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SdK Offers Litigation Finance to Enforce Claims for Additional Payment for Former Shareholders of STADA Arzneimittel AG

By Harry Moran |
July 9, 2024

SdK Offers Litigation Finance to Enforce Claims for Additional Payment for Former Shareholders of STADA Arzneimittel AG

Former shareholders of STADA Arzneimittel AG who tendered their Stada shares as part of the takeover offer by Nidda Healthcare Holding AG in August or September 2017 are entitled to an additional payment of €8.15 per share. This was decided by the Federal Court of Justice in May 2023. Since Nidda Healthcare Holding AG refuses to make a voluntary additional payment to all former STADA shareholders, SdK Schutzgemeinschaft der Kapitalanleger e.V. is offering litigation financing for a legal claim without any cost risk to the affected former STADA shareholders.

On July 19, 2017, Nidda Healthcare Holding AG, a joint venture of the international financial investors Bain Capital and Cinven Partners, submitted a voluntary public takeover offer to the shareholders of STADA Arzneimittel AG to acquire their shares at a price of € 66.25 per share. Within the acceptance period (until the end of August 16, 2017), the bidder’s offer was accepted by 63.76 % of STADA shareholders and within a further acceptance period (until September 1, 2017) by a further 0.11 % of STADA shareholders. The bidder thus achieved a tender volume, including shares held by STADA, of approx. 63.87 % of STADA’s share capital and voting rights. 

On August 30, 2017, a shareholder holding 8,265,142 shares (13.26 % of the shares and voting rights) agreed to a domination and profit and loss transfer agreement between Nidda Healthcare and STADA if the amount of the compensation under the domination and profit and loss transfer agreement is at least EUR 74.40 per STADA share. Several former shareholders of STADA, who had accepted the lower takeover offer, filed a lawsuit against the bidder demanding the difference between the offer price and the compensation under the domination and profit and loss transfer agreement of EUR 74.40. 

In two identical judgments dated 23 May 2023 (case no. II ZR 219/21 and II ZR 220/21), the German Federal Court of Justice (BGH) ruled in favor of two plaintiffs pursuant to sections 31 (5) and (6) WpÜG, referring to the principles of the so-called Celesio case law. In principle, all former shareholders of Stada AG who had initially exchanged their regular shares for the securities tendered for sale with ISIN DE000A2GS5A4 or for securities subsequently tendered for sale with ISIN DE000A2GS5B2 and had subsequently tendered these in the takeover offer are entitled for the payment of the difference. 

Following a request of the Federal Financial Supervisory Authority („BaFin“), the Bidder published a corresponding notice in the Federal Gazette, but pointed out that, in its view, any payment claims by former shareholders could be based on the defense of the statute of limitations. In the opinion of the Bidder, the statute of limitations generally began at the latest at the end of 2017. However, this is incorrect. The claims of the former shareholders of STADA are not yet time-barred: This is because after the courts of the 1st and 2nd instance had still rejected the claim for subsequent payment, only the BGH confirmed this claim for additional payment. The claim for additional payment is therefore not yet time-barred.

The SdK is offering affected former STADA shareholders legal cost financing to enforce their claims for additional payment. The claims can thus be enforced without any cost risk. The SdK, as the financier of the legal costs, assumes all costs of the legal proceedings in return for a profit participation of 30% of the proceeds in the event of success. For more information please contact us at info@sdk.org.The SdK will be happy to answer any questions from its affected members by e-mail at info@sdk.org or by telephone on +49 89 / 2020846-0.

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Harry Moran

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Harris Pogust Joins Bryant Park Capital as Senior Advisor

By John Freund |

Bryant Park Capital (“BPC”) a leading middle market investment bank and market leader in the litigation finance sector, is pleased to announce that Harris Pogust has joined the firm as a Senior Advisor.  Harris (Mr. Pogust) is one of the best known and prominent attorneys in the mass tort and class action fields, he was the founding partner and Chairman of Pogust Goodhead worldwide until early 2024 and is currently working with Trial Lawyers for a Better Tomorrow, a charity Harris founded, to help children reach their educational potential all over the world.  Harris’ life work has been to deliver justice for those who have been damaged or injured through the negligence or bad faith of others.

“We are thrilled to have Harris as part of our team.  His knowledge, experience and relationships in the litigation finance sector are of great value to Bryant Park and our clients.  As the litigation finance world becomes more competitive, complex and challenging, having an expert like Harris on our team is invaluable,” said Joel Magerman, Managing Partner of Bryant Park.

Harris’ efforts, in conjunction with Bryant Park will focus on assisting law firms and funders in developing strategies to more efficiently fund their operations and cases and assist them in establishing the right relationships for future growth.  Harris commented, “I have been fortunate to have been a practicing attorney and partner in law firms for over 35 years focused on building and growing a worldwide book of business in the class action/mass tort field.  That required significant capital and throughout my career I have raised over $1 billion for my firms.  I have learned what works and what doesn’t.  I have seen both the risks and rewards in this industry.  I look forward to being able to work with law firms and funders to assist them in putting the right strategies in place with Bryant Park and bringing capital and liquidity to help them grow and flourish.”

About Bryant Park Capital

Bryant Park Capital is an investment bank providing capital raising, M&A and corporate finance advisory services to emerging growth and middle market public and private companies. BPC has deep expertise and a diversified, well-founded breadth of experience in a number of sectors, including specialty finance & financial services. BPC has raised various forms of credit, growth equity, and assisted in mergers and acquisitions for its clients. Our professionals have completed more than 400 assignments representing an aggregate transaction value of over $30 billion.

