Noerr advises Daimler Truck AG on cooperation agreements with DEUTZ AG for developing and marketing heavy-duty engines

Noerr advises Daimler Truck AG on cooperation agreements with DEUTZ AG for developing and marketing heavy-duty engines. As part of the cooperation, Daimler Truck is transferring its on-highway IP rights in medium-duty engines (Daimler Truck MDEG series) to Deutz allowing Deutz to further develop the engines itself. In addition, Deutz will receive the license rights to further develop and sell heavy-duty engines (Daimler Truck HDEP series) for use in off-highway applications.

As a consideration for the transfer of the on-highway IP rights to the medium-heavy MDEG engines to DEUTZ, Daimler Truck receives new shares in DEUTZ which will be issued by DEUTZ from its existing authorised capital. After the capital increase against contribution in kind, Daimler Truck holds approximately 4.19% of the shares in DEUTZ AG, making it a significant shareholder in DEUTZ. For the acquisition of the licence rights to the heavy-duty engine series DEUTZ will pay Daimler Truck instalments in cash. The two transactions together have a value in an amount in the mid-double-digit million Euro range.

Closing of the two transactions is subject to the customary conditions and the required independent valuation of the contribution in kind.

In both transactions Noerr advised Daimler Truck on a wide range of legal issues related to stock corporation and capital markets, IP and tax law and assisted in negotiating and implementing the transaction documents. Noerr took the lead in the structuring of the transaction under stock corporation law and the IP licensing agreements.

The Daimler Truck Legal team consisted of Judith Walz, Christian Ries, Peter Freitag and Thomas Scherzler.

Noerr regularly advises Daimler Truck on corporate law and M&A matters. Noerr also regularly advised Daimler Truck’s predecessor company, Daimler AG.

Advisors to Daimler Truck AG: Noerr PartGmbB

Michael Brellochs (Partner, Corporate/M&A, Munich), Peter Bräutigam (Partner, Digital Business, Munich), Alexander Hirsch (Partner, Corporate/M&A, Düsseldorf), Carsten Heinz (Partner, Tax, Munich), Timm Gaßner (Senior Associate, Corporate/M&A, Munich), Thomas Bücheler (Senior Associate, Tax, Munich), Georg Langheld (Associated Partner, Corporate/M&A, Munich), Philipp Buchs (Senior Associate, Corporate/M&A, Munich), Florian Schmitt (Counsel, Digital Business, Munich)