CMS has advised Telefónica Deutschland Holding AG on its IPO on the Frankfurt Stock Exchange and sale of shares by Telefónica S.A which priced today. The gross issue proceeds from the sale of the shares placed amounts to EUR 1,260 million. If the greenshoe option is fully exercised, the gross issue proceeds will increase to up to EUR 1,449 million. This is the largest flotation in Germany within the last five years.
Telefónica Deutschland, the third largest integrated telecoms operator in Germany, is a subsidiary of the Spanish telecommunications group Telefónica S.A, one of the world’s largest global telecommunications companies. For the year ended December 31, 2011, Telefónica Deutschland generated revenues of €5 billion and had a market share of 16.6 percent in the German mobile services market (on the basis of subscriber numbers 2011). Telefónica Deutschland is headquartered in Munich, Germany.
A cross border CMS-team led by Dr Oliver Thurn and Daniel Winterfeldt, along with Dr. Andreas Zanner and Philipp Melzer (Capital Markets), Dr Martin Kuhn, Martin Kolbinger and Gary Green (Corporate and Pre-IPO Restructuring), advised Telefónica Deutschland and Telefónica S.A. in matters relating to the IPO. The team was also supported by Stephan Parrandier, Vanessa Harms, and Ahmad Khokher (Capital Markets), Trish O’Donnell and Jennifer Poon (US Securities), Alexander Frauer, Dr Simon Sabel, Dr Anne Meckbach and Rhiannon Ballinger (Corporate/ Pre-IPO Restructuring).
Daniel Winterfeldt, Head of International Capital Markets, commented: ““This is the biggest IPO in Germany for years and sell-out interest in the approximately 1.5 billion euro offering shows the returning robustness of the market for new share offerings. A complex, cross-border transaction like this, selling shares of a German operating company held by a UK holding company to global institutional investors as well as to German retail investors, called for US, German and English legal advice in a unified team to ensure a successful outcome.”
Oliver Thurn added: “We were delighted to work with Telefónica on this large scale transaction which highlights our ability to execute complex, cross-border transactions across Europe and internationally involving a multi-disciplinary team from across CMS’s corporate, capital markets, restructuring, employment and tax practice groups.”
J.P. Morgan and UBS advised Telefónica Deutschland and Telefónica S.A. as Joint Global Coordinators, alongside Bank of America Merrill Lynch, BNP Paribas, Citigroup and HSBC as Joint Bookrunners and Banca IMI, BayernLB, BBVA, Commerzbank, Banco Santander and Société Générale as Co-Lead Managers.
