Category: Austria

Wolf Theiss has advised Aareal Bank on its financing of what the firm is calling the “biggest real estate deal in Austria in 2014”: The purchase by the Morgan Stanley Real Estate Fund and the Linz-based Kaufmann group of the Viennese Millennium Tower and Millennium City.

The acquisition remains subject to the approval of the competition authorities. 

The 202-meter Millennium Tower was until recently the tallest office building in Austria. The 47,200 square-meter Millennium City complex contains a shopping mall, flats, and a cinema. Munchmeyer Petersen Capital acquired the real estate in 2003 for EUR 360 million, with financing provided by Westdeutsche Immo Bank. 

The Wolf Theiss team was led by Partner Andreas Schmid, assisted by Michaela Zakharian, Rainer Kammerhofer, and Georg Harer. Counsel Karl Binder was responsible for real-estate aspects.  

Wolf Theiss has announced that Austrian Corporate/M&A Partner Michael Lind has left Binder Groesswang after five years to join the firm.

Before Binder Groesswang Lind spent five years with Schoenherr, and has experience with both Slaughter and May and Alston & Bird in London as well.

In a statement released by the firm, Wolf Theiss reports of Lind that, “in the first half of 2014, he was leading several deals, including the sale of SAP Consulting by Software AG [reported on by CEE Legal Matters on June 4, 2014], the take-over of immobilien.net by Scout 24 [reported on by CEE Legal Matters on May 30, 2014] and the sale of the Beauty and Personal Care Folding Carton Business by MeadWestvaco Group [reported on by CEE Legal Matters on June 4, 2014].”

Lind was quoted on the firm’s press release as saying that, “Wolf Theiss’ outstanding record on advising in cross-border M&A transactions and their regional presence in CEE and SEE suits my main fields of interest.”  Wolf Theiss Managing Partner Erik Steger commented on the addition as well: “We are very glad to win such a dynamic colleague like Michael Lind. His addition to our M&A Team for Austria and CEE will only enhance the team’s core competency – advising on complex and cross-border transactions.”  

Schoenherr has advised Rasperia Trading (“Rasperia”) on its exercise of a call option to purchase shares and increase its shareholding in STRABAG to a blocking minority of 25 percent and one share.

Rasperia, a company of Russia-based industrial conglomerate Basic Element, previously held 19.4 percent in the Vienna-based construction conglomerate. Basic Element is one of Russia’s largest diversified business groups. Its companies are, according to Schoenherr, “controlled by or are within the scope of Oleg Deripaska’s business interests.”

Rasperia exercised the call option provided in a shareholder agreement that Rasperia/Basic Element and STRABAG’s other core shareholders (the Haselsteiner family and the Raiffeisen/UNIQA Group) reached in 2010, purchasing 6,377,144 STRABAG shares from the other core shareholders at a price of EUR 19.25 per share, or a total investment of around EUR 123 million.

The Schoenherr team advising Rasperia/Basic Element was led by Partner Christian Herbst, assisted by Partner Volker Weiss and attorney Maximilian Lang.

DLA Piper has advised the UBM Realitatenentwicklung Aktiengesellschaft (UBM) on the successful placement of a EUR 160 million corporate bond. Corporate Partner Christian Temmel acted as transaction counsel for the joint lead managers Raiffeisen Bank International, IKB Deutsche Industriebank, and the issuer.

The bond, with a term of five years, was offered to private and institutional investors and placed particularly in Austria, Germany and Luxembourg. “A bond exchange was combined with the new issue of a bond – that’s unique,” said Temmel, who is head of the capital markets practice in the Vienna DLA Piper office.

Investors of UBM bonds issued in 2010 and 2011 have exchanged them in the nominal value of more than EUR 70 million into a new loan, and after the exchange offer, again almost EUR 90 million on the capital markets were recorded during the cash subscription possibility. The offer was made on the basis of a prospectus approved by the Austrian FMA, which was notified in Germany and Luxembourg. In addition, the new bond was offered at the Frankfurt Stock Exchange.

Temmel was enthusiastic about the deal. “This is the very first transaction of this type on the Austrian capital market. We are very pleased that we were appointed to once again advise UBM on a bond issue and develop this very complex structure. This very successful transaction shows that companies with excellent reputation and sustainable business, such as UBM, can be successful on the capital market even in volatile times.” 

Binder Groesswang has advised the mbi-group Beteiligung GmbH (“mbi”) — the international mechanical engineering company, and owner of Anger Machining and HPC Produktions — on its sale of 40% shareholding to Unternehmens Invest AG (UIAG).

UIAG’s acquisition was made by means of a capital increase and financial contribution in the amount of EUR 8 million.  As a result of the acquisition, current mbi owners Klaus Dirnberger und Dietmar Bahn are joined by a new strategic partner.  Signing took place on July 1, 2014, and the transaction is expected to close by September 30, 2014.

UIAG, Dirnberger, and Bahn plan to further expand the group of companies over the next few years. In the course of the transaction ownership was rearranged for the long term. UIAG has the option to increase its shareholding in mbi to up to 70% in 2015.   

The Binder Groesswang team consisted of Partner Florian Khol and Associate Hemma Parsche.

CHSH has advised Union Investment on its successful acquisition of the Euro Plaza 5 office building in Vienna. Union Investment is one of the largest German asset managers. 

   

v.l.t.r.: Matthias Nödl , Mark Krenn, Manfred Ton, Stefan Huber (chsh.com)

CHSH claims in a press release that this is the fifth transaction by Union Investment in Austria made with the firm’s assistance.

