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Discover thought leadership and legal insights by our legal experts from across CMS. In our Expert Guides, written by CMS lawyers from across the jurisdictions where we operate, we provide you with in-depth legal research and insights that can be read both online and offline. You can also find Law-Now articles, newsletter and other publications with focused legal analysis, commentary and insights to help you anticipate future challenges and much more.



Media type
Expertise
25/01/2024
Emerging Europe M&A Report 2023/2024
Despite geopolitical tensions, fears of recession and strong inflationary pressures across the EU, as well as the fiscal tightening needed to contain them, M&A in the CEE region has remained reasonably buoyant. Findings from the CMS Emer­ging Europe M&A 2023/24 report, published in cooperation with EMIS, demonstrate the resilience of the Emerging Europe deals market as activity holds firm against a backdrop of geopolitical tensions and strong inflationary pressures. Welcome to the 2023/24 edition of the Emerging Europe report.
24/10/2023
CMS European Energy Sector M&A and Investment Outlook 2024
As the world economy increasingly embraces the push towards decarbonisation, Europe has actively sought to place itself at the vanguard of the discussion on energy trans­ition. Op­por­tun­it­ies to deploy capital abound as power sources switch further towards offshore and onshore wind, solar, heat, hydrogen, battery storage, new networks, carbon capture, and industrial decarbonisation. The latter brings an interface with other sectors such as technology companies (with power hungry data centres a particular focus), real estate, low carbon transport and decarbonisation of industrial processes such as cement, glass and steel production. As much as it is difficult, complex and highly political, the energy transition is also a huge business opportunity. To reach net zero by 2050, the International Energy Agency (IEA) estimates that global investment in clean energy alone will need to increase from the USD390bn in the first half of 2023, to USD 1.3tn in 2030. Many commentators worried that Russia’s invasion of Ukraine would put back the transition and shift Europe back towards fossil fuels. While it appears to have resulted in a renewed political focus on energy security it has also laid bare the financial and political consequences of relying on oil & gas imports, giving further impetus to renewables as a secure form of energy. Europe has also sought to be a leading light on the concept of “reaching net zero”, with the European Union (EU) having set out its ambition, back in 2019, to become the world’s first major economic bloc to be climate-neutral by 2050. This has added momentum to energy investment and M&A over recent years – 2021 and 2022 saw the second and third highest annual aggregate values of Western European M&A in the sector on record, at USD 59.8bn and USD 53.7bn, respectively, bested only by the anomalously high total of USD 89.4bn logged in 2018. Energy M&A in the region has been more subdued in 2023, but our survey demonstrates that energy executives are gearing up for a more active dealmaking period, with most expecting more opportunities and anticipating increased levels of investment in the year ahead. Capital looks set to continue to flow primarily to renewable energy projects and related assets, with solar and batteries topping the list of attractive subsectors among our respondents. Consistent with this, South West Europe takes pole position as the most promising region for investment opportunities. But there are thorns among the roses. Our respondents are cognizant of the challenges in the energy market, with supply-chain volatility and commodity price increases emerging as a prominent concern. This is unsurprising after a period of dislocation following the pandemic and amid a time of rising global demand for renewable products and commodities. Persistent inflation and elevated interest rates, combined with an uncertain macroeconomic outlook, are raising investors’ concerns, with financing risk (including the increased cost of financing) also coming to the fore for respondents. Overall, while some sense a recent softening of the market due to these fundamentals, our survey paints a picture of steadily improving investor sentiment in Europe’s energy sector, laying the foundations for a busier period ahead for M&A activity.
09/06/2023
beigeSTEUERt
In "beigeSTEUERt" we take a look at many fascinating aspects of German tax law. We will consider emerging tax issues from cryptocurrencies through non-fungible tokens to sustainable tax policies.
23/04/2023
Legal and regulatory framework for electricity storage in Germany
Storage of electrical energy is a key element in building an electricity market that aims to eventually generate power solely from renewable sources. Energy storage facilities perform a buffer function...
31/01/2023
Photovoltaik, Immobilien und Steuerrecht
Faced with the ongoing energy crisis and ESG compliance requirements, companies are constantly asking themselves how they can deal with rising electricity prices and what energy supply alternatives are available. One environmentally friendly solution is often mentioned: photovoltaic systems. In today’s podcast in the “bei­geSTEUERt” series, Dr Hendrik Arendt talks to Dr Niklas Ganssauge, Dr Sebastian Orth­mann and To­bi­as Schneider about the issues raised by PV systems in relation to real estate law, energy law & tax law.
30/01/2023
Emerging Europe M&A Report 2022/2023
The year 2022 started with various challenges, including rising inflation and energy prices. Then the Russian invasion of Ukraine added yet another one. Nonetheless, the M&A market in emerging European countries proved to be extremely resilient. The region saw M&A activity maintain a steady pace, though deal values were notably lower. Also, variations could be observed across territories and sectors. While 2022 brought a unique set of challenges, dealmaking largely compared favourably to pre-pandemic levels. Welcome to the 2022/23 edition of the Emerging Europe report.
