Ferdinand M. Fromholzer

Ferdinand Fromholzer is a partner in the Munich office of Gibson, Dunn & Crutcher and a member of the firm’s corporate group. Ferdinand's practice focuses on corporate law, in particular advising strategic and private equity investors on public and private M&A transactions. He also advises public companies on a wide range of legal issues, including disclosure requirements under capital market law, annual shareholders' meetings, corporate structure measures and ESG aspects. He is also experienced in counseling on the duties and obligations of directors and officers, including in the context of compliance investigations.

Handelsblatt / The Best Lawyers™ 2024/2025 list him among the best lawyers in Germany for Corporate Law, M&A, Private Equity and Corporate Governance and Compliance. Kanzleimonitor 2023 /2024 lists him among the leading lawyers for Stock Corporation and Corporate Governance law, a ranking which for several years recognized him as the most frequently recommended lawyer in that category (“The gold medal goes to Dr. Ferdinand Fromholzer, as in the previous year”). The JUVE Handbook 2023/2024 recognizes him as “frequently recommended” in the categories Corporate, M&A and Private Equity. Clients described him as “very knowledgeable” (JUVE Handbook 2019/2020) and as an “excellent lawyer with always creative and solution-oriented approaches” who is “very pragmatic and experienced” (JUVE Handbook 2018/2019). Ferdinand is recommended by Who’s Who Legal Germany 2023 for Corporate Governance and M&A. The Legal 500 Deutschland 2024 and The Legal 500 EMEA 2024 recommend him for Corporate, M&A, Private Equity and Internal Investigations. Over the years, clients described him as “characterized by distinctive objectivity, legal expertise and reliability”. He was named an “excellent and very experienced advisor” who has a “broad, valuable wealth of experience” and “in addition to his in-depth knowledge, also has the ability to argue constructively, objectively and in a result-oriented manner in difficult negotiation situations, thereby making a significant contribution to the success of the respective transaction.” And “Ferdinand Fromholzer is characterized by excellent detailed knowledge of the projects, very good accessibility and overview. Dr. Fromholzer can always provide information on the status of individual disciplines (e.g. tax, IP, etc.). His negotiation is tailored to the respective counterpart.”

His experience includes advising*:

• Perusa, an international Private Equity Firm, on the sale of MÜPRO Group GmbH to IK Partners
• CCL Industries Inc. on the multi-national acquisition of Treofan America Inc. and Trespaphan Mexico Holdings GmbH from M&C S.p.A.
• Wacker Chemie AG on M&A transactions, the annual shareholders' meeting and stock corporation law matters
• BayWa AG on M&A transactions and stock corporation law matters
• Burda on M&A transactions and stock corporation law matters
• Infineon Technologies on various M&A transactions
• CENTROTEC SE on the acquisition of all shares of PARI Group, including capital markets transparency and related party transaction rules, and on all corporate and capital markets aspects in connection with its delisting
• Daimler AG on various M&A transactions, e.g, the participation in Automotive Cells Company (ACC), together with Stellantis and TotalEnergies, the public takeover of Tognum together with Rolls Royce, and corporate law matters (in particular the annual shareholders' meeting)
• Allianz SE on corporate law matters
• Baird Capital, an international private equity firm, on various acquisitions and disposals, e.g. together with VR Equitypartner on the sale of Zarges Group to Triton
• ZT Management Holding GmbH on the sale of Tubesca Comabi to Frénéhard & Michaux
• Corporate law and corporate governance advice including annual shareholders' meetings (Hauptversammlungen) to Daimler AG, Infineon Technologies AG, Airbus, Wacker Chemie AG, Siltronic AG, BSH Bosch Siemens Hausgeräte GmbH, Kabel Deutschland and Centrotec Sustainable AG

Ferdinand regularly publishes on corporate law matters. Among others, he is co-author of the online legal commentary on the German Transformation Act (Beck OGK UmwG), published by Habersack/Wicke in its 2nd edition 2021, of the chapter on Public Takeovers in the Private Equity Handbook, published by Eilers/Koffka/ Mackensen/Paul in its 4th edition 2022, and of various client alerts and articles.

Prior to joining Gibson Dunn, Ferdinand was a corporate partner in the Munich office of Freshfields Bruckhaus Deringer for more than a decade.

Ferdinand studied law at the University of Regensburg, where he also earned his doctor’s degree in 1997. He also holds a Master of Laws (LL.M.) from the University of California – Berkeley. He has been admitted as a German lawyer (Rechtsanwalt) since 1998. Ferdinand is fluent in German and English.

*Includes experiences prior to joining Gibson Dunn

Capabilities

• Mergers and Acquisitions
• Environmental, Social, and Governance (ESG)
• Private Equity
• Securities Regulation and Corporate Governance
• White Collar Defense and Investigations

Credentials

Education:

• University of Regensburg - 1997 Dr. jur.
• University of California - Berkeley - 1994 Master of Laws (LL.M.)
• University of Regensburg - 1993 Law Degree

Admissions:

• Germany - Rechtsanwalt