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Allen & Overy advises Dutch SPAC Dutch Star Companies Two on acquisition of Berlin-based Cabka Group

Allen & Overy has advised Dutch Special Purpose Acquisition Company (SPAC) Dutch Star Companies Two B.V. on the acquisition of all shares in and the conclusion of a Business Combination Agreement with Cabka Group GmbH.

Cabka Group, headquartered in Berlin, is one of the leading experts in the development of recycled plastic products, with over 40 years of experience. Its products are used, amongst other sectors, in transport and construction.

It maintains production sites in Germany, Belgium, Spain and the USA and is represented by its products in all key markets worldwide. The company has more than 650 employees.

Dutch Star Companies Two B.V. is a Dutch special purpose acquisition vehicle listed on Euronext Amsterdam.

As part of the transaction, it is envisaged that Dutch Star Companies Two B.V. acquires all shares in the group’s parent company Cabka Group GmbH, for which Dutch Star Companies Two B.V. has entered into a Business Combination Agreement with Cabka Group GmbH and its majority shareholder, Ram.On Finance GmbH. The business combination is subject to the approval of the General Meeting of Dutch Star Companies Two B.V. and other customary conditions.

The business combination is expected to become effective and list on Euronext Amsterdam as Cabka N.V. from 1 March 2022.

The transaction marks another milestone in the client relationship between Allen & Overy and Dutch Star Companies. Allen & Overy has previously advised Dutch Star Companies One N.V. from the IPO to the business combination with in February 2020 and has also advised Dutch Star Companies Two B.V. on its IPO in November 2020.

The German Allen & Overy team was co-led by partner Dr Hans Schoneweg and associate Dr Jan-Benedikt Fischer and further comprised associates Daniel Wendler and Jonas Schuck (all Corporate/M&A, Hamburg). Tax advice was given by partner Dr Heike Weber and senior associate Dr Thomas Dieker (both Tax, Frankfurt). The team further included counsels Dr Tim Mueller (Compliance, Frankfurt) and Dr René Galle (Antitrust, Hamburg), senior associates Stefanie Guenther (Public Law, Frankfurt), Catharina Glugla (Data Protection, Dusseldorf), Dr Marcus Otto Grühn (Real Estate) and Dr Ioannis Thanos (Antitrust, both Hamburg) as well as associates Merle Herrmann (Employment & Benefits), Frederik Hillmann (Corporate/M&A), Dr Jonas Labinsky (Antitrust, all Hamburg), Anna Kraeling (IP/IT, Dusseldorf), Dr Jasmin Hense and Laura Jung (both Compliance), Tom Haeseler (Banking, all Frankfurt) and senior transaction coordinator Oliver Ahnseel (Real Estate, Hamburg).

The Dutch Allen & Overy team was led by counsel Sjoerd Bujin and senior associate Vincent Dogan (both Corporate/M&A, Amsterdam). In addition, Allen & Overy teams in Belgium, the UK, Spain and the US were involved.