Category: Austria

Baker & McKenzie’s Vienna office has advised TH Real Estate on the sale of two commercial properties in Wiener Neudorf to Bena Business Center GmbH. CMS advised the buyers on the deal.

Both properties are located in Austria’s largest business park, the Industriezentrum Niederoesterreich Sud. Both the Ricoweg property and the Gewerbestraße property consist of a warehouse and an office wing, and taken together, they cover almost 9,000 square meters.

“In this transaction, we had to reconcile a tight time schedule with increased hedging requirements of the purchaser,” said Baker & McKenzie Partner Stephan Gross, who headed the firm’s team on the deal. Gross was supported by Associatess Franz Arztmann and Katrin Himberger and Junior Associate Michaela Koch.

Editor’s Note: After this article was published, CMS informed CEE Legal Matters that its team was led by Partner Nikolaus Weselik, supported by Senior Lawyer Helmut Bruckner and Associate Mariella Kapoun.

Image Source: ecoplus.at

Baker & McKenzie has advised Beyne NV, a Belgian mechanical engineering company, on the acquisition of the “Premium Parts” segment from the bankrupt Vogel & Noot Landmaschinen GmbH & Co KG.

According to Baker & McKenzie, “with liabilities amounting to EUR 17 million, the bankruptcy of Vogel & Noot has been one of Austria’s major bankruptcies this year.”

In addition to the Premium Parts segment, which manufactures wearing parts), Beyne NV acquired, inter alia, two real estate assets, including the existing factory and storage buildings in Wartberg, the 100% share in the Romanian Vogel & Noot subsidiary, the entire machine stock and stock of inventory in Wartberg as well as individual IP rights in order to ensure the continued existence of the Premium Parts segment. The purchase agreements were signed on September 20, and the bankruptcy court is expected to give its consent soon.

Vienna-based Partner Wendelin Ettmayer, who led the Baker & McKenzie team advising Beyne on the acquisition, explained that: “Acquisitions of bankruptcy assets always imply work under high pressure and on the basis of limited information available. In this case, we only had two weeks to carry out the due diligence and to prepare the transaction. The additional specific challenge in connection with this project was to set up a bidding consortium with two other interested parties within these two weeks.”

Ettmayer was supported by Senior Associates Julia Moser and Lukas Feiler and Junior Associates Sandra Seldte and Pablo Essenther.

Allen & Overy has advised Oesterreichische Kontrollbank on its public offering of USD 600 million of Floating Rate Guaranteed Global Notes due 2019. The bonds are guaranteed by the Republic of Austria and will be listed on the regulated market of the Luxembourg Stock Exchange. Davis Polk advised the banks — Goldman Sachs International and HSBC Bank plc. — on the deal.

Allen & Overy describes Oesterreichische Kontrollbank as “Austria’s main provider of financial and information services to the export industry and the capital market,” and says that “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 A&O team consisted of Partner Marc Plepelits, Senior Associate Martin Schmidt, and Associate Rita Nicole Thomas.

Davis Polk did not reply to our inquiry on the deal.

CHSH has advised Universal-Investment on its acquisition of the micro apartment real estate asset “Linked Living,” located in close proximity to the campus of the Vienna University of Economics and Business, from Corestate for a special fund launched on the Luxembourg AIF platform of Universal-Investment. The transaction was structured as a share deal.

According to CHSH, the institutional fund is part of the new real estate umbrella fund launched by Frankfurt-based Universal-Investment on behalf of Bayerische Versorgungskammer (the Bavarian Pension Fund for Professional Groups) and invests primarily in micro apartments, especially in student housing in European university towns.

The CHSH team was headed by Partners Manfred Ton and Albert Birkner and included Partners Bernhard Kofler-Senoner, Stefan Huber, and Heinrich Foglar-Deinhardstein, and Senior Attorneys Matthias Nodl, Jakob Hartig, Alexander Babinek, and Christian Aichinger.

Schoenherr has advised Italian private equity firm Quadrivio SGR S.p.A. on the Hungarian and Slovakian legal aspects of the acquisition of a 70% stake in Farmol S.p.A., and its Hungarian subsidiary Farmol Hungary Kft, from Old Mill Holding S.p.A., an Italian investment holding company. The consideration was not disclosed, and the founders and management team of Farmol will retain the remaining 30% equity stake. The closing of the transaction was announced on October 21, 2016.