For more information about Bryant Park Capital, please visit www.bryantparkcapital.com.

Announcements Commercial

Therium Capital Advisors Launched to Provide Litigation Finance Advisory Services

By John Freund |

Therium Capital Advisors (TCA) announced today the launch of its independent advisory services business dedicated to helping claimants, law firms and corporates to source, structure and secure litigation finance. TCA offers end-to-end support including funding strategy, investor engagement, financial modelling, deal structuring, ongoing case management and secondary market advisory. Based in London, the firm is advising on deals in the UK, continental Europe and Australia.

Therium Capital Advisors is led by litigation funding pioneer Neil Purslow and co-founded by investment banker Harry Stockdale. Neil has over 16 years of experience in litigation finance, raising capital and investing worldwide across all forms of litigation finance from single cases funding through to portfolio, corporate and law firm funding arrangements. Harry was previously head of UK M&A at investment bank Haitong with twenty years of experience in investment banking, advising law firms and litigation funders on complex financial transactions.  

TCA is the first advisory firm to provide clients with advisory services that are backed by a deep understanding of litigation finance investing coupled with the financial and transactional expertise of investment banking. Therium Capital Advisors bridges the gap between claimants, law firms and corporates on the one side and existing and new sources of institutional capital on the other.  Through the combined expertise of its founders, TCA opens up the investor universe that is available to clients and drives quality in the investment propositions, efficiency in the funding process and competition in the funding market.

TCA exclusively advises claimants, law firms and corporates, ensuring that it remains conflict-free.  The firm advises across the full range of legal assets including single case and portfolio funding, law firm financing, financing options for corporates and existing portfolios of legal assets.   

Neil Purslow, co-founder and Managing Partner of Therium Capital Advisors said: “We are at a pivotal moment in the development of the legal finance industry, given the relative paucity of traditional funding capital available.  However, we are seeing a shift towards new categories of investors in legal assets who want exposure to this uncorrelated asset class. By leveraging our unrivalled experience across both litigation funding and investment banking, we are assisting our clients to navigate this landscape with confidence, speed and understanding, and we provide them with access to a broader set of funding options and to meet their funding needs efficiently and cost effectively.”

Harry Stockdale, co-founder and Partner of Therium Capital Advisors said: “We are bringing an investment banking mind set to the litigation funding world which has developed largely without the benefit of specialist advisors. This professionalisation of the funding process will make the sector more efficient and accessible to a wider audience of investors in addition to the traditional litigation funders. We are already seeing the benefit of this, for both clients and investors alike, and is part of the maturing of litigation finance as an asset class.”

Therium Capital Advisors provides the following services to claimants, law firms and corporates:

  • Deal Preparation: Preparing funding propositions to be investment-ready.
  • Capital Sourcing: Identifying and engaging with suitable funders and capital providers from across the spectrum of legal assets investors.
  • Financial Modelling and Analysis: Providing robust financial modelling and scenario analysis to evaluate deal structures and model returns.
  • Investor Materials and Outreach: Advising on the preparation of investor-facing materials and documentation, inserting rigour and discipline to ensure efficiency in the funding process.
  • Co-Funding: Advising on the identification and engagement of potential co-investors to optimise risk-sharing and capital raising.
  • Negotiating Funding Terms: Leading negotiations with investors to secure terms which balance commercial viability with the interests of the funded party.
  • Deal Structuring and Documentation: Advising on deal structures and overseeing the drafting and execution of all relevant documentation.
  • Post-Funding Case Management: Providing ongoing monitoring, reporting, and servicing support post-funding on behalf of the claimant, to manage risks and support positive case outcomes.
  • Secondary Market Advisory: Advising on secondary transactions of existing legal assets including sub-funding arrangements and exits.

More information can be found at: www.therium.com/theriumcapitaladvisors

Announcements Commercial

Gryphon Law Launches as Contingency-Fee Firm for International Disputes

By John Freund |

A new player is entering the international disputes arena—this time with a distinct twist on legal funding. Gryphon Law has officially launched as the first law firm globally to specialize in contingency-fee representation for cross-border disputes.

Gryphon Law aims to offer an alternative to third-party litigation funding by shouldering the cost of legal claims in return for a share of the outcome. Based in New York and with plans to expand into London and Miami, the firm targets clients who might otherwise turn to traditional funders, offering instead to partner with them directly through performance-based fee structures.

The firm was founded by John Templeman, a seasoned international disputes attorney qualified in New York, England & Wales, and Australia, who previously held roles at leading global law firms. Templeman has assembled a multilingual team capable of handling the full lifecycle of international litigation and arbitration in English, Spanish, and French—from initiation to enforcement. Co-founding the venture is Daura Dutour, an 18-year disputes veteran with experience in the U.S., France, and Haiti, supported by three additional associates.

Templeman stated: "I believe there's a real opportunity in the market to provide clients with an appealing alternative to third party funding, particularly in the sub-US$30 million value range below where many of the funders operate. I've been fortunate to assemble a world-class team of disputes lawyers who share this vision – we're looking forward to contributing to this rapidly evolving field.”

Gryphon Law’s business model suggests a more vertically integrated approach to litigation finance—embedding the funder role within the law firm itself. For clients, this could mean greater alignment of interests, fewer intermediaries, and possibly reduced costs when compared to traditional third-party funding arrangements.