01/06/2022
CMS Next
What’s next? In a world of ever-ac­cel­er­at­ing change, staying ahead of the curve and knowing what’s next for your business or sector is essential. At CMS, we see ourselves not only as your legal advisers but also as your business partners. We work together with you to not only resolve current issues but to anticipate future challenges and innovate to meet them. With our latest publication, CMS Next, our experts will regularly offer you insights into and fresh perspectives on a range of issues that businesses have to deal with – from ESG agendas to restructuring after the pandemic or facing the digital transformation. We will also share with you more about the work that we are doing for our clients, helping them innovate, grow and mitigate risk. To be able to provide you with the best support, we immerse ourselves in your world to understand your legal needs and challenges. However, it is equally important that you know who we are and how we can work with you. So, we invite you to meet our experts and catch a glimpse of what is happening inside CMS. Enjoy reading this publication, which we will update regularly with new content. CMS Executive Team
18/05/2022
On-site power solutions
A guide for large energy users Across Europe there is a clear and consistent trend for large scale commercial and industrial users of electricity adopting on-site power solutions. This is the result of a range of factors, in­clud­ing:re­new­able on-site generation being one of the most clear-cut ways to help “green” a site’s electricity supply and help the com­mer­cial/in­dus­tri­al user achieve their climate change targets;on-site power solutions having the ability to provide resilience of electricity supply during times of system outage or con­straint;avoid­ance of the network and policy charges typically associated with electricity taken from the grid; andthe commercial opportunities from leveraging flexible on-site power solutions to reduce consumption from the grid and/or to export electricity onto the grid. However, while such opportunities mean that on-site power solutions are often an attractive option, on-site projects will generally come with a complex array of legal options and considerations. These range from:the fundamental point that such projects inherently involve participation in a typically heav­ily-reg­u­lated arena (and often the backdrop of a set of regulations rapidly evolving to keep pace with the sector), toa range of pro­ject/agree­ment structures and parties (without a “cookie cutter” approach) involved in project ownership, operation and electricity sale and purchase, with significant co-dependence between such parties, toa government policy context that (while at face value often pro-green) is often increasingly concerned about grid and policy charges being avoided through these types of project and wishes to see all market participants paying a perceived fair share of such costs. In this guide we provide an overview of these challenges and opportunities in Europe, with a view to assisting you in reviewing, upfront, the key issues often associated with on-site power solutions of this nature. 
31/01/2022
Time for transition: Energy M&A 2022
While world leaders have been gathering for COP meetings for decades, what made COP26 perhaps particularly notable is that the private sector also gathered in force, and with a commitment and determination to be a key driver in the decarbonisation of the world’s economies.  In previous years, there have been murmurings from various corporates that to make social or environmentally driven investment decisions may not align with their fiduciary duty to act in the interests of shareholders. As shareholder activism has driven the debate into boardrooms from above, this attitude is rapidly reversing direction. While returns are generally seen as lower in the clean sector compared to, say, the oil & gas sector, being invested in the green transition is increasingly seen as a key route to preserving and protecting shareholder value. At the same time, voluntary and mandatory climate related disclosures are aligning the drivers for investors across the board so that capital is increasingly driven by the metrics they produce.  This is being reflected in, among other things, the plummeting cost of capital for green investments. At the same time high carbon intensive investments, such as coal based projects and businesses, are struggling to secure funding, with many facing in­solv­ency. In­vest­ments in the energy transition, a key part of the green transition, will principally take the form of M&A. The outcome of COP26 and the momentum it has generated means that European dealmakers in the energy sector will be even busier in 2022. Europe leads the world in the energy transition and the race to net zero is driving near-record levels of dealmaking – notably in wind and solar photovoltaic generation. At the same time, the energy transition is both expanding and fragmenting the energy sector. For many, it has traditionally been focused on energy generation. The transition is bringing to the fore less visible technologies. Everything from traditional hydropower to grid-scale batteries, electrification of transport and hydrogen. It is also bringing into the mix sectors that have not traditionally been focused on energy, such as industrial decarbonisation, shipping and mining for the natural resources needed for the energy transition. In parallel with this, there is a huge and growing story around energy transmission and distribution. Electricity networks will need to expand massively to facilitate electrification and new technologies. They are also becoming smarter with the use of digital technology to optimise the way power is distributed, traded and consumed. Further, new types of networks may provide investment opportunities for those looking for stable long term assets, such as hydrogen and carbon networks. Against this background, traditional fossil fuel-based players are decarbonising their operations. For the oil and gas majors, this means acquiring or significantly enhancing their capabilities in renewables, including wind, solar and hydrogen, while simultaneously divesting selected carbon-intensive assets in response to mounting ESG pressures. This may be one of the reasons why 50% of respondents in our study point to distress-driven deals as a top sell-side driver. Change is endemic in the energy sector, but the current transition makes the years since liberalisation of energy markets in the late 1980s seem almost steady-state in comparison. Despite the momentum and push for capital to be invested in the energy transition, there remain obstacles, not least the limited pipeline of good quality investment opportunities, continuing concerns over lockdowns and COVID-19 variants, financing difficulties arising from potentially unstable long term revenue streams and diminishing rates of return. Notwithstanding these challenges, our study finds that energy sector M&A will increasingly be an engine driving capital into propositions that match social and political ambitions for the green transition. Key findings  Energy remains a premium asset class for most institutional investors, with its performance during the pandemic and impetus from COP26 further enhancing its at­tract­ive­ness75% of energy companies are considering an acquisition and/or divestment in 2022Alongside premium assets, in some subsectors there are undervalued targets driving buy-side activity, with sellers shedding distressed assets as the sector shifts in response to the energy transition45% think COVID-19 will be a major M&A obstacle in 2022, but this remains a fluid situation that can change rapidly
27/01/2022
Emerging Europe M&A Report 2021/2022
Following global trends, the M&A market in emerging Europe surged in 2021— more money was spent on acquisitions and investments than in any of the previous seven years. After a relatively poor showing in 2020, transaction volume also bounced back to pre-pandemic levels. Not only did direct acquisitions and investments fare well, but stock market listings also reached unprecedented levels. Has the M&A market in emerging Europe scaled new heights?Welcome to the 2021/22 edition of the Emerging Europe report.