Working in cooperation with Italian law firm Legance, Schoenherr supported Quadrivio in conducting the legal due diligence and drafting the real estate sale, purchase, and lease agreements related to the acquisition of the Farmol manufacturing site in Hungary. Quadrivio aims to support Farmol in developing internationally through the opening of a new production plant in Slovakia. In this regard, Schoenherr also drafted the sublease agreement for Farmol’s Slovak subsidiary.

According to Schoenherr, “Quadrivio is one of the main asset management companies in Italy with approximately EUR 1.2 billion in assets under management. Quadrivio Private Equity Fund 3, which completed the transaction with Farmol, is focused on the buyout of leading Italian SMEs with an enterprise value of EUR 30 million to EUR 100 million. This acquisition reinforces Quadrivio’s strategy of investing in Italian companies in niche sectors, and supporting them in their market consolidation and international growth.

Farmol produces aerosol and cosmetic liquids, detergents, and medical-surgical devices for third-party suppliers. Based in Comon Nuovo (Bergamo), Farmol serves multinational companies through its four manufacturing sites in Italy, Hungary, and Tunisia.

The Schoenherr team advising Quadrivio was jointly led by Budapest-based Partner Kinga Hetenyi and Vienna-based Partner Markus Piuk, who were supported by Bratislava-based Partner Sona Hekelova, Bratislava-based Associate Tomas Silhanek, and Budapest-based attorneys Gabor Kordovanyi and Tamas Balogh and Associate Roland Szebenyi.

Studio Legance Avvocati Associati acted as lead counsel to Quadrivio, while financial due diligence was provided by EY, and the fiscal advisor Russo DeRosa Associati. Farmol was assisted by Deloitte Financial Advisory and Cesare Vecchio for legal advice.

Wolf Theiss has advised the China Electronics Technology Group Corporation (CETC), working in collaboration with two other partners from China, on the establishment of its European headquarters in Graz, Austria. The deal to purchase a production site and office building from the Steinklauber Group was signed recently, with Economic Minister of Styria Christian Buchmann and a high-ranking delegation from China in attendance.

Wolf Theiss advised CETC not only on the legal due diligence but also in all real estate aspects of the transaction as well as the structuring of the corporation created for CETC’s activities in Europe.

With more than 140,000 employees, CETC ranks among the largest corporations in China. CETC’s partners in the purchase of the site in Graz are Jiangnan Electronics Communication Research Institute from the Zhejiang province and the Tianjin Institute of Power Sources. The Styrian capital was selected as its corporate headquarters because of its research partnership with the Graz University of Technology and because of its central location in Europe, among other reasons. The Steinklauber Group is a technology company headquartered in Graz with strong ties to China.

“Assisting CETC in this move to Europe was a unique assignment for us,” said Wolf Theiss Partner Michael Binder, who led the firm’s team on the matter, about the successful conclusion of the transaction. “Our China Desk’s ability to advise CETC in their native language significantly contributed to this success.” 

In addition to Binder the Wolf Theiss team consisted of Senior Associate Elisabeth Strobl and Associates Jiayan Zhu, Lukas Slameczka, and Iris Riepan.

Herbst Kinsky, working alongside Switzerland’s Schellenberg Wittmer and Singapore’s WongPartnership firms, has advised AMS AG – a leading worldwide manufacturer of high performance sensor and analog solutions – on the acquisition of Heptagon Advanced Micro-Optics. The unnamed sellers – including a group of private investors (both PE and Venture Capital funds) and management and employees of Heptagon – were represented by Wolf Theiss 

The transaction combines an upfront consideration in cash and shares with a substantial deferred earn-out consideration. The upfront consideration includes USD 64 million in cash from available funds, a capital increase of 15% of outstanding shares from authorized capital (excluding subscription rights) and shares from currently held treasury shares for a total value of the upfront consideration of approximately USD 570 million. The earn-out consideration will be contingent on future results of Heptagon’s business over fiscal year 2017 with a potential maximum value of USD 285 million.

AMS is listed on the SIX Swiss stock exchange and has its headquarter in Premstaetten near Graz, Austria. Key research and development facilities are based in Austria and in Plano/Texas (USA), a centre of excellence in optical sensors, and in sixteen other design centers worldwide. AMS employs around 2,100 people in over 20 countries and operates direct sales offices around the world. The group revenues in 2015 amounted to EUR 623.1 million.

Heptagon’s headquarters and manufacturing are based in Singapore and its R&D center is in Rueschlikon, Switzerland. The company has over 830 employees including around 120 engineers and 500 manufacturing staff. Heptagon commands an IP portfolio, primarily in optical packaging, including more than 250 patent families.

