Brandl & Talos has advised VMS Value Management on sponsoring its third private equity fund, which will focus on special situations, like portfolio companies in distress and insolvency, as well as turnaround cases, business succession, complex carve-out transactions, etc.
The target size of the fund is EUR 80 million.
The Brandl & Talos team led by Partner Roman Rericha and Attorney Markus Arzt, and included Lawyers Kerstin Liebl and Lou Martina Weber.
Schoenherr Vienna has advised German VR-Leasing AG, a leasing subsidiary of DZ Bank, and Austria’s Immigon Portfolioabbau ag, the wind down company of the former Osterreichische Volksbanken-Aktiengesellschaft, on the sale of VB-Leasing International to a consortium of partners consisting of APS, Nomura, and Balbec Capital. Graf Patsch Taucher advised the consortium on the acquisition.
APS is a CEE and SEE distressed debt investment advisor and manager. Nomura is the Asia-headquartered financial services group, and Balbec Capital is a global private investment firm.
The transaction consisted of the sale of VB-Leasing International Holding, a holding company headquartered in Vienna, together with its operational subsidiaries in Croatia, Serbia, Bosnia and Herzegovina, and Slovenia.
“This transaction forms the final step in the sale of the VB-Leasing International operations in Central and South-eastern Europe,” said Schoenherr Partner Sascha Hodl, who led the firm’s team on the deal Schoenherr previously advised Immigon and VR-Leasing on the sales of VB-Leasing operations in Poland and Romania to Getin Holding S.A. as reported by CEE Legal Matters on May 14, 2014, in the Czech Republic to GE Money Bank A.S., and in Slovakia to CSOB Leasing, a.s.
The Schoenherr team also included Vienna-based Partner Thomas Kulnigg and Associate Christopher Junger and Belgrade-based Attorney at Law Vojimir Kurtic.
The Graf Patsch Taucher team was led by Partners Wolfgang Graf and included Partner Bernd Taucher and Associates Teresa Bernhart and Andrea Posch.
SCWP Schindhelm has advised UBM Development on the acquisition of a 23,000 square meter property located near the Danube Canal in Vienna from Reitenburg. The seller, represented by B-legal, continues to hold a 10% interest in the project.
UBM Development is a European hotel developer, focusing on hotel, office, and residential areas in Germany, Austria, and Poland.
The property it purchased from Reitenburg is located in Vienna’s second district, and currently consists of an office building and a parking garage. According to SCWP Schindhelm, “UBM Development intends to develop a mixed use real estate complex combining hotel and residential with a projected development volume of approximately EUR 400 million.”
The transaction was structured as a share deal.
The SCWP Schindhelm team included Partners Immanuel Gerstner and Lukas Leitner and Associate Stella Zankl.
B-legal’s team included Attorneys Georg Blumauer, Daniela Smutny, and Veronika Fussenegger-Vanas.
Mario Schiavon, former Partner at Austria’s PHH Prochaska Havranek Rechtsanwalte law firm has joined the Vienna office of Taylor Wessing as Partner.
According to Taylor Wessing, “Schiavon is experienced in all areas of real estate law and has extensive knowledge of the Austrian real estate sector, in which he also has an excellent network.”
Taylor Wessing describes him as focusing “on the management of real estate projects, from the planning phase through the drafting of transaction documents to the structuring of real estate projects, real estate acquisitions and their handling in Austria and abroad. He regularly assists clients in the due diligence and safe handling of real estate and construction projects, condominium ownership, and parifications.”
On his move, Mario Schiavon commented: “After so many years of working as a lawyer with a clear focus on Austria, I wanted to be able to work across borders and [as part of a] globally network. I also wanted to develop within a larger unit. As an international law firm with 1,100 lawyers worldwide, Taylor Wessing was the perfect new place to work for me.”
If anyone needed a wakeup call as to how critical a functioning compliance system and culture is, look no further than the recent reports in the Austrian media about allegations of fraud launched against a surgeon working at one of Vienna’s most renowned public-sector hospitals. Accusations surfaced in July that the surgeon had falsified operating room records: claiming to be in surgery at the respective hospital, while actually performing surgery in another, privately-held hospital.
The allegations were brought to light by a whistleblower and triggered an internal investigation by the hospital operator, for which a special board comprised of external surgeons and other experts was set-up. The surgeon has meanwhile been dismissed by the public-sector employer pursuant to media reports.
Leaving aside the negative publicity this case has triggered, time and effort invested and the costs incurred by the hospital operator have been considerable. Following the allegations in the media, comparable behavior is alleged to be widespread – the case has been described as “the tip of the iceberg”.
Non-compliant behavior in healthcare clearly in the spotlight and clearly a material risk
For too long not taking applicable laws and regulations seriously has been considered a trivial offence. In fact, these “trivial offences” have created an iceberg of loss (the result of corruption and fraud) that the European Healthcare Fraud and Corruption Network values at EUR 56 billion. No wonder enforcement efforts have been sharply increased over the last years, focusing on different layers of unlawful behavior:
Compliance is core management responsibility
Compliance affects every type of healthcare provider and healthcare organisation, from the individual physician to the large international healthcare group. Traditionally in a strongly regulated industry, setting up a robust compliance framework is of utmost importance in the healthcare industry, particularly nowadays with increased enforcement activity and ever-changing regulations.
It is a core management responsibility to ensure that the conduct of the organisation is in line with applicable rules and regulations. Consequently, the top management body bears the ultimate responsibility for a healthcare organisation’s compliance – or lack thereof.
