Category: Austria

Herbst Kinsky has advised longstanding client Hookipa Biotech AG in connection with an oversubscribed series C financing round in the amount of EUR 50 million. 

Hookipa Biotech AG is a clinical stage biotech company aiming to develop best-in-class active immunization therapies for infectious diseases and oncology. The proceeds of the fundraising will be primarily used to progress two proof-of concept clinical trials of Hookipa’s lead development programs.

According to Herbst Kinsky, the lead investor, “was a blue chip U.S. public investment fund together with the new investors HBM Partners, Hillhouse Capital, Sirona Capital,and the strategic investor Gilead. All current Hookipa investors, Sofinnova Partners, Forbion Capital Partners, Boehringer Ingelheim Venture Fund, Takeda Ventures, and BioMedPartners participated in the round.”

Herbst Kinsky Partner Philipp Kinsky led transaction, supported by Attorney David Pachernegg and Associate Felix Kernbichler.

Graf & Pitkowitz has advised the Fleissner Group on the sale of the Fachmarktzentrum Deutschlandsberg retail park, which arose in 2000 from a joint venture between the Fleissner Group and the Kuess Group. The Kuess Group was advised by the Friedrich Schubert law firm, and the buyer, TH Real Estate, which acquired the park for the Austria Property Fund, reportedly was counseled by Baker McKenzie.

The shopping area is located about 40 kilometers southwest of Graz, and has a usable area of around 10,900 square meters with about 400 parking spaces. It is almost completely rented to, among others, Fussl, Deichmann, and the drugstore chain DM.

The property was transferred as part of an asset deal for a purchase price of just over EUR 25 million.

The buyer was TH Real Estate, an investment company specialized in real estate, which acquired the retail park for Austria Property Fund.

The Graf & Pitkowitz team was led by Partner Martin Foerster.

The Friedrich Schubert law firm team was led by Managing Partner Friedrich Schubert.

SCWP Schindhelm has advised Upper Austrian housing company WAG Wohnungsanlagengesellschaft on its acquisition of Vienna’s KALLCO Group project and property developer. The Lattenmayer, Luks & Enzinger firm reportedly advised the seller on the deal.

KALLCO has recently developed the Oberes Housfeld project in Vienna, which will include 3,500 to 4,000 apartments. 

All 18 KALLCO employees will join WAG, though founder and former Managing Director Winfried Kallinger will be retiring, though he will remain available to KALLCO as a consultant.

The SCWP team was led by Partner Christoph Luegmair were and lawyers Maria Praher and Lawyer Emeritus Dieter Duursma.

Editor’s Note: After this article was published, Lattenmayer, Luks & Enzinger Partner Walter Lattenmayer informed CEE Legal Matters that he led his firm’s team advising KALLCO on the deal.

Schoenherr is advising BUWOG AG on Vonovia SE’s voluntary public takeover bid of the company. Vonovia is being advised by Freshfields Bruckhaus Deringer, with Clifford Chance Germany and Austria’s Weber & Co. advising JP Morgan on debt financing provided to Vonovia to support the transaction.

According to Schoenherr, “BUWOG is the leading German-Austrian full-service provider in the residential real estate sector. The real estate portfolio [consists of] more than 49,200 portfolio units and is located in Germany and Austria. BUWOG’s shares have been listed on the stock exchanges in Frankfurt am Main, Vienna, and Warsaw since the end of April 2014.”

On December 18, 2017, the parties signed an agreement to combine the two companies. The takeover offer, which is expected to be published at the beginning of February 2018, places the enterprise value of BUWOG at around EUR 5.2 billion, taking into account potential newly issued shares from a conversion of the convertible bonds issued by BUWOG. The Management Board and the Supervisory Board of BUWOG support the offer.

According to Schoenherr, “the aim is to combine BUWOG’s residential portfolio (around 49,000 apartments) with Vonovia’s residential portfolio (around 350,000 apartments).” 

Vonovia has announced that it intends to make a voluntary public takeover offer for all outstanding shares. Shareholders are to be offered EUR 29.05 in cash per BUWOG share. The offer will also be addressed to the holders of BUWOG’s convertible bonds, who are to be offered EUR 115,753.65 in cash for each convertible bond with a nominal value of EUR 100,000 during the initial acceptance period.

The completion of the takeover offer will be subject to the statutory minimum acceptance threshold of 50 percent plus 1 share and to antitrust clearance in Germany and Austria as well as other customary closing conditions, the details of which will be set out in the offer document. If the takeover bid is successful, completion is expected by mid-March 2018.

BUWOG is advised by Schoenherr Partners Christian Herbst and Robert Bachner and Counsel Sascha Schulz.

The Freshfields team consists of Partners Andreas Fabritius, Rick van Aerssen, Gregor von Bonin, Thomas Zottl, Mario Huther, Stefan Pachinger, Katrin Gassner, Martin Schiessl, and Thomas Muller-Bonanni, and Associates Ludwig Hartenau, Victoria Bazil, Timo U. Piller, Jonathan Boeckmann, Thomas Mollnhuber,  Nina Heym, Dennis Chinnow, Tobias Pukropski, Christoph Hinrichsen, and Maria Dreher, 

The Weber & Co. team in Vienna consisted of Partners Stefan Weber and Christoph Moser.

According to Juve, the Clifford Chance team consists of Frankfurt-based Partner Bettina Steinhauer and Counsel Philipp Kropatscheck, and Dusseldorf-based Partner Christian Vogel. 

CHSH Cerha Hempel Spiegelfeld Hlawati has advised red-stars.com data AG on the expansion of its M2M telecoms segment by means of an acquisition of a 50% stake in Freeeway GmbH and on the capital increase by subsidiary Machine & Voice Communication GmbH resulting from a new investment by KLK Holding Ltd. 

