Hogan Lovells advises va-Q-tec on the public takeover offer and the agreement of a strategic partnership with EQT Private Equity as well as a related 10% capital increase

Press releases | 15 December 2022

Under the joint lead of its Frankfurt partner Prof Dr Michael Schlitt and its Frankfurt counsel Dr Sebastian Biller, the global law firm Hogan Lovells advised va-Q-tec AG ("va-Q-tec") in connection with the conclusion of a Business Combination Agreement with sotus 861. GmbH (in future: Fahrenheit AcquiCo GmbH) and its sole shareholder, each controlled by EQT X Fund (together EQT Private Equity), in relation to a voluntary public takeover offer by EQT Private Equity and a strategic partnership, including a related 10% capital increase to be subscribed exclusively by EQT Private Equity.

EQT Private Equity announced on December 13, 2022 that it intends, with the support of co-investors Mubadala Investment Company and the Sixth Cinven Funds, to make an offer to all shareholders of va-Q-tec to acquire their va-Q-tec shares against payment of a cash consideration of EUR 26.00 per va-Q-tec share. This corresponds to a premium of 97.9% on the volume-weighted average price of va-Q-tec shares over the past three months until December 9, 2022, the day on which va-Q-tec's ad hoc announcement on the expected short-term conclusion of the business combination agreement was published.

In addition, va-Q-tec has decided on a 10% capital increase, which will be fully subscribed by EQT Private Equity at the offer price upon completion of the takeover offer.

va-Q-tec AG is a pioneer of highly efficient products and solutions in the field of thermal insulation and TempChain logistics. The company develops, produces and sells highly efficient and thus thin vacuum insulation panels for insulation as well as thermal energy storage components (phase change materials) for reliable and energy-efficient temperature control. With this key thermal technology, va-Q-tec manufactures passive thermal packaging systems (containers and boxes) that can maintain constant temperatures for up to 200 hours without the supply of external energy, depending on the type. To carry out temperature-sensitive logistics chains, va-Q-tec maintains a fleet of rental containers and boxes in a global partner network that can be used to meet demanding thermal protection standards. Founded in 2001, the fast-growing company is headquartered in Würzburg, Germany.

Michael Schlitt and his team have already advised va-Q-tec on its IPO, a bond issue and a capital increase.

Hogan Lovells Team for va-Q-tec AG

Prof Dr Michael Schlitt (Partner), Dr Sebastian Biller (Counsel) (both lead), Leon Lindemann, Christian Schröder (Associates), Simona Gradišek, Eva-Christina Sommer (Senior Business Lawyers) (all Corporate and Capital Markets, Frankfurt);

Dr Heiko Gemmel (Partner), Vanessa Rinus (Associate) (both Tax, Dusseldorf);

Dr Martin Sura (Partner), Dr Sebastian Faust (Counsel), Julian Urban (Associate), Philipp Reckers (Associate) (all Antitrust and Foreign Trade Law, Dusseldorf).

Inhouse Law (va-Q-tec AG): Melanie Losert