Category: Austria

Schoenherr is reporting that on Friday, September 2, 2016, the Austrian Finance Minister gave the green light to finance a public offer by Karntner Ausgleichszahlungs-Fonds (KAF) to HETA creditors pursuant to § 2a of the Austrian Financial Market Stability Act. Wolf Theiss advised a number of international creditors, while many banks were advised on Austrian law and internationally by Linklaters.

According to a statement released by Schoenherr, the offer implemented the Memorandum of Understanding (MoU) concluded in May 2016 between the Austrian Minister of Finance and a significant number of creditors of debt instruments issued by HETA Asset Resolution AG (HETA) that are subject to a regional law deficiency guarantee. The offer was published by KAF on Tuesday, September 6, 2016. 

The European Commission cleared the offer under state aid law on September 1, 2016. Prior to the launch of the offer a substantial number of HETA creditors informed the Republic of Austria that they were willing to participate in the offer. This will also result in the termination of the so-called lock up agreements between HETA creditors in order to enable all HETA creditors to accept the offer. The Republic of Austria therefore expects that the offer will be accepted by the statutorily required majorities.

The key commercial terms of the offer were announced in May 2016 with the publication of the MoU and remain unchanged. The Province of Carinthia will contribute an amount of EUR 1.2 billion. The remaining funds will be provided to KAF by the Republic of Austria, thereby pre-financing to a large extent the recovery from the HETA resolution. 

Schoenherr assisted the Republic of Austria via Abbaumanagementgesellschaft des Bundes (ABBAG) in negotiating the MoU. In execution of the MoU, Schoenherr also supported in implementing the complex transaction and in preparing the substantial tender offer documentation. The Schoenherr team was led by Partners Sascha Hodl, Ursula Rath, and Wolfgang Holler, assisted by Counsel Stefan Paulmayer, Attorney Miriam Simsa, and Partner Thomas Kulnigg. The core team was also supported by Partner Martin Ebner. The Republic of Austria as guarantor of the zero coupon bond of KAF was advised by the Frankfurt office of Linklaters LLP. 

The banks were advised as to Austrian law by a CMS team led by Partner Martin Zuffer and consisting of Partners Daniela Karollus-Bruner, Sibylle Novak, and Robert Keisler, and Attorneys Philipp Mark and Thomas Bohm, and internationally by a Linklaters team lead by Partner Peter Waltz. 

The Wolf Theiss team advising a large number of international creditors, including, inter alia, the German Pfandbriefbank AG and the North German Landesbank, was led by Partner Claus Schneider and Consultant Christine Siegl.

The Province of Carinthia was advised by a Skadden, Arps, Slate, Meagher & Flom team lead by Partner Stephan Hutter and as to Austrian law by Attorney Norbert Abel and the Hausmaninger Kletter Law Firm.

Image source: Reuters

Herbst Kinsky has advised Heliovis AG throughout its extended Series C financing round with prominent foreign investors.

Herbst Kinsky describes Heliovis, which was founded in 2009, as “an Austrian solar engineering specialist with focus on developing and providing low cost solar solutions for turnkey delivery. Built around a highly professional team of technology and business experts the company has successfully raised significant funds to develop its technology to perfection.”

The transaction was led by Herbst Kinsky Attorney at Law Florian Steinhart, supported by Senior Associate David Pachernegg.

Schoenherr, working with Italy’s Chiomenti law firm, has advised HETA Asset Resolution AG (“HETA”) and its subsidiary HETA Asset Resolution GmbH (“HAR GmbH”) on the sale of Heta Asset Resolution Italia S.r.l (“HARIT”), including all outstanding loans granted by HETA to HARIT, to an alternative investment fund advised by Bain Capital Credit, LP.  Wolf Theiss and Linklaters advised Bain Capital on the transaction, which remains contingent on the approval of Banca d’Italia.

According to Schoenherr, HARIT (formerly known as Hypo Alpe-Adria Leasing S.r.l.) is a financial intermediary regulated by Banca d’Italia, duly enrolled in the New Single Register under Art.106 with its headquarters in Tavagnacco, Italy. With 90 employees, HARIT manages a portfolio with a Gross Book Value of EUR 657 million (mainly represented by repossessed assets as well as performing and non-performing leasing contracts). Upon closing of the sale, HETA will no longer have operational activities in Italy.

HETA is a wind-down company owned by the Republic of Austria set to dispose of the remaining assets of Hypo Alpe-Adria-International AG, which was nationalized in 2009. With a portfolio of EUR 9.556 billion as of December 2015, HETA is tasked to ensure the orderly and swift disposition of its assets under the best possible terms.

Bain Capital Credit is a global credit specialist with approximately USD 30.4 billion in assets under management as of March 31, 2016. The company invests across the full spectrum of credit strategies, including leveraged loans, high-yield bonds, distressed debt, private lending, structured products, non-performing loans and equities.

The Schoenherr team advising HETA was led by Partner Thomas Kulnigg, and included Attorney at Laws Clemens Rainer, Ana Taleska, Clemens Leitner, and Daniela Hohenegg.