27/10/2021
Climate Risk report
At COP26 institution after institution came forward to make stronger commitments to what is now broadly seen in most countries as a common goal: to reduce global carbon dioxide emissions. In particular, the private sector stepped up to the plate. For example, the Glas­gow Fin­an­cial Alliance for Net Zero posited a potential USD 130tn of private capital to accelerate the green trans­ition. COP26 also escalated the role of climate disclosures in achieving net zero. To achieve global comparability, the In­ter­na­tion­alSus­tain­ab­il­ity Standards Board (ISSB) is to deliver a global baseline that gives investors in­form­a­tion about the climate and sustainability risks in relation to companies they (may) invest in. Further, the UK introduced requirements for all listed companies to produce net-zero transition plans by 2023. These are seen as drivers for achieving climate-positive investing. International commercial lawyers have a crucial role to play in navigating and implementing the frameworks that emerge from COP26. Being guardians of the rule of law and facilitators of business and trade, lawyers will be at the centre of discussions on what our clients are required to do, and also on what they should do in light of wider societal and reputational considerations. It is in our clients’ interests that we guide them toward outcomes in line with wider societal ambitions. To do oth­er­wise would, among other things, risk placing them at a competitive disadvantage as the world pivots toward a clearer climate mitigation agenda. Climate Risk is a broad term and covers a multitude of concepts. This report focuses on three legal risks. First, of financial institutions holding corporates to account over perceived climate risks. Second, the risk to corporates on what they do and say about the impact on their business from (or from their business on) climate change. Finally, risk of litigation against corporates relating to climate change. As lawyers, what we see is broadly a great desire among our clients to be part of the solution on climate change. Almost all major corporate clients that we speak to wish to take positive steps that are in line with the desire for climate action, and also to capitalise on the op­por­tun­it­ies presen­ted as we transition to a net zero economy. We find that, among the investment community, vast capital is ready and available to be deployed on in­fra­struc­ture and other projects that will push the agenda forward. The question is whether there is sufficient clarity on the agenda, the rules and the risks involved. As this report shows, a key driver of Climate Risk for corporates revolves around information. Both quan­ti­fi­able in­form­a­tion about the potential direct impacts of climate change on particular sectors and businesses. And also con­sist­ent, comparable and reliable information about the companies themselves. Companies are pro­du­cing re­ports that are deluging investors on how they are measuring and managing their impact on and from climate change. However, there is some distance to go before investors can compare the information across the economy to make informed de­cisions. Or­gan­isa­tions such as Baringa, who have kindly con­trib­uted to this report, support the same clients from a parallel perspective. They help investors and corporates to assess climate risk exposure by using Baringa’s Climate Change Scenario Modelling. Tools such as these are invaluable for making the best decisions from the information available on risks to companies and the credibility of their adaptation and transition plans. On climate litigation, this is a direct and growing risk to corporates who fall under the spotlight of a variety of potential claims against an increasing number of po­ten­tial claimants. It is prudent to actively manage this risk through dispute avoidance strategies, having plans in place to deal quickly and effectively with the situation where a claim is brought, and understanding the key features that are typically at play in such litigation. Corporates are well aware that climate risks are an integral feature of their business planning. What some oc­ca­sion­ally criticise is the lack of long term cer­tainty. Mak­ing knee jerk decisions based on woolly polit­ic­al sen­ti­ments that could change tomorrow rarely makes good business sense. Clearer long term policy statements from governments and inter-gov­ern­ment­al in­sti­tu­tions can help on this, as well as clearer policies on how governments see the shape of the future zero carbon economy, and the pathways to it. Quite apart from the outcomes of COP26, with the private sector committing en masse to the climate agenda and the ability to scrutinise the private sector’s re­sponse through climate disclosures, net zero plans and other actions they take, we anticipate that the issue of Climate Risk will continue to rise up boardroom agendas.
21/04/2021
Energy for your success
For many sectors worldwide, smart management of energy and raw materials is a factor which drives innovation and growth. Market players are faced with politically motivated measures and regulatory requirements...