CHSH Partner Manfred Ton, who led the team on the deal, stated that, “with a purchase price of approximately EUR 104 million, it is one of the largest real estate transactions in Austria so far this year.” In addition to Ton, the team consisted of CHSH lawyers Mark Krenn, Matthias Nodl, and Stefan Huber.

Skadden is representing FACC AG in its EUR 213 million initial public offering of shares on the Vienna Stock Exchange, with an offer price set at EUR 9.50 per share. Trading commenced on June 25. 

According to a FACC press release, “the base offering consists of a capital increase with proceeds in the amount of EUR 150 million representing 15,790,000 new shares issued by FACC as well as a secondary tranche with proceeds in the amount of EUR 43.8 million representing 4,607,364 shares from the holdings of the selling shareholder FACC International Company Limited (controlled by the Aviation Industry Corporation of China). The greenshoe consists of 2,039,736 existing shares equaling EUR 19.4 million. Following the offering the freefloat will amount to 45 percent excluding the greenshoe and 49 percent if the greenshoe is exercised in full.  At the offer price, the IPO was well oversubscribed on the full deal size including the greenshoe. At the offer price the market capitalization of FACC amounts to EUR 435 million and the total number of shares outstanding is 45,790,000. Approximately 86 percent of the IPO were allocated to institutional investors and approximately 14 percent were allocated to retail investors as part of the Austrian public offering. The selling shareholder FACC International Company Limited and the management of FACC have committed to a lock-up of 360 days from the first day of trading. In addition, FACC has committed to a lock-up of 180 days from the first day of trading.” 

FACC is a leading company in the design, development, and production of advanced fiber reinforced composite components and systems for the aviation industry, with a range of products reaches from structural components for the fuselage and wings to engine components to complete passenger cabins for commercial aircraft, business jets and helicopters. FACC is a supplier to all large aircraft manufacturers such as Airbus, Boeing, Bombardier, Embraer, Sukhoi, and COMAC as well as for engine manufacturers and sub-suppliers of manufacturers. In the business year of 2013/14, FACC achieved a turnover of EUR 547.4 million. The company currently employs 3,000 employees.

The Austrian office of Eversheds has obtained what it describes as a “landmark” decision in the Supreme Court for the Austrian Plachutta restaurant group.

The case centered around the debate on smoking in restaurants. The facts in the case, according to Eversheds, involved “two private individuals appointed themselves as ‘smoking-sheriffs’ with their sole life mission being to check whether establishments comply with all the regulations of the Austrian Tobacco Act. Within three years these two individuals filed around 21,000 charges to the authorities due to alleged violations.” 

The Plachutta restaurants were frequented by one of the “smoking-sheriffs” on a regular basis. Although all regulations on the separation of smoking and non-smoking areas were basically complied in those restaurants, the “sheriff” would wait until the door between the two areas was left open and then record the violation and immediately file a complaint against the restaurant owner, resulting in time, in fines of several thousand Euros.

Eversheds Austria Managing Partner Georg Rohsner, who heads the office’s litigation department, acted on behalf of the restaurant owner who banned the man from the restaurant on the basis that no entrepreneur is obliged to allow access to a person whose only interest is to file a claim against him. The “sheriff” did not accept this ban and visited the restaurant once more. As a result, the restaurant file for an injunction blocking future access at the competent court.

After the injunction was upheld on appeal, the “sheriff” again lodged an appeal with the Austrian Supreme Court, which upheld the original injunction. Rohsner explained that: “For the first time the Supreme Court has clarified that there is no public interest in having private individuals who, instead of the state, take the monitoring of the compliance with public regulations systematically into their own hands. The fundamental right of property entitles an entrepreneur to deny access to their premises to private individuals who only want to access in order to be able to report offenses against statutory regulations to the authorities. The matter of this proceeding was not about the discussion of smoking in restaurants or other public places, but rather the strengthening of the fundamental right to property as well as the aim to discourage the steady spreading of private denunciation. This is what the Supreme Court now did in an unambiguous and impressive way.”

Wolf Theiss has announced that the firm’s Arbitration practice will be led going forward by Partner Florian Haugeneder, who the firm describes as leading “a new generation” in charge of the practice. Haugeneder’s team is expected to grow in short order as well. 

Haugeneder has worked at Wolf Theiss in Vienna since 2005, and became Partner in 2011. According to the firm, “one of his major achievements is successfully advising The Coca-Cola Company in the biggest arbitration proceeding in the firm’s history.” He specializes in arbitration proceedings regarding international investor protection agreements.  

“Arbitration has enormous benefits for companies, especially when they are operating internationally,” Haugeneder stated. “I’m glad to have this opportunity to support our clients with the expertise and creativity of our 60-member Dispute Resolution Team.”  

The firm announced that Partner Christoph Liebscher, the firm’s former Head of Arbitration, is leaving the firm to “enhance his activities as an arbitrator,” and Liebscher announced that, “I can also dedicate myself to research and teaching – more than I was able to in previous years.” 

Bettina Knoetzl, the longtime head of the Dispute Resolution Team at Wolf Theiss — which the firm claims is Austria’s largest — also views the change as positive: “I am glad that this transition has worked out well and will guarantee continuity and quality in the future. Florian Haugeneder is very important for the successful Dispute Resolution Practice of Wolf Theiss. Together we have big plans for the future.”  And Erik Steger, the firm’s Managing Partner, adds: “We are very grateful to Christoph Liebscher who, over the past 15 years, has built up Wolf Theiss to become one of the market leaders in arbitration. A valued friend and colleague is leaving for new challenges and we wish him all the best.”