Chiomenti’s team advising HETA on the Italian legal aspects was coordinated by Partner Franco Agopyan and included Partners Luca Andrea Frignani, Antonino Papotti, Alessandro Portolano, Annalisa Reale, Carmelo Raimondo, and Paolo Bertoni, Senior Associates Damiano Battaglia, Antonino Guida, and Manuela Sanzo, and Associates Guido Biancardi, Andrea Ricci, Ilaria Barbafiera, and Ersilia Lazzara.

The Wolf Theiss team advising Bain Capital included Partner Nikolaus Paul, Peter Oberlechner, and Benjamin Twardosz, and Counsel Leopold Hoeher, while EY acted as financial adviser to the bidder.

PwC Austria and PwC Italia were the financial advisors to HETA, while EY provided financial advice to Bain Capital.

Linklaters did not reply to our inquiry on the matter.

As reported by CEE Legal Matters on January 2, 2015, Schoenherr also advised HETA on the December 2014 sale of the Hypo Group Alpe Adria, the South-Eastern European banking network of the former Hypo Alpe-Adria-Bank International, to the Advent International fund and the EBRD, with Wolf Theiss advising the buyers on that matter as well. A comprehensive summary of the HETA situation was published in the April 2015 issue of the CEE Legal Matters magazine.

Wolf Theiss has advised Eurazeo Patrimoine on its acquisition of 85 hotels (operating under Ibis Budget, Ibis Styles, Mercure, Novotel, and Pulman brands) from AccorHotels and other investors. The sellers were advised by Doralt Seist Csoklich (DSC) on the transaction, which is worth more than half a billion euros. The hotels will join the newly created Grape Hospitality Group, a joint venture between Accor and Eurazeo.

Eurazeo Patrimoine is the real estate investment arm of Eurazeo, one of the leading European investment companies. Eurazeo is listed on the Euronext in Paris and has a diversified asset portfolio valued at more than five billion euros. Eurazeo is the core shareholder of well-known companies such as Desigual, Europcar and Moncler. 

The Wolf Theiss team advising Eurazeo Patrimoine on the portions of the hotel portfolio located in Austria consisted of Partners Niklas Schmidt, Karl Binder, and Michael Lind, along with Senior Associates Eva Stadler and Matthias Schimka and Associates Cynthia Pfister, Felix Breitwieser, Markus Reinfeld, Iris Riepan, and Nikolaus Dinhof.

The DSC team advising Accor was led by Partner Wilfried Seist and Attorney Nina Huber.

DLA Piper has advised Playtech, the world’s largest online gaming software supplier traded on the London Stock Exchange Main Market, on the acquisition of a 90% stake in Best Gaming Technology (BGT), a retail gambling company, for EUR 138 million, from majority shareholder Global Bet Holding GmbH (GBT). The remaining 10% will be retained by Armin Sageder, BGT’s founder and CEO.  Austria’s Doralt Seist Csoklich law firm advised Sageder and BGT on the deal. PHH advised GBT on the matter.

Playtech plc is a gambling software development company founded in 1999. The company provides software for online casinos, online poker rooms, online bingo games, online sports betting, scratch games, mobile gaming, live dealer games, and fixed-odds arcade games online. 

BGT creates software for self-service betting terminals which allow customers to access functions, from placing sports bets to playing casino games. These machines represent the omni-channel strategy pursued by retail bookmakers in the face of fierce competition from purely online gambling companies. The firm currently provides its services to 24,000 machines, mainly in the UK, Ireland, Spain, Austria, and Germany. 

DLA Piper Corporate Partner Rob Salter, who led on the transaction, said: “The gambling market has changed considerably over the past few years as retail operators have digitized their customer offerings. This acquisition will enable Playtech to respond to the evolving market landscape, whilst simultaneously enhancing their multi-platform customer experience. We look forward to following their continued success.”

In addition to Salter, the DLA Piper team included Corporate Partners Rob McKie, Christoph Mager, and Elisabeth Stichmann, IPT Partner Roger Gough, IPT Associate Jonathan Salt,, Corporate Associate Valerie Kramer, Corporate Junior Associate Fabian Karlovits, and Corporate Attorney Johanna Hoeltl.

Doralt Seist Csoklich lawyer Christoph Leitgeb led his firm’s team advising Sageder and BGT on the deal.

Editor’s Note: After this article was published PHH informed CEE Legal Matters that its team advising GBT consisted of Partner Rainer Kaspar, Attorney Daniela Olbrich, and Associates Wolfgang Guggenberger and Antonius Macchietto Della Rossa.

Baker & McKenzie has advised GFKL Financial Services GmbH on its acquisition of IS Group Management GmbH (trading as IS Inkasso Service), an Austrian market leader in third party collections (3PC) with a strong Swiss business presence, from majority shareholder Hannover Finanz and the IS Group’s management, which remains in place after the sale. Fellner Wratzfeld & Partner advised the sellers on the transaction.

GFKL Financial Services is part of the GFKL Lowell Group, a European leader in credit receivables management. The Lowell GFKL Group was created in October 2015 following the merger of UK and German market leaders the Lowell Group and GFKL. This union created one of the largest credit management companies in Europe, which benefits from the backing of global investment company Permira Funds and the Ontario Teachers’ Pension Plan. In Germany GFKL manages a credit volume of EUR 16.4 billion with approximately 950 employees for clients in various industries, including banks, insurance companies, online retailers, and telecommunications companies.

