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Corporate. Transactions. Strategic Advisory

SPARRING PARTNER ENTREUPRENEUR LAWYER

We combine legal excellence with an entrepreneurial mindset to make visions legally and strategically achievable.

The problem isn't the law. It's how lawyers think.

Deals rarely fail on legal provisions. They stall because of lack of creativity, blurred priorities, and missmanaged stakeholder friction. Templates drain negotiation leverage. The result: slower processes, preventable value destruction, and documents that do not carry their weight in negotiations or disputes. We shift the frame: economics, creativity and humans first, then law — for better execution and outcomes that hold.

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Outcomes, not paper. Partner-led. Entrepreneurial.

No overhead — just accountable execution.

Economics before formality.

Understanding the deal, stakeholder motivation and implications creates sound legal advice.

Partner-led clarity

Quick turnarounds, no overcrowded team, no training on your mandate.

Drafted for leverage

Contracts designed to carry weight in negotiation and, if needed, in disputes.

Speed with control.

Focused DD, management preparation, lean loops, and post-closing continuity.

Cross-stage, cross-border.

From seed rounds to domestic and cross-border M&A transactions and IPOs.

Not Your Traditional Law Firm

Pragmatic, entrepreneurial legal support with heart and soul. Focused on clear solutions that move your business forward

Not Your Traditional Law Firm

Pragmatic, entrepreneurial legal support with heart and soul. Focused on clear solutions that move your business forward

The Golden Rules / Our Tao

The golden rules of strategic legal counsel

Good legal advice requires commercial judgment. Meet the principles that guide our approach.

Focus on real economic risks. Not academic exercises.

Deep understanding of business models meets creative legal execution.

Pragmatic, with nuance. Simple where possible, precise where needed.

Bespoke contracts. Fit-for-purpose instead of recycled templates.

Premium standards. Applied pragmatically.

Agile and responsive. Designed for fast-moving transactions.

Full attention and dedication, regardless of transaction size.

WHAT WE DO

M&A for the German Market. cross-boarder & domestic

We are a transaction law firm at heart which benefits from also being trusted advisor to investors, Mittelstand and Start-ups. For transactions, we advise on M&A, joint ventures, minority shareholdings, carve-outs, spin-offs and venture capital. Our strength lies in understanding business models and delivering proactive, creative legal advice.

Bridging valuation gaps

Call/Put Options, Pragmatic Earn-outs, Vendor Loans and creative risk allocation

Bridging valuation gaps

Call/Put Options, Pragmatic Earn-outs, Vendor Loans and creative risk allocation

Quick Turnaround Times

Along the deal lifecycle. From term sheet to definitive agreements

Focused DD & executive outputs

locked-box/MAC calibrated to business reality.

Representative matters

indurad GmbH (sell-side)

indurad founders and RCF Jolimont in its sale to Swedish publicly-listed Hexagon AB

enercity AG * (joint venture)

in its joint venture and sale of Lynqtech GmbH via call option to Hanwha Q-Cells

Porsche Automobil Holding SE * (buy-side)

€10.1bn acquistion of 25% in Porsche AG from Volkswagen concurrent with the Porsche IPO

Our commandments of transaction advisory

Focus on economic risks, not legal pseudo-risks

Bridge valuation gaps with legal design (Risk Allocation, Optionality, Financing Structures)

Creative structuring to defuse hardened positions — prevent escalation early

Communicate at the right time with the right people — avoid trench warfare

Collaboration over confrontation to create shared deal security

Sensitivity for structures that pass — and those that backfire

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For Companies

Contract design that protects value and creates negotiation leverage.

We know what buyers look for — and how "legally weak" contracts read: ambigous wording, unclear termination rights, poor IP allocations, liability loopholes. That costs money, leverage, and time. We fix it.

How we help in practice

Customer Agreements Legal head start for product and market success

Employment Agreements Employer-focused, risk-tight, scalable

Supplier Agreements Maximize value, minimize risk, avoid pressure

License/IP Agreements Protecting your crown jewels or licensing new ones

Project Agreements the right legal language saves trouble when the project booms

Cooperation Agreements Clean legal back-end for product & market launches

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Case study

Mi-Jack Europe GmbH (formerly Yardeye) Trusted advisor for operational contracts, US/Europe group structures, HR topics and all things IP

Why our individual contracts are BEYOND MARKET STANDARD

We take time to understand your business model and think through risks.

