Explain squeeze-out under German law.

An advanced M&A Advisory question — expect it in final rounds and case-heavy interviews (IB, PE, Big-4 Transaction Services).

THE SHORT ANSWER

Two routes: (1) sec 39a WpUeG — post-takeover at 95%, fast (3 months). (2) sec 327a AktG — general at 95%, requires shareholder meeting + IDW S1 valuation. Minorities can challenge price in Spruchverfahren (3-7 years, typically 5-15% above offer).

WHAT INTERVIEWERS LISTEN FOR

✓95% threshold required
✓Section 39a WpUeG post-takeover
✓Section 327a AktG general squeeze-out
✓IDW S1 valuation needed
✓Spruchverfahren price challenge

COMMON MISTAKES

✗Confusing the two routes
✗Ignoring valuation requirement
✗Omitting Spruchverfahren process

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