Birkenstock $1.1 billion secondary offering and $500 million share repurchase

Davis Polk advised Birkenstock Holding plc in connection with its SEC-registered secondary offering of 28,146,226 ordinary shares by BK LC Lux MidCo S.à r.l., an affiliated fund of L Catterton Management Limited, as selling shareholder, including 2,623,000 shares sold upon the partial exercise by the underwriter of its option to purchase additional shares from the selling shareholder. In connection with the offering, Birkenstock repurchased by way of redemption 12,761,613 ordinary shares from the underwriter at the price per share paid by the underwriter to the selling shareholder. Gross proceeds to the selling shareholder were approximately $1.1 billion. The ordinary shares are listed on the New York Stock Exchange under the symbol “BIRK.”

Headquartered in Linz am Rhein, Germany, Birkenstock is a global footwear company that designs and manufactures sandals, shoes, sleep systems and natural cosmetics. The company operates a vertically integrated manufacturing model, assembling all footbeds and most products in Germany and sourcing the majority of its materials from Europe. Birkenstock serves a broad customer base across various geographies and price points through a network of international sales offices.

The Davis Polk corporate team included partner Leo Borchardt, counsel Christopher Diel and associates Serdar Inci and Mary Valtas. Partner Caitlin L. Wood and counsel Richard Stockton Bullitt provided equity derivatives advice. Counsel Alon Gurfinkel and associate Kelli A. Rivers provided U.S. tax advice. Partner Dominic Foulkes and associate Patrick O’Donovan provided U.K. tax advice. Members of the Davis Polk team are based in the London and New York offices.