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White & Case Advises MAHLE on €200 Million Senior Notes Tap and Tender Offer

Izabel Modano 2 min read

White & Case LLP has advised German automotive supplier MAHLE GmbH on a €200 million tap issuance of senior notes due 2032, alongside a concurrent tender offer targeting the company’s outstanding 2.375% notes due 2028.

The additional notes sit alongside MAHLE’s existing €300 million 7.125% senior notes due 2032 and will form a single series with that earlier issuance, which dated from 2025. They were placed privately with institutional investors rather than through a public offering.

The notes carry guarantees from MAHLE subsidiaries across Germany, Austria, Canada, Japan, Mexico, Poland, Slovenia and the United States, reflecting the breadth of the group’s manufacturing and supply footprint. Proceeds, combined with existing cash on balance sheet, will fund the tender offer for the 2028 notes and support general corporate purposes.

The White & Case team handling the matter was based in Frankfurt and led by partner Rebecca Emory, with partners Gernot Wagner, Karsten Wöckener and Thilo Diehl, local partners Peter Becker and Timo Lockemann, and associates Jan-Christopher Wilhelms and Hüseyin Sarigül also acting on the deal.

For in-house counsel at industrial and automotive groups, the transaction offers a useful template for liability management exercises that pair new issuance with a tender for existing debt. Structuring a tap alongside a tender allows treasury and legal teams to consolidate debt into a single series while addressing nearer-term maturities without the cost and complexity of a standalone refinancing process.

The multi-jurisdictional guarantor structure spanning eight countries highlights the coordination demands such mandates place on debt finance practices. Cross-border financings of this kind require close cooperation between German-qualified lawyers and counsel across the guarantor jurisdictions to ensure enforceability and consistency of security and guarantee packages.

Private placements of this kind continue to feature in the financing strategies of European industrial issuers, with MAHLE’s structure illustrating how companies can address upcoming maturities ahead of time rather than waiting for a note to approach its redemption date.

Firms advising automotive and manufacturing clients are likely to see continued demand for similar liability management work, particularly where companies are seeking to consolidate existing series or replace shorter-dated notes with longer maturities.

The deal reinforces the value to law firm management of maintaining finance benches capable of servicing multinational guarantor structures across several jurisdictions on tight execution timelines.

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