Dirk Besse

Dirk Besse

Education

Jean Moulin University Lyon (D.E.U.F., 1993)
false (Dr. iur., 2000)

Bar Admissions

Germany


Deutsche Version

Dirk Besse is managing partner at Morrison & Foerster's German office in Berlin and heads the European Corporate and M&A Department. He is a leading expert on cross-border mergers and acquisitions, the German Stock Corporation, and capital markets law. His practice has a particular emphasis on the internet, media, finance, telecommunications, and other tech-heavy industries.

Mr. Besse represents clients in relation to major cross-border M&A transactions in Germany and advises on German foreign investment rules. He has handled prominent public take-over battles, such as the investment of SoftBank Vision Funds in Auto1 and cross-border share-for-share deals such as the merger of Spark Networks, and Affinitas, with subsequent listing on the New York Stock Exchange (NYSE). Mr. Besse regularly advises German publicly listed companies on capital markets law. He is also experienced in the counseling of boards and board directors on governance and compliance issues.

The JUVE Handbooks for 2013, 2016 and 2017 recommended Mr. Besse as an M&A as well as a Corporate lawyer and since 2018 as an M&A lawyer. He is also recommended in Berlin in the Corporate Law, M&A Law, Private Equity Law and Venture Capital Law categories by Best Lawyers Germany since 2009. In addition, he was named Lawyer of the Year Berlin for Private Equity by Best Lawyers Germany 2014-2015. Chambers Global 2019 ranked him as Leading Individual in Corporate/ M&A Mid-Market Germany.

Mr. Besse publishes articles in the fields of corporate law, capital markets law and on M&A related topics. He was lecturer in the “Excellence for Supervisory Boards” program established by the DAI and the Frankfurt School of Finance & Management. In addition, he served as a member and also chairman of various supervisory boards.

Representative Matters

M&A procedures:

  • SoftBank Vision Fund on a EUR 460 million investment in the German Auto1 Group
  • Spark Networks on its merger with Affinitas GmbH, and the subsequent listing on the New York Stock Exchange (NYSE)
  • Fujitsu Semiconductor on the spin-off of its European semiconductor business unit (SoC) and the setup of its joint venture with Panasonic (Socionext)
  • Ally Bridge Group, the Hong Kong-based international investment platform, on its investment in the German biotech company Pieris AG, its reverse merger, private placement and IPO in the United States
  • US satellite network operator Planet Labs, Inc. on the acquisition of the German satellite system RapidEye
  • Yahoo!, AutoDesk, and Salesforce on strategic M&A procedures in Germany
  • Supported a Chinese investor in the acquisition of Bochumer Verein, a steel manufacturer with plants in Germany and Brazil, from Georgsmarienhütte
  • DEAG Deutsche Entertainment on the set-up and structuring of the new ticketing platform MyTicket.de and their media-for-equity deal with German media partners Axel Springer and ProSiebenSat.1 Media
  • Schmolz + Bickenbach AG on the take-over battle involving the restructuring of the company, including a subsequent €435 million capital increase and an offer to repurchase bonds

Stock corporation and capital markets law:

  • Delivery Hero SE on its conversion to the legal form of an SE, on its first general meeting of shareholders after the IPO, as well as on questions of stock corporation and capital markets law, and on VC investments in the USA
  • Deutsche Börse AG on the development and implementation of a new management board remuneration system, on stock corporation and supervisory law, as well as on M&A projects, for example, on the acquisition of the securities trading bank Tradegate AG
  • Supported Berlin-based Fyber NY in questions of capital markets law as well as in M&A acquisitions in Israel and the USA
  • Wild Bunch AG in its restructuring (capital cut, debt-equity swap, exemption from duty to make a takeover bid
  • Medios AG on the contribution in kind of a specialty pharma company and the associated reverse IPO on the Frankfurt stock exchange
  • Supported Spark Networks SE in the listing of an alternative dispute resolution (ADR) program on the NYSE, as well as ongoing advice on German stock corporation law and US capital markets law
  • Regular advice to listed companies, including DAX and MDAX, on the preparation of shareholders’ meetings, as well as on questions of stock corporation law, corporate compliance, and board remuneration
  • EQS Group AG on the first ever German "online" shareholders meeting, allowing shareholders to participate in the meeting online, including online questioning and voting
  • Squeeze-out of minority shareholders of various stock corporations (among others, Creaton AG, Graphit Kropfmühl AG, and burgbad AG)Cross-border merger of a group company of the Etex Group, a European market leader for building materials, from Austria to Germany
  • Support of various public takeovers (among others, Epigenomics AG, Dresdner Factoring AG, or First Sensor AG)
  • A German financial communications company on the analysis and preparation of a so-called Initial Coin Offering (ICO)

Best Lawyers since 2009: Recommended for Corporate, M&A, Private Equity and Venture Capital

JUVE 2019 – Recommended for M&A (“good cooperation, masterful”)

Chambers Global 2019 – Leading Individual in Corporate/ M&A Mid-Market Germany, client says: “I would recommend him for complicated cases because he foresees what could happen next and gives you advice.” Clients also appreciate his “outstanding analytical and legal skills”

Chambers Germany since 2016 – Recognized practitioner in the field of Corporate and M&A

JUVE 2018 – Recommended for M&A (“excellent corporation, very confident”)

Legal 500 Germany 2017 – Recommended for M&A

JUVE 2017 – Recommended for M&A and Corporate

Chambers Global 2016  – Recognized practitioner in the field of Corporate and M&A

JUVE 2016 – Recommended for M&A and Corporate

Best Lawyers 2014 - 2015 – Lawyer of the Year Berlin for Private Equity

JUVE 2013 – Recommended for M&A and Corporate

MoFo ScaleUp

Email Disclaimer

Unsolicited e-mails and information sent to Morrison & Foerster will not be considered confidential, may be disclosed to others pursuant to our Privacy Policy, may not receive a response, and do not create an attorney-client relationship with Morrison & Foerster. If you are not already a client of Morrison & Foerster, do not include any confidential information in this message. Also, please note that our attorneys do not seek to practice law in any jurisdiction in which they are not properly authorized to do so.

©1996-2019 Morrison & Foerster LLP. All rights reserved.