03.06.2015
[Hamburg, ] GÖRG Partnerschaft von Rechtsanwälten mbB has under the lead of Hamburg based partner Dr. Frank Evers advised carbon clean tech AG (“CCT AG”) on the sale of all their shares in cct Stegelitz GmbH (“CCT GmbH”) The shares were transferred to the publicly listed Pyrolyx AG respectively sold to a subsidiary of Pyrolyx AG. The sale of the company was executed through a capital increase and a share deal. The sale and purchase agreement was signed on 20 May 2015. The transaction is successfully closed by now.
The transaction was performed by a complex combination of a share sale and share swap. For the transaction Pyrolyx AG has exercised a convertible bond issued by it, a capital increase of 104,000 shares by contribution in kind, reflecting an increase of about 16 per cent of the share capital, and finally a cash capital increase at an issue price of EUR 103.00 per share. The remaining shares in CCT GmbH were sold in a share deal.
After the transaction CCT AG now holds a significant equity interest in Pyrolyx AG.
Through the merger of the two European market leaders in the production of Recovered Carbon Black (“rCB” – carbon black recovered from used tyres) Pyrolyx AG will be the biggest producer worldwide. Recovered Carbon Black is generated from shredded old tyres and is used for the production of new tyres as well as other rubber and plastic products. The patented process of the Pyrolyx Group, which will be introduced at an industrial scale alongside cct GmbH´s production method in Stegelitz, creates a closed materials cycle for the tyres and technical rubber industry. CCT GmbH´s industrial plant is the only producer of rCB worldwide that is certified according to the ISO 9001:2008 and ISO 14001:2004. It produces and serves customers since 2012.
Legal Advisor
GÖRG Partnerschaft von Rechtsanwälten mbB
Dr. Frank Evers (lead), Partner, M&A / Corporate, Hamburg
Dr. John-Patrick Bischoff, LL.M., Associated Partner, M&A / Corporate, Hamburg
Other Parties
SGP SchneiderGeiwitz Rechtsanwaltsgesellschaft mbH
Prof. Christian Langbein, LL.M. (lead), Partner, M&A / Corporate, Ulm
Dr. Johannes Richter, Associate, M&A / Corporate, Munich
