Elvinger Hoss Prussen advised EQT Private Equity on Voluntary Purchase Offer and Delisting of SUSE S.A.

Elvinger Hoss Prussen assisted EQT Private Equity (EQT) on its voluntary purchase offer regarding all outstanding shares in SUSE S.A. (SUSE) and the subsequent delisting of SUSE through a merger by absorption.

After completion of the voluntary purchase offer in September 2023, by which SUSE’s shareholders had the opportunity to exit their investment in SUSE, the delisting of SUSE was carried out by way of a national merger between SUSE S.A. (as absorbed company) and Marcel New Lux IV S.A. (an unlisted Luxembourg company in the form of a société anonyme, as absorbing company) implemented on 13 November 2023. Following the merger, the surviving company will continue operations under the name SUSE S.A.

Elvinger Hoss Prussen advised EQT on all Luxembourg law aspects relating to the voluntary purchase offer and the merger and subsequent delisting. EQT was also advised by Milbank on all German law aspects of the transaction.

The Elvinger Hoss Prussen team advising EQT consisted of partner Thierry Kauffman, senior associate Clemens Thill and associate Ana Franco.

The Milbank team included partners Steffen Oppenlaender, Christoph Rothenfusser (both Corporate/M&A, Munich) and Philipp Kloeckner (Capital Markets, Frankfurt), special counsel Nico Feuerstein (Capital Markets, Munich) and associates David Schwenneker, Sandra Feil and Manuel Bogenreuther (all Corporate/M&A, Munich).