“With this transaction our client adds a third, highly attractive market position in the pan-European credit receivables management,” commented Dusseldorf-based Baker & McKenzie Partner Ingo Strauss. “We were able assist our client in well-rehearsed teamwork by closing the transaction in a timely manner in all relevant jurisdictions.” 

Strauss led the Baker & McKenzie team along with fellow Dusseldorf-based Partner Heiko Gotsche. Other members of the team included Vienna-based Partners Wendelin Ettmayer, Andreas Traugott, Marc Lager, Dieter Buchberger, and Christoph Urtz, Vienna-based Associates Stefan Arnold, Lukas Feiler, Katerina Schenkova, Andrea Eigner, Elisabeth Wasinger, Franz Arztmann, and Julia Moser, and Dusseldorf-based Senior Associate Deny Silny. The team was instructed by GFKL Lowell Head of Legal Peter Blaschkowski.

The Fellner Wratzfeld & Partner team included Partners Lukas Flener and Florian Kranebitter.

Wolf Theiss has advised Dynacast, a global producer of complex precision parts, on its acquisition of all shares in the Austrian company Schlieper GmbH from Schlieper Private Trust. The closing took place on June 30, 2016.  

Schlieper was founded in 1994 as a family-owned manufacturing business in the zinc die-casting sector. The company sells its products to customers in the automotive, metal fitting, and electronics/mechanical engineering industries. It employs approximately 55 employees at its production facility in Vosendorf/Vienna.  

Dynacast is a multinational manufacturer of complex precision parts headquartered in Charlotte, North Carolina, USA. It has 23 manufacturing sites throughout 16 countries. Dynacast uses pressure die-casting as well as metal injection molding (MIM) to produce precision parts worldwide for many industries, including automotive, consumer electronics, and health care.

The Wolf Theiss team was led by Partner Michael Lind and included, among others, Partners Gunter Bauer and Matthias Unterrieder, Senior Associate Elisabeth Strobl, and Associate Markus Reinfeld. 

Image Source: dynacast.com

Herbst Kinsky has advised investors aws Grunderfonds (Austria), Axel Springer Digital Ventures (Germany), Mairdumont Ventures (Germany), and Russmedia Digital (Austria) on a seven digit financing round for the Viennese start-up Zizooboats GmbH.

According to Herbst Kinsky, “Zizoo is an international operating online-platform for boat hires (sailing-, motorboats, and yachts) with over 8,000 boats in 25 countries. Boat enthusiasts have the [ability] to book online their desired boat with or without a skipper. The specific market is estimated [at] EUR 46 million for 2020.”

“We are pleased to have supported such a renowned group of experienced investors in course of this project,” said Herbst Kinsky Partner Florian Steinhart, who led his firm’s team on the deal. “The composition of the group of investors once again confirms that the Austrian start-up market is also for international investors of great interest.” 

In addition to Steinhart, the Herbst Kinsky team consisted of attorneys Sonja Hebenstreit and Johannes Frank.

Rautner Attorneys-at-law announced that banking and capital markets lawyer Walter Gapp has joined the law firm as Partner on July 1, 2016. Gapp joins from Schoenherr, where he has been a Partner since 2011.

Before joining Schoenherr Gapp, who specializes in banking regulatory work and debt capital markets, is a former legal and policy expert of the Austrian Financial Market Authority (FMA).

Rautner Managing Partner Uwe Rautner believes that establishing a strong banking regulatory practice is an excellent way to broaden the range of legal services offered to new and existing clients. “We are very pleased to have been able to add a very well-known practitioner in financial regulation to our firm.” 

According to Gapp: “The developments taking place in the fields of banking and securities regulation will continue to challenge our clients and therefore our firm in the coming years. We will be required to make use of our expertise gathered from the regulated world in order to support alternative financing and digitisation initiatives. Many things are unfolding very quickly at the moment.”

Freshfields Bruckhaus Deringer has appointed Helmut Bergmann new Managing Partner for Germany, Austria, and Central and Eastern Europe, taking over from Klaus-Stefan Hohenstatt, who held the role since 2010, and who returns to full-time client service.

Bergmann, who is based in Berlin and who specializes in antitrust and competition law, joined the firm 1987 as a trainee and made Partner in 1996. He chaired the Berlin office from 1996 to 2006 and led Freshfields’ global Antitrust practice from 2006 to 2009.

Speaking of the change, Bergmann said: “Klaus-Stefan Hohenstatt has also led the firm through difficult times to brilliant success. We will continue the course he set, and continue to attract the best lawyers. Together with the global management team and the management in the regions, we will also continue to advance the internationalization and global integration of the firm. This benefits our market position and our clients.”

Hohenstatt was equally complimentary of his replacement: “Freshfields, in Germany and Austria, continues at the peak of the market. I’m sure Helmut Bergmann will perpetuate our success and expand the position of our firm as the first choice for complex and cross-border mandates.”