We design contracts to put you in the best possible position

We draft contracts with intent and without unnecessary provocation of your business partner

We provide modular contract structures you can adapt to the counterparty and situation.

We structure contracts to preserve optionality as your business evolves.

”Well, I don’t want a lawyer to tell me what I cannot do. I hire him to tell me how to do what I want to do.”

-J.P.Morgan

One-stop counsel for venture Capital. fast, thorough, and hands-on.

We give you an edge with our blend of M&A and IPO experience, and years of mentoring start-ups. Strategic, forward-thinking legal advice: from acquisition to exit, and on portfolio level

Bespoke Deals

Providing individual deal designs that bridge the gap between start-up and investor.

Portfolio ops

Experienced in commercial contracts to support your start-ups beyond financing rounds.

Smart Transactions

Providing deal security by not only looking at legal statutes but also attending to human nature.

Lifecycle support

Advising on M&A and having advised on IPOs and de-SPACs, we provide support beyond Series C.

Angels welcome

Smaller clients deserve premium advice and support as well

How we help in practice

blue pool capital

as Lead Investor in the €80m Series F of GYG

Marina Capital

on its bespoke founding investment in Rokksta - German mining Tech.

Jetpack Studio

GmbH in connection with multiple investments, such as, Merlin Digital Solutions, Rooms Technologies, Glorya, NOBS Nutrition.

Jetpack Studio

in connection with multiple investments, such as, Merlin Digital Solutions, Rooms Technologies, Glorya, NOBS Nutrition.

Marina Capital

on its bespoke founding investment in Rokksta - German mining Tech.

blue pool capital

as Lead Investor in the €80m Series F of GYG

blue pool capital

as Lead Investor in the €80m Series F of GYG

Marina Capital

on its bespoke founding investment in Rokksta - German mining Tech.

Jetpack Studio

GmbH in connection with multiple investments, such as, Merlin Digital Solutions, Rooms Technologies, Glorya, NOBS Nutrition.

Jetpack Studio

GmbH in connection with multiple investments, such as, Merlin Digital Solutions, Rooms Technologies, Glorya, NOBS Nutrition.

Marina Capital

on its bespoke founding investment in Rokksta - German mining Tech.

blue pool capital

as Lead Investor in the €80m Series F of GYG

FOR START UPs

Investable, protected, in control from day one.

Don't end like founders who exit and still have little to show. LiqPrefs and control rights matter from the first capital raise. We keep you fundable — and in control.

Our commandments of start-up advisory

Clean founder setup & vesting; align expectations early.

Investor Terms that Are Fair for You (liq-pref, control, anti-dilution, pro-rata, tag/drag).

Legal Sparring. Guiding Where Simple Is Sufficient and Fully Bespoke Matters

Commercial Agreements Structured to Support Scale, IP Protection and Operational Clarity

Corporate & Dispute Experience: We Build Structures That Hold Up Under Stress.

Cost Savings Through Modular Contracts That Scale With Your Business.

Case snapshots

Based on workshopping through their business‘ needs, we created a modular customer agreement (defensive <—> aggressive) and made suggestions as to potential monetizations of their product and fee structures.

Advising on founding the GmbH (Articles, Vesting), the first cheque investment and the operational (legal) architecture of the business - bespoke, with 24/7 coverage.

Company Retainer Program

Fast, Practical Legal Support. Building a company is hard enough.

With the Company Retainer Program, (international) founders receive direct, fast, and uncomplicated legal support—whenever they need it.

Your private legal line

How it works

Depending on your business needs, we offer tailored service packages designed to provide full cost control and seamless access to premium legal advice. Direct partner access, fast communication and deep commercial understanding ensure legal advice that integrates naturally into your business.

fixed monthly price no surprises strategic upside no delays

DESIGNED FOR

Companies seeking the best possible legal setup without excessive cost

Managers who want fast legal sparring with actionable guidance

Advantages through deep understanding of your business

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Big-Law experience.

Boutique attention.