Herbst Kinsky’s M&A Team was led by Partner Phillip Dubsky, supported by Attorneys Alina Regal and Sonja Hebenstreit and Associate Johannes Well. 

AMS General Counsel Jann Siefken and Senior Legal Counsel Franz Fazekas led the company’s in-house team.

The Wolf Theiss team was led by Partner Michael Link and included Partners Matthias Unterrieder, Peter Oberlechner, Kurt Retter, and Niklas Schmidt, Senior Associates Elisabeth Strohl and Stefan Weishaupt, Associates Anja Greiner, Felix Breitwieser, Julia Morscher, Sandra Spitzer, and Markus Reinfeld, and Consultant Wolfram Schachinger.

Schoenherr and Latham & Watkins have advised HanseMerkur Grundvermogen AG (“HMG”) on the acquisition of a EUR 331 million portfolio of commercial properties for its HMG Grundwerte Chancen real estate property fund from Conwert Immobilien Invest SE (“Conwert”). Conwert was advised by GSK Stockmann in Munich and bpv Huegel in Vienna. The purchase agreement was announced on November 2, 2016 and the transaction is expected to close by the end of the year following approval from the competition authorities.

The portfolio is made up of 34 office and retail properties in major urban regions in Austria and Germany with a total usable area of around 200,000 square meters. At EUR 331 million, the purchase price is slightly above the book value of the properties. Conwert — a property company with a focus on residential property and apartment buildings in Germany and Austria that is listed on the Vienna Stock Exchange — has now divested around 40% of its non-core portfolio. 

According to Schoenherr, HMG is acquiring the portfolio for the newly founded special property fund HMG Grundwerte Chancen. A subsidiary of the Hamburg-based insurance group HanseMerkur, HMG is seeking to expand its portfolio of properties and to establish itself as professional investment platform to institutional investors.

The Schoenherr team advising HMG was led by Partner Michael Lagler, supported by Partner Franz Urlesberger and Associates Christoph Tittes and Theresa Goriany.

BPV Hugel did not reply to our inquiry on the matter.

Dorda has advised Petrus Advisers on the sale of approximately five million shares in Conwert to German-listed property company Adler Real Estate, which as a result increased its stake in the company to more than 25%. Adler was advised in Austria by DLA Piper and in Germany by Norton Rose Fulbright on the transaction, which was valued at approximately EUR 70 million.

Petrus Advisers is an FCA-regulated entrepreneurial investment firm headquartered in London. It manages investor capital with a view to long-term value increases and invests in European stock markets, with a particular focus on the German-speaking region.

“We were delighted to assist our client with this interesting transaction,” commented Dorda Partner Andreas Mayr, who co-led the firm’s team with fellow Partner Christoph Brogyanyi. They were assisted by Dorda Partners Florian Kremslehner and Heinrich Kuhnert, as well as Associate Hans-Peter Alphart.

The DLA transaction team was led by Partner Christoph Mager and included Partners Elisabeth Stichmann and Christian Temmel, Senior Legal Consultant Florian Schuhmacher, and Martina Peric, Christian Knauder, and Christoph Schimmer.

Adler Head of Legal Florian Sitta led the in-house team. 

Schoenherr has announced that Partner Andreas Natterer has been elected President of the European Food Law Association.

Headquartered in Brussels, the EFLA is an international non-governmental organization that aims to study, promote, and develop food law.

Schoenherr describes Andreas Natterer as “one of Austria’s leading experts in food law” and reports that “for more than 20 years, Natterer has developed his expertise in food law, leading him to advise companies across Austria and Central and Eastern Europe in matters related to food labeling, food safety, health and nutrition claims, and consumer protection law.”

In addition to the EFLA, Natterer is also a member of the Austrian Codex Alimentarius Sub-Committee on food supplements, and of the legal committee of the Bund fur Lebensmittelkunde und Lebensmittelrecht in Berlin. He is a lecturer on food law at the University of Natural Resources and Applied Life Sciences in Vienna and at the University of Applied Science, FH Campus Vienna. He holds a doctoral degree in law from the University of Vienna. 

Commenting on his appointment, Natterer said, “I am honored to lead this outstanding organization, which seeks to harmonize food law across the European Union and ensure that both consumers and businesses stand to gain from a more cohesive legal environment.” Natterer previously held the positions of both Council Member and Vice President of the organization for a cumulative 10-year period.