A sound compliance management system (CMS) must meet certain minimum criteria. Over the last few years these minimums have been enshrined in several norms, also to create a standard against which the robustness and effectiveness of a system can be audited. For example, Austrian Standards have published ONR 192050, TÜV Rheinland adopted TR CMS 101:2011, and the International Organisation for Standardisation has published ISO 19600:2014. All norms have the commonality of a functioning CMS consisting of an iterative process of planning, implementing, checking and reacting, involving all relevant hierarchy levels from the top to the bottom of the organisation as well as, where needed, external support.
Most importantly, a functioning compliance framework requires a robust culture. The individuals within an organisation must develop a clear understanding that acting in compliance with applicable rules, regulations, and ethical standards, is not only a core obligation, but is of paramount importance to the reputation, integrity and (market) standing of an organisation – factors which ultimately define its success and continuity.
By Christoph Haid, Partner, Florian Kusznier, Partner Schoenherr
Fellner Wratzfeld & Partner has advised the Vienna Business Agency on the development of framework procurement agreements for start-up services.
According to FWP, “the structuring of the procurement procedures and the drafting of the contracts was just as challenging as the simultaneous management of four negotiated procedures, each with several lots, and a high number of bidders.”
The FWP team was led by Attorney-at-law Rudolf Pekar.
Wolf Theiss has advised Raiffeisen Bank International AG and UniCredit Bank Austria AG as joint lead managers for the placement of CA Immobilien Anlagen Aktiengesellschaf’s EUR 150 million bond. Cerha Hempel Spiegelfeld Hlawati advised CA Immo on the deal.
CA Immo’s bond, with a denomination of EUR 1,000, has a tenor of 7.5 years and a coupon of 1.875 percent per annum.
According to Wolf Theiss, the proceeds from the bond will be used for growth and optimizing existing financing, as well as for other general corporate purposes. Furthermore, most of the issue proceeds are assigned for the financing and refinancing of real estate, including recent and future acquisitions and future projects.
Raiffeisen Bank International and UniCredit Bank Austria have been responsible for the placing of the bond.
The Wolf Theiss team was led by Partner Alexander Haas and was supported by Associates Nikolaus Dinhof and Sebastian Prakljacic.
The CHSH team was led by Partner Volker Glas and included Associates Michael Soukup and Matthias Drescher.
Thomas Ortmaier has become a junior partner at Fellner Wratzfeld & Partner.
Ortmaier has been an associate with FWP since 2013. “I was able to gather valuable experience at FWP over the past five years as an associate,” he said. “Now I look forward to continuing being part of the team as an attorney-at-law.” His fields of specialization include dispute resolution, banking/finance, and competition law.
He graduated from the University of Vienna’s law school in 2013 after completing his studies in political science the year before.
“In order to guarantee the best advice possible for our clients and to further secure our high standard of service, we particularly concentrate on the successful development of our associates,” said FWP Founding Partner Markus Fellner. “We are very proud when long-serving associates wish to work with us as attorneys after having successfully passed their exam and having been admitted to the Austrian bar association.”
BPV Huegel has advised Immofinanz on the acquisition of a 29.14% stake in S IMMO AG for approximately EUR 390 million from companies of the RPR group (approximately 14.6 million shares), represented by Eisenberger & Herzog, and the SIGNA group (approximately 4.9 million shares) reportedly represented by Arnold.
The transaction closed on September 21, 2018, following merger control approval.
S IMMO is a real estate investment company focused on capital cities in Austria, Germany, and CEE. Its portfolio has a value of approximately EUR 2 billion, predominantly consisting of offices, shopping centers, hotels, and residential properties. S IMMO is listed on the Vienna stock exchange.
Immofinanz focuses on the management and development of retail and office properties in Austria, Germany, the Czech Republic, Slovakia, Hungary, Romania, and Poland. Its real estate portfolio has a value of approximately EUR 4.2 billion. Immofinanz is also listed on the stock exchange in Vienna.
The BPV Huegel team led by Partner Christoph Nauer included Partners Thomas Lettau, Gerald Schachner, and Astrid Ablasser-Neuhuber, and Lawyers Daniel Reiter, Roland Juill, Julia Nicolussi, Kornelia Wittmann, and Franz Stenitzer.
Eisenberger & Herzog’s team was led by Partners Peter Winkler and Josef Schmidt.
Arnold’s team included Partners Nikolaus Arnold and Florian Arnold.
Former CMS attorney Ursula Roberts has joined PwC Legal Austria as Partner and Head of Employment.
Roberts has over 25 years of professional experience and specializes in employment and social law. She represents clients in labor and social law cases before courts and administrative authorities, in particular in disputes before the Labor Court, as well as in dismissal proceedings and before public authorities during audits of wage-based taxes.
“The exciting thing about my employment law work at PwC Legal is the interaction of several service lines,” said Roberts. “Together with our experts from other PwC Service Lines, such as Tax, People and Organization (Global Mobility, Payroll, HR Technology, etc.), and Consulting, we can offer one-stop-shop solutions for our clients’ HR affairs together with our employment law expertise. That clearly sets us apart from our competitors.”
According to PwC Legal, Roberts “helps Austrian and international investors establish businesses in Austria, and supports clients with transfers of undertakings, the coordination of cross-border mergers, and due diligence. She also advises on questions of employment law in the context of restructurings, large-scale redundancies, and the development of collective redundancy procedures.”
Roberts received her Ph.D. from the University of Vienna.