YOUNIQ AG, the leading provider of private student housing in Germany, was merged onto Corestate Ben BidCo AG. In this context, the companies successfully executed a squeeze-out of the minority shareholders of YOUNIQ AG by merger of YOUNIQ AG onto Corestate Ben BidCo AG. Prior to the squeeze-out by merger, Corestate Ben BidCo AG submitted a public mandatory offer which was immediately followed by a public voluntary tender offer to the outstanding shareholders of YOUNIQ AG.
The procedure excluded the minority shareholders of YOUNIQ AG and resulted in the dissolution of YOUNIQ AG. The corresponding resolution on the transfer of the shares of the minority shareholders to Coresteate Ben BidCo AG was passed by the shareholders of YOUNIQ AG at the annual general meeting in December 2015. The squeeze-out and the merger have in the meantime become effective by registration in the corresponding commercial registers. The shares of YOUNIQ AG will soon be de-listed from the Frankfurt Stock Exchange.
Prior to the squeeze-out by merger, Corestate Ben BidCo AG, after having acquired the control over YOUNIQ AG, submitted a public mandatory offer under the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz - WpÜG) to the shareholders of YOUNIQ AG in October 2014. Immediately following the settlement of the public mandatory offer Corestate Ben BidCo AG submitted a public voluntary tender offer under the WpÜG to the shareholders of YOUNIQ AG in early 2015 and by this reached the required participation threshold for implementing the squeeze-out by merger.
Under its new parent company Corestate Ben BidCo AG, the YOUNIQ Group will continue to operate in the area of student housing.
The Allen & Overy team, which advised Corestate Ben BidCo AG throughout the entire takeover process, was led by partner Dr. Christian Eichner (corporate/M&A) and comprised senior associate Dr. Murad M. Daghles and associate Dr. Thyl N. Haßler (both corporate/M&A, all Düsseldorf), counsel Filip Kurkowski, associate Frederik Jahn (both banking/finance, Frankfurt), counsel Dr. Jens Wagner and senior associate Daniel Epe (both corporate, Munich).
CMS Hasche Sigle advised the executive board of YOUNIQ AG on the squeeze-out under merger law.
KLUTH Rechtsanwälte advised the supervisory board of YOUNIQ AG on the squeeze-out under merger law and on the respective statements in response to the offers under the WpÜG.