by Attorney-at-law Martin Arendts, M.B.L.-HSG
In the appraisal proceedings regarding the squeeze-out of the minority shareholders of the wagon lessor VTG Aktiengesellschaft, the LG Hamburg has set a hearing date for 10 November 2022, 14:00 hrs. At the hearing, the expert auditors are to be heard on their audit report dated 20 July 2021.
The joint representative and the applicants have until 15 September 2022 to submit their comments on the present response to the application.
The main shareholder Warwick Holding GmbH, Frankfurt am Main, only came above the threshold of 95% of the shares required for a squeeze-out via a so-called securities loan from the Joachim Herz Foundation (approx. 15% of the shares). Warwick is an investment vehicle of Morgan Stanley Infrastructure Partners ("MSIP") and OMERS Infrastructure (on behalf of OMERS, the pension plan for municipal employees in the Canadian province of Ontario).
MSIP and the Joachim Herz Foundation sold their VTG shareholding shortly after the squeeze-out to an acquirer group led by the New York-based financial investor Global Infrastucture Partners (while OMERS remains a shareholder). In this resale, VTG was valued significantly higher than in the squeeze-out. According to press reports, the purchase was made at a valuation of the company of around EUR 7 billion (including approx. EUR 3 billion in liabilities).
Hamburg Regional Court, Case No. 403 HKO 68/21Rolle, T. et al. ./. Warwick Holding GmbH
70 applicants
joint representative: RA Dr. Steffen Kraus, CausaConcilio Koch & Partner mbB Rechtsanwälte, 24114 Kiel, Germany
Agents of the respondent, Warwick Holding GmbH:
Sullivan & Cromwell LLP, 60311 Frankfurt am Main, Germany
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