interview by Aude Ghespière
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