Solo-GP accountability.

Big-Law experience.

Boutique attention.

Solo-GP accountability.

Nico Evangelisti Founder & Rechtsanwalt

Nico Evangelisti advises companies and investors on M&A and venture capital transactions, both buy- and sell-side. He also serves as a trusted advisor and external general counsel to startups, business angels and Mittelstand companies.

His background includes work at premier law firms Sullivan & Cromwell and Freshfields, as well as Deutsche Bank. He founded EVANGELISTI to deliver top-tier legal advice through a lean, cost-efficient, partner-led model.

EVANGELISTI Founding Partner

Sullivan & Cromwell M&A, Capital Markets

Wach und Meckes Corporate Litigation

Freshfields Corporate

SELECT REPRESENTATIONS

Large-Cap & Mittelstand Transactions

We advise on complex transactions, including M&A, carve-outs, public transactions and strategic acquisitions.

RCF Jolimont and the founders of indurad GmbH on the sale of indurad Group to Swedish publicly-listed Hexagon AB.

EnvisionTec GmbH in connection with the auction process sale by Desktop Metal, Inc.

468 SPAC II SE* on its de-SPAC transaction and business combination with ASX-listed Marley Spoon SE.

European Healthcare Acquisition & Growth Company B.V.* on its business combination with Croma-Pharma GmbH.

enercity AG* on the joint venture and subsequent sale of Lynqtech GmbH to Hanwha Q Cells.

Silver Lake* on German add-on acquisitions and portfolio company matters.

Oseon GmbH & Co. KG and YPS Agentur für Kommunikation on their merger under the German Transformation Act.

Investor Consortium on its structuring and the management buy-in and carve-out purchase of xtonomy GmbH from Hexagon AB.

Family Office on the secondary exit of Löwenzahn Organics GmbH concurrent with the investment by Oyster Bay.

Zalando, HelloFresh and PharmaSGP in IPO situations and M&A transactions including Diebold/Wincor Nixdorf, Linde/Praxair, Bayer/Monsanto, TLG/Aroundtown and Godewind/Covivio.*

*representations as part of Sullivan & Cromwell LLP

Investor & Growth Transactions

We guide investors, venture studios and start-ups on financings, founder matters and strategic investments.

Blue Pool Capital* in the €80 million Series F financing round of GetYourGuide AG combined with a credit facility.

Marina Capital GmbH on its global investments and divestments, including investments into Australian SipForm Pty Ltd.

Founder Mode GmbH on venture studio formation, operational matters, and portfolio company investments.

ca2 GmbH on investments and divestments, including the sale of Solara, Inc., and various portfolio-level matters (from financings to reorganizations).

Wholix GmbH from inception to first-cheque financing through a bespoke CLA structure.

Numerous start-ups on financings and founder matters, including Rooms Technology GmbH (secondary transaction, convertible loan round), Merlin Digital Solutions GmbH (convertible loan), NOBS Nutrition GmbH (founding investment, convertible loan round), Glorya GmbH (late co-founder structuring) and Synaptix GmbH (founder economics).

Rokksta GmbH on its company succession (Unternehmensnachfolge) through asset deal and its concurrent seed financing round.

fairfood Freiburg GmbH in connection with the majority sale to Dennree Group.

*representations as part of Sullivan & Cromwell LLP

Legal Operations & Strategic Advisory

We support companies on operational, commercial and structural legal matters across the company lifecycle.

Mi-Jack Europe GmbH & Mi-Jack Products, Inc. as external legal department for cross-border group matters relating to German law (e.g., data protection, employment, commercial agreements).

indurad GmbH as external legal department on IP, partnership and project agreement matters.

Rokksta GmbH on IP, distribution, financing and operational legal matters.

Merlin Digital Solutions GmbH on commercial structures, employment matters and operational legal support.

Rooms Technology GmbH (Deepslate) on VSOP, employment and operational structuring matters.

Werkbank+ on bespoke participation (Genussrechte) as well as consulting and sales structures.

xemX materials space exploration GmbH on modular and scalable customer agreement structures.

Wholix GmbH on founder structuring and bespoke articles of association.

Synaptix GmbH (HelloTara) on VSOP structuring and founder participation matters.