Hengeler Mueller advises GEA Group on conditioned capital increase as provided for under a settlement of appraisal proceedings

05. December 2012

GEA Group Aktiengesellschaft finalized the conditions of a settlement ofcourt proceedings aimed at the appraisal of shareholders concluded before the Dortmund Regional Court in January 2012 by issuing the last of three tranches of shares on 3 December 2012. In this connection, around 8.7 million shares with dividend rights for the financial year 2012 were newly issued. The settlement stipulated that the shares were to be issued from newly created conditioned capital. The capital increase was resolved by the company's AGM in April 2012. The settlement related to the control and profit and loss transfer agreement dating from 1999 between Metallgesellschaft AG, its legal successor being GEA Group, and the former GEA AG which was later merged into GEA Group. The control and profit and loss transfer agreement provided for compensation in the form of shares.

Hengeler Mueller provided comprehensive advice to GEA Group on this transaction. The Hengeler Mueller team was led by partner Hartwin Bungert (Corporate, Düsseldorf) and included partners Andreas Austmann (Corporate Düsseldorf), Torsten Busch (Frankfurt), Dirk Busch (Düsseldorf) (both Capital Markets), counsel Petra Mennicke (Corporate Litigation, Düsseldorf) and associates Dennis Schlottmann, Thomas Meyer, Carsten Wettich (all Düsseldorf) and Andreas Stoll (Frankfurt).