Category: Austria

Schoenherr has advised a group of investors led by Erwin Krause and Franz Kollitsch on the formation of a 50/50 joint venture with SIGNA, and on the JV’s acquisition of BAI Bautrager Austria Immobilien GmbH from Immobilien Holding (a UniCredit Bank Austria company). Arnold Rechtsanwalte advised SIGNA on the deal, while Immobilien was advised by Fellner Wratzfeld & Partners. The signing of the purchase agreement took place on January 25, 2017, and the transaction is subject to competition authority approval and the satisfaction of customary closing conditions. The financial terms of the transaction were not disclosed.

BAI is an indirect subsidiary of UniCredit Bank Austria. BAI has an investment volume of approximately EUR 1.7 billion, a current portfolio of 18 projects, and a development portfolio of more than 440,000 square meters. 

The Schoenherr team advising on the transaction was led by Partner Michael Lagler and included Partners Florian Kusznier, Robert Bachner, and Franz Urlesberger, Counsel Stefanie Stegbauer, Attorney Julia Wasserburger, and Associates Serap Aydin, Natalia Wolfschwenger, Teresa Waidmann, and Lukas Solek.

The Arnold Rechtsanwalte team advising SIGNA consisted of Partner Nikolaus Arnold and Attorneys Bernhard Vette von der Lilie, Andreas Eder, and Roman Gruber.

The Fellner Wratzfeld & Partner team was led by Partner Markus Fellner and included Partners Kurt Wratzfeld, Paul Luiki, and Lukas Flener, as well as Attorneys Irena Gogl-Hassanin, Christoph Postl, and Georg Huber. 

Wolf Theiss has advised Tricentis, a Vienna-based company specializing in automated software testing solutions, on new financial investment into the company from Insight Venture Partners. Binder Groesswang advised Insight on the investment.

Insight Venture Partners is an American venture capital and private equity firm specializing in software and Internet companies. Since its foundation, Insight has raised more than USD 13 billion and invested in over 250 companies. The entry of Insight has been effected via the issuance of new shares and through the sale of existing shares of the previous shareholders, including the acquisition of all shares of the previous financial investor, Viewpoint/Kennet. The shareholders/managing directors of Tricentis will continue at the company both in their capacity as managing directors and as shareholders.

Tricentis’ international clients include ExxonMobil, HBO, Whole Foods, Toyota, Allianz, BMW, Starbucks, Deutsche Bank, Lexmark, Orange, A&E, Vantiv, Vodafone, Telstra, and UBS. “As a result of this financing the company has additional capital available to invest in the business and to expand even more aggressively,” commented Franz Fuchsberger, Co-Founder and Chief Sales Officer of Tricentis.

“This is a further example of a success story of an Austrian start-up,” explained Wolf Theiss Partner Hartwig Kienast, who led the firm’s team on the transaction. “As we have accompanied the firm for many years during financing rounds and on a day-by-day basis, we are particularly pleased with the successful conclusion of this transaction.”

Partner Florian Khol, who led the Binder Groesswang team advising Insight, stated that: “Insight’s investment has caught international attention – a sign of the great work of Tricentis and, in a sense, an award for the Austrian start-up and start-up scene, which is regularly underestimated in public. We, Binder Groesswang, are delighted to have advised Insight, one of the leading US PE funds in this complex transatlantic transaction in Austria.”

In addition to Khol, the Binder Groesswang team consisted of Hemma Parsche and Christoph Schober, with assistance from Partners Gottfried Gassner, Angelina Pallwein-Prettner, and Christian Wimpissinger, Counsels Hellmut Buchroithner, Thomas Berghammer, and Isabell Innerhofer, Attorneys Florian Hutzl and Stefan Woda, and Lawyers Maria Gernerth Mautner Markhof, Mona Holzgruber, Sabine Apfl, Clemens Willvonseder, Barbara Gangl, Robert Wippel, Adrian Zuschmann, Markus Pinggera, and Stefanie Ziegler.

Schoenherr and SCWP Schindhelm have advised a joint venture company formed by an investor group and Austrian property developer UBM Development AG on the acquisition of UniCredit Bank Austria subsidiary Ekazent Group. UniCredit Bank Austria was advised by Freshfields Bruckhaus Deringer on the deal, which closed on January 31, 2017.

Schoenherr supported the investor group, led by real estate investors Erwin Krause and Franz Kollitsch (supported by Invester United Benefits GmbH), on the formation of the 50/50 joint venture and the acquisition of the property portfolio, and provided competition law advice. SCWP Schindhelm advised UBM on the 50/50 joint venture as well as on the acquisition of the property portfolio. SCWP Schindhelm also counseled the joint venture company on the financing of the acquisition.

