Answers / M&A Advisory

Explain squeeze-out under German law.

An advanced M&A Advisory question — expect it in final rounds and case-heavy interviews (IB, PE, Big-4 Transaction Services).

THE SHORT ANSWER

Two routes: (1) sec 39a WpUeG — post-takeover at 95%, fast (3 months). (2) sec 327a AktG — general at 95%, requires shareholder meeting + IDW S1 valuation. Minorities can challenge price in Spruchverfahren (3-7 years, typically 5-15% above offer).

WHAT INTERVIEWERS LISTEN FOR

  • ✓95% threshold required
  • ✓Section 39a WpUeG post-takeover
  • ✓Section 327a AktG general squeeze-out
  • ✓IDW S1 valuation needed
  • ✓Spruchverfahren price challenge

COMMON MISTAKES

  • ✗Confusing the two routes
  • ✗Ignoring valuation requirement
  • ✗Omitting Spruchverfahren process

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