Thomas Gierath

Thomas Gierath

Partner
Baker McKenzie Rechtsanwaltsgesellschaft mbH von Rechtsanwälten und Steuerberatern

Biography

Thomas Gierath joined the Munich office of Baker McKenzie in January 2020. Thomas has extensive and long-standing experience in German and international tax law. Before joining the firm, Thomas was head of tax at other US law firms in Munich.

Practice Focus

Thomas' practice focus is tax advice on domestic and international transactions of all kinds (mainly M&A, private equity, real estate and financing), tax structuring of transactions, domestic and cross-border tax planning for corporates, sponsors and/or investors and general tax planning.

Thomas advises German and international private equity investors on buy-out transactions and minority investments and real estate investors buying or selling real estate portfolios. Part of his advice is the setting up of management incentives structures (such as sweet equity and any type of option plans). He also advises German and global corporates on M&A transactions both on the sell or buy side and on the structuring of domestic and cross-border reorganizations (e.g. mergers, spin offs, carve outs, business or share contributions) and start-up companies and venture capital investors on VC financing rounds at all stages and in relation to exits and restructurings (including US flips). Finally, he is also experienced in the structuring of private equity and real estate funds and on investments into such funds by institutional and private investors.

Thomas' clients include private equity, venture capital, strategic and real estate investors as well as German and global corporate groups.

Thomas is considered as "trusted advisor" by several international corporate clients and real estate funds and has been awarded Best Lawyer in Germany for the 2022 edition of Best Lawyers.

Representative Legal Matters

  • Advised Cognizant Technology Solutions, one of the world's leading professional companies, on its acquisition of ESG Mobility, a subsidiary of ESG Elektroniksystem - and Logistik - GmbH, a portfolio company held by Armira Private Equity.
  • Advised French supplier of industrial gases group Air Liquide S.A. on the sale of Schülke & Mayr GmbH to financial advisor EQT.
  • Advised Tyrus Capital  on the structuring and tax advice relating to the mezzanine financing and recapitalization of the development of residential assets in Berlin through a cross border structure.
  • Advised Dätwyler on the sale of the Distrelec and Nedis Group to Aurelius.
  • Advised Swiss packaging group benpac holding AG on the acquisition of Gallus Group from Heidelberger. Druckmaschinen AG.
  • Advised Embracer on the acquisition of Deca Live Operations GmbH.

Before joining the Firm, Thomas:

  • Advised Deutsche Bank on the structuring and tax implications in connection with strategic disposal of a portfolio of USD 1 billion of shipping loans spread across a diversified pool of maritime sectors and sponsors to Varde and Oak Hill.
  • Advised a leading European real estate asset manager on the structuring and tax implications of the acquisition of several commercial real estate properties in Germany (office buildings, shopping center, logistic properties - total value approx. EUR 1 billion.).
  • Advised ENGIE Axima on the structuring and tax implications of the acquisition of Noske-Kaeser-Group from insolvency receiver.
  • Advised Manufacture Francaise de Pneumatic SCA (Michelin) on the structuring and tax implications of the acquisition of PTG Reifendruckregelsysteme.

Professional Honors

  • Best Lawyer in Germany, Best Lawyers, 2022

Professional Associations and Memberships

  • German Bar - Member
  • German Tax Bar - Member
  • International Fiscal Association - Member

Admissions

  • Germany (2001)

Education

  • University of Erlangen-Nurnberg (Second State Exam) (2000)
  • University of Erlangen-Nurnberg (First State Exam) (1998)

Languages

  • English
  • German

Author, "Update on envisaged new rules regarding real estate transfer tax on share deals in Germany," Lexology, August 2, 2019

Author, "New requirement to amend certain profit and loss transfer agreements to protect German tax group status," Lexology, June 27, 2019

Author, "Envisaged new rules regarding real estate transfer tax on share deals in Germany," Lexology, May 14, 2019

Author, "Update on German tax treatment of cancelation of debt income," Lexology, April 25, 2017

Author, "Potential tax consequences of Brexit from a German perspective," Lexology, May 17, 2016

Author, "New German VAT Rules in eCommerce as of January 2015," Lexology, November 28, 2014