According to Schoenherr, “the Austrian real estate developers and investors Erwin Krause and Franz Kollitsch have already carried out several real estate projects, such as the purchase of the Hilton Hotel at Stadtpark in Vienna.”

The Schoenherr team consisted of Partners Michael Lagler and Franz Urlesberger and Counsel Arabella Eichinger.

The SCWP Schindelm team was led by Corporate M&A Partner Immanuel Gerstner, who was supported by attorney Lukas Leitner.

The Freshfields team was led by Partner Farid Sigari-Majd, Counsel Felix Neuwirther, and Associates Noel Zamani and Johannes Samaan.

Allen & Overy advised Oesterreichische Kontrollbank on legal aspects of its public offering of USD 1.5 billion of 1.750% Guaranteed Global Notes due 2020.

The bonds are guaranteed by the Republic of Austria and will be listed on the regulated market of the Luxembourg Stock Exchange.

As reported by CEE Legal Matters last fall, in November 2016 Allen & Overy advised Oesterreichische Kontrollbank on its public offering of USD 600 million of Floating Rate Guaranteed Global Notes due 2019, also guaranteed by the Republic of Austria and listed on the regulated market of the Luxembourg Stock Exchange. 

Oesterreichische Kontrollbank is Austria’s main provider of financial and information services to the export industry and the capital market. Its main functions include the administration of export guarantees as agent of the Republic of Austria and the financing of Austrian exports.

The Frankfurt-based Allen & Overy team advising Oesterreichische Kontrollbank in this transaction, as in the November 2016 issuance, consisted of Partner Marc Plepelits, Senior Associate Martin Schmidt, and Associate Rita Nicole Thomas.

CHSH has advised Immofinanz AG on its January 12, 2017 invitation to the holders of its EUR 515.1 million 4.25% senior unsecured convertible bonds due 2018 to convert their outstanding bonds into ordinary Immofinanz shares and ordinary BUWOG shares or to accept payment of a corresponding cash settlement in exchange for their BUWOG shares. This conversion offer was limited to 45% of the nominal amount of outstanding bonds and was not addressed to retail investors.

According to CHSH, “investors holding 43.4% of the convertible bonds 2011-2018 had submitted offers to the company as at January 19, 2017. This will consequently reduce the nominal amount of outstanding bonds to approximately EUR 287.3 million. At the same time, the company placed new convertible bonds with a volume of EUR 297.2 million with institutional investors in an accelerated book-building process. The bonds were placed subject to a clawback regarding the incentivized conversion of the convertible bonds 2011-2018.”

CHSH advised and supported the Immofinanz team regarding the incentivized conversion and the issuance of the new convertible bonds. The firm’s team included Partners Thomas Zivny and Volker Glas and Senior Attorney Christian Aichinger. 

Cerha Hempel Spiegelfeld Hlawati has advised Trumpf Venture GmbH, a wholly-owned subsidiary of Trumpf GmbH + Co KG (both based in Germany), in connection with the Series A round of financing for Xarion Laser Acoustics GmbH (Austria).

According to CHSH, “Xarion was founded in 2012 as a spin-out company by the Vienna University of Technology and the Knowles Corporation and is the sole provider of optical microphones … used for industrial process monitoring, material testing, and in medical ultrasounds.” In December 2016, Xarion successfully completed its Series A round of financing in which Trumpf acquired an interest in the company.

CHSH describes the Trumpf Group as “a world leader in machine tools, laser technology, and electronics for industrial applications,” and reports that “in the 2015/16 financial year, the company – which has over 11,000 employees – generated turnover of EUR 2.81 billion.”

Transaction support was provided by CHSH Partner Albert Birkner, Senior Associates Sarah Wared and Alexander Babinek, and Associate Maximilian Mayer. The Trumpf Group’s in-house team consisted of Florian Stuubel (Legal), Franz Lehmann (Venture Capital), and Heiko Zimmermann (M&A).

Image Source: xarion.com

Eversheds has announced that Lena-Sophie Kaltenegger has been promoted to Partner in the firm’s Vienna office.

Kaltenegger specializes in intellectual property and labor law. She focuses particularly on disputed trademarks and piracy in the luxury and consumer goods sectors. 

She studied East European Studies at University College London and studied law at the University of Vienna. After finishing her studies in 2010 she joined PHH Prochaska Havranek Rechtsanwalte. In 2013 she joined Brauneis Klauser Prandl Rechtsanwalte, before moving to Eversheds in February 2016.

“We are delighted to have a young, competent lawyer as a partner on board”, said Eversheds Austria Managing Partner Georg Rohsner. “With her excellent expertise in brand and labor law, she is always impressed by our clients.”

