Hapag-Lloyd Aktiengesellschaft ("Hapag-Lloyd") today signed an agreement with ZIM Integrated Shipping Services Ltd. (“ZIM”), under which Hapag-Lloyd will acquire 100% of ZIM’s shares by way of a merger of an Israeli subsidiary of Hapag-Lloyd with ZIM, with ZIM continuing to exist as a new, wholly-owned subsidiary of Hapag-Lloyd. The total consideration amounts to approximately USD 4.2 billion.
The completion of the transaction is subject to the approval by the State of Israel as the holder of special rights provided for in ZIM's articles of association and the release of ZIM from the obligations arising from such special rights. Hapag-Lloyd has entered into an agreement with FIMI Opportunity Funds, a leading Israeli investor("FIMI"), under which a company controlled by FIMI will assume the obligations arising from the special rights. For such purpose, Hapag-Lloyd or ZIM will transfer twelve ships and the assets required for the operation of three trade routes to the new company.
The transaction is currently expected to be completed by the end of 2026, subject, inter alia, to the approval by ZIM’s general meeting and the receipt of further regulatory approvals.
Hengeler Mueller advised Hapag-Lloyd on the transaction, together with law firms Cravath, Swaine & Moore LLP, New York, and Herzog Fox & Neeman, Tel Aviv, Israel.
Hengeler Mueller team for Hapag-Lloyd
M&A: Daniel Wiegand, Elisabeth Kreuzer (both partner, both lead), David Negenborn (senior associate), Jakob Sebastian Nicola, Sophie Zeidler (both associate, all Munich),
Corporate/Capital Markets: Jochen Vetter (partner), Konrad Heßler (senior associate), Michael Mertel (associate, all Munich),
Antitrust/FDI: Markus Röhrig (partner, Brussels), Anja Balitzki (counsel), Jan Schülting (senior associate), Jonas Els (all Düsseldorf), Annika Linnerud (both associate, Munich).