According to CHSH, “both transactions concerned issues relating to corporate and IP law and both were completed in December 2017.”

Machine & Voice Communication (MAVOCO) is an operator and manufacturer of an IoT connectivity cloud which it makes available to network operators, MVNOs, resellers, and corporate customers worldwide. According to CHSH, “the MAVOCloud brings together a number of communications service providers with businesses such as utility companies, device and equipment manufacturers or companies from the industrial sector. All of the parties involved in an IoT value chain benefit greatly from the access they have to a global connectivity portfolio which makes unified management and billing software available to them wherever they are in the world.”

CHSH describes Freeeway as “an M2M communications service provider (operating both as a MVNO and a MVNE) that specializes in servicing the needs of clients in the telematics, telemetry, and logistics industries. The business combines telecommunications know-how with a huge wealth of experience of all road and railway transportation. Freeeway offers local, regional and global M2M connectivity solutions based on its MAVOCloud service. The wide connectivity portfolio of Freeeway offers an optimum technical and commercial solution for all requirements.”

The CHSH team advising red-stars.com data AG and Machine & Voice Communication GmbH was led by Attorney Raphaela Zachbauer, supported by Senior Associate Nadine Leitner.

Fellner Wratzfeld & Partner has advised Semper Constantia Privatbank Aktiengesellschaft on the takeover of 100% of its share capital by Liechtensteinische Landesbank AG.  

According to FWP, “the transaction structure is highly complex, with the takeover set to take place in two stages at the end of which LLB and Semper Constantia Privatbank will have been merged. The transaction encompassed above all issues of transaction, corporate and supervisory law and, as LLB is a listed company, cross-border capital market issues as well.”

The FWP team was led by Partner Markus Fellner and included Attorneys-at-law Gerd Leser and Irena Gogl-Hassanin, Attorney-in-training Matthias Herzog, and Partners Kurt Wratzfeld and Lukas Flener. Lead in-house legal counsel for the merger at Semper Constantia Privatbank AG were Gerald Deimel and Evita Dayteg. In Liechtenstein, FWP cooperated with Johannes Burger and Daniel Damjanovic of Marxer & Partner.

Gleiss Lutz has advised Bawag P.S.K. on its acquisition of all of the shares in Deutscher Ring Bausparkasse — the Hamburg-based building society — from Basler Versicherungen and the Signal Iduna Group.

The transaction is subject to the customary closing conditions and regulatory approvals. The parties have agreed to keep the purchase price and the details of the agreement confidential. 

With a balance sheet total of EUR 40 billion in late 2016, Bawag P.S.K. serves over 2.2 million private, SME, and corporate customers throughout Austria. Its activities in Austria are supplemented by international business with a focus on private, corporate, commercial real estate, and portfolio financing in selected Western industrialized countries.

Hamburg-based Deutscher Ring Bausparkasse AG is a regional building society and has been offering related products and services since 1972. It reported a balance sheet total of EUR 551 million in late 2016 and has a workforce of approximately 100 employees.

The large Gleiss Lutz team was led by Partner Jan Balssen.

Gleiss Lutz did not reply to an inquiry about counsel for the seller.

Wolf Theiss has advised mobile operator T-Mobile on its EUR 1.9 billion acquisition of UPC Austria from Liberty Global plc. Freshfields advised Liberty Global on the deal.

T-Mobile Austria is an Austrian mobile communications company and a fully-owned subsidiary of Deutsche Telekom AG. UPC is one of the leading providers of telecommunication and media in Austria and had been a subsidiary of Liberty Global. Liberty Global is the largest international cable operator with sites in more than 30 countries in Europe, Latin America, and the Caribbean.

The Wolf Theiss team was led by Partners Horst Ebhardt and Hartwig Kienast and included Partners Richard Clegg, Christian Mikosch, Senior Associate Jiayan Zhu, and Associates Daniel Kocab, Lukas Pinegger, Associate Daniel Gschaider. The firm’s team on IP/IT matters included Partners Georg Kresbach and Roland Marko, Senior Associate Anja Greiner, and Associate Bernhard Schmidt. On Public Law & Telecom Regulation matters, the firm’s team included Partner Kurt Retter and Associate Johanna Kroeswagn. Partner Ralf Peschek and Associate Julia Morscher worked on Employment matters, while Partner Gunter Bauer and Senior Associate Robert Wagner handled Competition matters. Partner Niklas Schmidt handled Tax matters, and Partner Karl Binder and Associate Jakob Jelinek addressed Real Estate elements.

The Freshfields team advising Liberty Global was led by London-based Partner David Sonter, working alongside Vienna-based Principal Associate Ludwig Hartenau and Associate Martin Schwertmann, among others.

T-Mobile Austria’s team was led by Vice President Legal, Regulatory & Interception Anja Tretbar-Bustorf and Senior Vice President Strategy & Portfolio Management Olivia Schauerhuber.

Deutsche Telekom-AG’s team was led by Christoph Appel, M&A, Corporate Finance, Senior Legal Counsel.

The Nauta Dutilh law firm in Amsterdam covered Dutch law for T-Mobile.

Editor’s note: This article has been updated to reflect the accurate nature of the Wolf Theiss team.

Graf & Pitkowitz is advising Toni’s Free-Range Eggs in involuntary bankruptcy proceedings filed on December 12 in the Provincial Court of Leoben. 

According to the firm, “there are negotiations with interested parties to take over the company.”

The G&P team is led by Partner Stefan Weileder.

Graf & Pitkowiz is advising Austrian airline Fly Niki in German bankruptcy proceedings.

According to the firm, the company is also considering filing a second insolvency petition, in Austria. 

The firm’s team is led by Partners Stefan Weileder and Alexander Isola.