Gerold Niggemann is an associate in Hughes Hubbard’s corporate department. His practice focuses on both domestic and cross-border mergers and acquisitions, joint ventures, venture capital and general corporate matters. His experience includes representing both strategic and financial investors in public and private mergers as well as stock and asset acquisitions and divestitures in the United States and various European jurisdictions.
Prior to joining Hughes Hubbard, Gerold was an associate with Cleary Gottlieb Steen & Hamilton LLP in New York and Frankfurt am Main, Germany.
Co-author of sections on offerings of equity and equity-linked securities in Treatise on the German Stock Corporation Act, published by C.H. Beck, Germany, 2nd edition (2014).
Co-author of article on the reporting obligations vis-à-vis stockholders to which the management board of a German stock corporation is subject in connection with equity offerings from authorized capital (ex subscription rights), and consequences of non-compliance, Die Aktiengesellschaft, Germany (2013, p. 269).
Co-author of article on undisclosed (‘hidden’) contributions in kind in German entrepreneurial companies, Neue Zeitschrift für Gesellschaftsrecht, Germany (2012, p. 1412).
Author of thesis on creditor protection under German corporate law and the impact of the European Freedom of Establishment, published by Duncker & Humblot, Germany (2010).
Representation of TechOps, an Aeromexico and Delta joint venture for the operation of a MRO facility in Mexico, in connection with an agreement to grant MRO Holdings, one of America’s largest MRO providers, access to TechOps’ capacity for a period of ten years.
Representing the Corporate Governance and Conflicts Committee of the Board of Directors of TerraForm Power, Inc. in its pending $6.6 billion merger and sponsorship transaction with Brookfield Asset Management and the concurrent settlement arrangements with its former sponsor SunEdison.
Represented Greenbriar Equity Group LLC in its sale of transportation management firm Transplace Holdings LLC to TPG Capital.
Represented India-based IT giant Wipro in its $500 million acquisition of Appirio Inc., a cloud computing and IT consulting company.
Represented Wafra Capital in its acquisition of Oxford Finance, a specialty finance firm that provides senior debt to life sciences and healthcare services companies.
Represented Cenveo, a world leader in custom printing, in the restructuring of its debt profile through an offer to exchange its outstanding 11.5% senior notes due 2017 for new 6% senior notes due 2024 and warrants, and relating arrangements with certain significant noteholders (including a repurchase from Allianz Global Investors of Cenveo’s 7% senior exchangeable notes due 2017).
Represented Gazprom, one of the world’s largest energy companies based in Russia, in:
An asset swap (involving gas fields in Siberia, Russia, and gas trading and storage facilities in Germany and Switzerland) with Wintershall, a subsidiary of BASF, the largest diversified chemical company in the world; and
The divestment of a minority stake in VNG, a German gas pipeline operator.
Represented Nexans, a leading global cable manufacturer headquartered in Paris, France, in the divestment of its German rolling stock and wire harnesses business to Sirail, a French specialty manufacturer of rolling stock and wire harnesses.
Represented Edenred, a leading provider of expense management services headquartered in Paris, France, in its acquisition of a minority stake (with an option to acquire a majority stake) in UTA, a key player in the European fleet management market, and the entering into of relating joint venture arrangements.
Represented Mercer International, a global pulp manufacturer headquartered in Vancouver, Canada, on the buyout of the minority partner in its German subsidiary Zellstoff Stendal, and the unwinding of relating joint venture arrangements.
Represented TPG Special Situations Partners (TSSP) in connection with a transaction pursuant to which affiliates of TSSP became the largest investors in, and the general partners and investment managers of, several hedge funds previously managed by Octavian Advisors.
Represented Kawa Capital Management, an asset management firm based in Miami, Florida, in its acquisition of the global photovoltaic solutions and service business of Conergy.
Represented financial advisors to both target companies and bidders in public merger transactions.