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Corporate and M&A advice with local expertise and global perspective
CMS does more deals in Europe than any other law firm and have the global footprint to connect the dots anywhere in the world.
Over 1,400 Corporate/M&A experts collaborate across 45 countries globally to create a one-stop shop with seamless advice for multijurisdictional transactions. Our team excels in every aspect of our service by focusing on clear, practical advice that makes the difference.
How we can help
We bring a winning combination of deep local expertise and global perspective paired with broad experience in putting together agile cross-departmental teams to handle the largest multijurisdictional M&A transactions. Our top internationally recognised lawyers provide practical and business oriented solutions.
What we do differently
Sector focus is in our DNA, making us a global leader in corporate work in key economic sectors such as Energy, Financial Services, Hospitality & Leisure, Private Equity, Consumer and Retail, Infrastructure, Real Estate and Healthcare and Life Sciences, where we act for many of the world’s leading public and private companies, financial institutions and funds.
Our philosophy
Changing the face of law with our unusually strong focus on innovation and creativity, we represent the future-facing law firm. We are bold, dynamic and agile and foster a culture of innovation that is practical, accessible and effective.
Contact us for national and international aspects in the following areas: Mergers and Acquisitions, Corporate governance, International Corporate Reorganisations, Public takeovers, Restructuring and Insolvency, Private Equity, Venture Capital, Equity Capital Markets, Post Merger Integration, IPOs, Corporate Advice.
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21/03/2024
CMS European M&A Study 2024
The CMS Corporate/M&A Group is pleased to launch the 16th edition of the European M&A Study
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.
We are very pleased to share with you the second edition of the CMS European Private Equity Study 2023. This study analyses hundreds of Private Equity deals that we advised on in 2022 and previous years, providing unique insights into market trends and differences between private equity and trade deals. Key findings: Deal activity remained strong until Q3 2022, but experienced a significant drop in Q4. New investments accounted for 85% of PE deals analysed, with fewer exits and secondary buy-outs in 2022 compared to 2021. Bidding processes decreased in 2022, potentially due to less involvement of PE funds on the sell-side. Entry into new markets was the most common deal driver (64% of deals), while digitalisation was no longer a deal driverTechnology, media, and telecoms (TMT) was the busiest sector, followed by Real Estate & Construction and life sciences. Use of MAC clauses decreased to 10% in 2022, compared to 15% in 2021. Fewer FDI approvals or clearances were sought in 2022 (8%) compared to 2021 (15%).W&I insurance played a prominent role in PE M&A transactions, increasing with deal value. Locked box mechanisms for setting purchase price were preferred in 80% of PE deals, while purchase price adjustments decreased. Earn-out provisions increased overall in 2022 but were more common in smaller deals than higher value deals. ESG considerations have not yet featured in legal due diligence or transaction documents. Management incentive schemes saw shorter vesting periods, increased management allocation, but tightened leaver provisions. Overall, there were buyer-friendly developments in some deal metrics, such as the use of "tipping" baskets.
Navigating for success | Your business is our business Our premier practices in Europe’s powerhouse jurisdictions consistently handle the largest volume of M&A deals, engaging highly qualified teams across geographies in a seamless collaboration saving our clients time and money. This is why we do more deals in Europe than any other firm. Our unique combination of deep local expertise and unparalleled global perspective empowers us to put together highly experienced, agile, cross-departmental teams to handle the largest multijurisdictional M&A transactions for the benefit of our market-leading clients. This is why our clients love us. CMS has engaged in building strong sector focuses for many years, before most of our competitors realised the importance of doing so. We are now a global leader in corporate work in many key economic sectors such as Energy and Climate Change, Hospitality & Leisure, Private Equity, TMC, Insurance, Consumer and Retail, Infrastructure and Projects, Life Sciences and Healthcare, where we act for many of the world’s leading public and private companies, financial institutions and funds. This is why clients from all business sectors keep coming back to us. Changing the face of law with our unusually strong focus on innovation and creativity, we believe in an open, next-gen mind-set, skill in listening and bold commitment to new and innovative ways of working for the benefit of our clients and of our people. This is why we are future-facing. Download our report below & learn more about our deals!
CMS Expert Guide on Real Estate Data Centre Consenting
Welcome to CMS’ online guide tool for data centre legal consenting considerations. Please use the tool to compare legal consenting considerations for data centre development and investment across key...
CMS Expert Guide to employment issues in M&A transactions
Effectively addressing employment law issues is pivotal in ensuring the success of a transfer. While the intricacies and challenges of employment law vary based on the specific transaction, overlooking...
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.
Energy transition meets corporate law reform: Is the FlexCo ideal for energy...
Among the statutory models available for energy communities (ECs) in Austria – which are particularly active in the collective generation, sale, and consumption of renewable energy – both so-called...
Navigating for success | Your business is our business Our premier practices in Europe’s powerhouse jurisdictions consistently handle the largest volume of M&A deals, engaging highly qualified teams across geographies in a seamless collaboration saving our clients time and money. This is why we do more deals in Europe than any other firm. Our unique combination of deep local expertise and unparalleled global perspective empowers us to put together highly experienced, agile, cross-departmental teams to handle the largest multijurisdictional M&A transactions for the benefit of our market-leading clients. This is why our clients love us. CMS has engaged in building strong sector focuses for many years, before most of our competitors realised the importance of doing so. We are now a global leader in corporate work in many key economic sectors such as Energy and Climate Change, Hospitality & Leisure, Private Equity, TMC, Insurance, Consumer and Retail, Infrastructure and Projects, Life Sciences and Healthcare, where we act for many of the world’s leading public and private companies, financial institutions and funds. This is why clients from all business sectors keep coming back to us. Changing the face of law with our unusually strong focus on innovation and creativity, we believe in an open, next-gen mind-set, skill in listening and bold commitment to new and innovative ways of working for the benefit of our clients and of our people. This is why we are future-facing. Download our report below & learn more about our deals!
In German M&A transactions with warranty and indemnity insurance (W&I insurance), special attention must be paid to tax issues due to reciprocal effects in the liability concept concerning the purchase...
CMS Expert Guide to Public Takeovers in United Kingdom
1. Are takeovers of listed companies regulated? Yes – the City Code on Takeovers and Mergers (“Code”) governs public takeovers of companies which have their registered offices in the UK, the Channel...
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.
Austria makes it permanently possible for GmbHs and AGs to hold virtual...
With the enactment of the Virtuelle Gesellschafterversammlungen-Gesetz (VirtGesG) in mid-July 2023, Austrian lawmakers have created the permanent possibility for private limited liability companies (GmbH)...
Social Media cookies collect information about you sharing information from our website via social media tools, or analytics to understand your browsing between social media tools or our Social Media campaigns and our own websites. We do this to optimise the mix of channels to provide you with our content. Details concerning the tools in use are in our privacy policy.