Stuttgart – Modine Manufacturing Company, a publicly listed diversified global leader in thermal management technology and solutions based in Racine, Wisconsin, USA, has announced that it has signed a definitive agreement with Dana Incorporated to sell the liquid-cooled portion of its automotive business, which represents approximately 70% of its automotive business revenue. The transaction is expected to close in the first half of 2021, following the receipt of regulatory approvals and other customary closing conditions.
CMS supported Modine in the transaction in all European related issues and especially the preceding restructuring of Modine group to concentrate all European assets of the respective automotive business for the sale in the European sub-holding Modine Europe GmbH and its group of companies in Germany, Hungary, Italy, the Netherlands and Austria. The transaction team was led by German corporate partners Dr Jochen Lamb and Dr Carolin Armbruster. Advise was also provided by partner Dr Oliver Simon on labor law matters and by Dr Alexandra Schluck-Amend on financing issues. Involved were also the CMS offices in Hungary, Italy, the Netherlands and Austria.
The preceding restructuring in Europe has been complex since the relevant business needed to be separated from other business activities even within legal entities and transferred to other or newly established companies of the group. The restructuring comprised more than ten individual steps, in part crossborder, and took more than six months.
Modine, with fiscal 2020 revenues of $2.0 billion, specializes in thermal management systems and components, bringing highly engineered heating and cooling components, original equipment products, and systems to diversified global markets through its four complementary segments: CIS; BHVAC; HDE; and Automotive. Modine is a global company headquartered in Racine, Wisconsin, USA, with operations in North America, South America, Europe and Asia.
Dr Jochen Lamb, Partner
Dr Carolin Armbruster, Partner
Martina Meier-Grom, Counsel
Birgit Schlemmer, Associate, all Corporate/M&A
Dr Oliver Simon, Partner
Dr Michael Rein, Principal Counsel, both Labor, Employment & Pensions
Dr Alexandra Schluck-Amend, Finance
Birgit Wagner, Senior Legal Consultant
Conrad Gräwe, Legal Consultant
Steven Washington, Legal Consultant, all Smart Operations
Anikó Kircsi, Partner
Péter Tóth, Senior Associate
Szilvia Kabács, Senior Associate
Szabina Marsi, Associate, all Corporate/M&A
Gabriella Ormai, Partner, Commercial
Marco Casasole, Partner
Francesco Capasso, Counsel
Valentina Caruso, Associate, all Corporate/M&A
Fabrizio Spagnolo, Partner,
Bob van Zijl, Counsel, Corporate/M&A
Tjeerd Hoekstra, Advocaat, Employment & Pensions
Johannes Trenkwalder, Partner
David Kohl, Associate, both Corporate/M&A
Dr Bernhard Hainz, Partner
Dr Andrea Potz, Partner, both Employment & Pensions