Schoenherr has promoted Austrian restructuring law expert Miriam Simsa to Contract Partner, effective as of February 1, 2017.

According to Schoenherr, Simsa “specializes in insolvency law with a focus on out-of-court restructurings and other restructuring driven transactions. She regularly represents financial institutions and debtors in restructurings and pre-insolvency transactions. She also represents creditors in insolvency proceedings. Recent transactions include advising a consortium of 40 creditors in connection with the restructuring and wind-up of the bauMax group and assisting the Republic of Austria in the conversion offer to HETA-creditors.”

Simsa graduated from the University of Vienna with a degree in law in 2008. She joined Schoenherr in 2010, working initially in the Corporate M&A practice group. As a member of the Insolvency & Restructuring team established under the leadership of Partner Wolfgang Holler, she specialized in pre-insolvency transactions, such as the refinancing and sale of non-performing loans and the sale of distressed companies. She further developed this expertise during a secondment at Slaughter & May in London (2013/14) where she worked in the firm’s finance team advising on IPO-related refinancings in the UK and CEE. 

“We are one of the few large corporate law firms in Austria with a dedicated team specializing in insolvency and restructuring,” said Schoenherr Managing Partner Christoph Lindinger. “Miriam has played an important role in the establishment of this practice group in the market. We are proud of her development and are happy to have her on our team.” 

Dorda has advised the Czech SAZKA Group in increasing its indirect stake in Casinos Austria AG to 34% by its acquisition of the shares of UNIQA Beteiligungs-Holding GmbH and Leipnik-Lundenburger Invest Beteiligungs AG in Medial Beteiligungs GmbH. The transaction is subject to Austrian antimonopoly and international gaming approvals and will be completed as soon as such approvals are obtained. UNIQA was advised by Schoenherr on the deal, and LLI was advised by Wolf Theiss.

In addition, the same Dorda team advised the SAZKA Group on its acquisition of 100% of the shares in BAIH Beteiligungsverwaltungs GmbH and 41.76% of the shares in LTB Beteiligungs GmbH from Novomatic AG, corresponding to an indirect stake of 11.56% in Oesterreichischen Lotteriengesellschaft GmbH. Novomatic was advised by Grohs Hofer on the acquisition, which was signed and completed in December 2016.

The SAZKA Group is the largest group specializing in operation of numerical lotteries in Europe. The aggregate annual amount of bets placed with companies in which the SAZKA Group owns an ownership interest is in excess of EUR 15 billion and the aggregate EBITDA amounts to over EUR 850 million. SAZKA Group is owned by KKCG and EMMA Capital investment companies, which hold 75% and 25% stakes, respectively, and which are equally responsible for the management and oversight of the Group.

Both Dorda teams were led by M&A Partner Jurgen Kittel, who commented that: “Our clients are delighted to successfully expand their presence in the Austrian gaming market and we at Dorda happily advise them on this interesting transaction. It is a win-win situation for everyone involved, with our clients aiming to contribute to further business growth of Casinos Austria in a sustainable way.”

The Wolf Theiss team advising Leipnik-Lundenburger Invest Beteiligungs was led by Partner Markus Heidinger, while the Schoenherr team advising UNIQA was led by Partner Peter Feyl.

The Grohs Hofer team advising Novomatic was led by Partner Elisabeth Stern.

Austrian dispute resolution firm Knoetzl has announced the addition of three new lawyers, including new Partner Teresa Bogensberger, who joins from Eversheds International.

Bogensberger, who was at Eversheds since 2008, and had her own law practice for the nine years before that, is a senior intellectual property, unfair competition, and labor disputes specialist with over 20 years’ experience. According to Knoetzl, “she regularly represents clients before Austria’s intellectual property authorities and courts as well as in international IP disputes at both EUIPO and WIPO. Her labor disputes expertise is in high demand and she regularly lectures on seminars on a range of IP and employment law issues.”

Joining Knoetzl alongside Bogensberger are Counsel Tobias Schaffner, a Swiss-qualified disputes specialist, and Corporate/M&A Associate Sebastian Pribas.

Knoetzl Managing Partner Tim Pfister commented on the additions: “It is an honor to welcome the highly-regarded and delightfully personable Teresa Bogensberger to the firm. Teresa is one of the most qualified IP, unfair competition and labor litigators in Austria. By bringing her expertise in these areas to bear here at Knoetzl, she will help broaden our offering to encompass virtually every form of disputes expertise. We are very pleased that Tobias and Sebastian, both extremely talented and diligent lawyers, will be adding to our mix, as well. It’s all part of our plan to continue bringing together the most effective, experienced and perceptive legal minds in the market and to offer the most effective advocacy available anywhere to our clients.”