Category: Austria

Christopher Peitsch, Jakob Hartig, and Christoph Reiter have been promoted to Partners at Cerha Hempel in Austria.

Peitsch became a Partner in the Employment Law department of Cerha Hempel. According to the firm, the former Attorney at Law’s practice areas include “advising clients on the law governing working time, the cross-border deployment of personnel, and the provision of employment law advice in connection with corporate transactions.” He has been with Cerha Hempel since 2012, when he joined the firm as an Associate.

Hartig, a former Counsel,  is a Corporate and M&A specialist. According to Cerha Hempel, Hartig specializes in commercial law and reorganizations. He has been with the firm since 2012 when he started as a Trainee Lawyer.

According to Cerha Hempel, Reiter, a former Counsel as well, focuses on “IT/TMT, e-commerce, general civil and contract law, and insolvency law and restructurings.” Reiter has been with Cerha Hempel since 2015. Before that, he spent over two years with Alix Frank and, earlier, a year with Dorda.

“We’re delighted that Christopher Peitsch, Jakob Hartig, and Christoph Reiter, all of whom have many years of experience as attorneys, have rightfully been made partners of our firm,” Managing Partners Albert Birkner and Clemens Hasenauer commented.

Schoenherr has advised Gropyus on its EUR 100 million Series B financing round led by Vonovia. Cerha Hempel advised Vonovia.

Vonovia is a German residential real estate company listed on the Frankfurt Stock Exchange and part of the DAX German stock market index. 

Gropyus is a Vienna-based property technology scale-up. According to Schoenherr, Gropyus is “digitalizing and transforming the residential market, establishing living as a service-driven product.” With this round, its total funding to date exceeds EUR 200 million.

Schoenherr’s team included Partners Thomas Kulnigg and Christoph Haid and Attorneys at Law Niklas Kerschbaumer and Andreas Lengger.

Cerha Hempel’s team included Partner Thomas Zivny and Associate Juergen Scheuchelbauer.

On January 4, CEE Legal Matters reported that Dorda, working with Loyens & Loeff, had advised Croma-Pharma on entering into a business combination agreement with the European Healthcare Acquisition & Growth Company. CEE In-House Matters spoke with Andreas Prinz, Managing Director at Croma Pharma, to learn more about the deal.

CEEIHM: To start, tells us a bit about Croma-Pharma and its operations.

Prinz: Croma-Pharma is an Austrian family-owned and family-run business focusing on minimally invasive aesthetics and reconstructive medicine. It is a fast-growing company with offices and production sites in Austria, Italy, Brazil, France, Germany, the Netherlands, Poland, Portugal, Romania, Spain, Switzerland, and the UK.

CEEIHM: How did the deal with EHC come to be?

Prinz: The introduction between EHC and Croma Pharma was made by a plastic surgeon. After several meetings between the companies, we managed to establish a common understanding and alignment of expectations. Governance and Valuation were the two major points, which were discussed and agreed upon before entering the legal work.

CEEIHM: What can we expect next, now that the deal has been concluded?

Prinz: Upon closing of the transaction, EHC is expected to be converted into a public company with limited liability (naamloze vennootschap) named Croma N.V.

CEEIHM: What was the most complex aspect of the deal from a legal perspective?

Prinz: It was the first De-SPAC transaction in the Austrian market, making this a legal milestone. The complexity is reflected especially in the following aspects:
• The future corporate governance should reflect the interests of all stakeholders.
• The cross-border aspect – differences between Austrian and Dutch law, especially when establishing a SPAC.
• As founders, retaining the most possible control over Croma post-closing – which is difficult under Dutch law and shareholder-interests of listed companies.
• A prediction of the actual share of Croma the Prinz family will hold after closing.

CEEIHM: And why did you pick Dorda as your advisors on this deal?

Prinz: We have a longstanding relationship with Dorda with regard to corporate and M&A matters, in addition to which their expertise in capital markets law was very helpful in this challenging transaction. We appreciate their reliability and responsiveness as well as their flexibility. Specifically, I want to mention Juergen Kittel, who is a trusted advisor and a member of the supervisory board and advised us on all major transactions in the last years.

Originally reported by CEE In-House Matters.

Cerha Hempel has advised ARE Austrian Real Estate on the acquisition of an office and hotel building in Vienna from Generali Real Estate. Schoenherr advised Generali.

ARE Austrian Real Estate specializes in office, residential, and development properties. Its portfolio comprises around 583 existing properties and around 35 projects under development.

According to Cerha Hempel, “the building is in an attractive location between the Sonnwendviertel and the established cluster of office buildings at Vienna’s main railway station. With around 9,200 square meters of floor space, the property’s tenants include the Federal Finance Academy of the Federal Ministry of Finance, a hotel with 40 rooms connected to the adjacent building, as well as a Billa supermarket, and a branch of Oberbank.”

Cerha Hempel’s team included Partners Mark Krenn and Heinrich Foglar-Deinhardstein, Counsel Jakob Hartig, Attorney at Law Marko Vladic, and Associates Johanna Kaschubek and Christoph Stingeder.

Schoenherr’s team included Partner Michael Lagler and Associate Markus Buchleitner.

Dorda, working with Grub Brugger, has advised ZF Friedrichshafen on its acquisition of insolvent tachograph developer Intellic Germany along with its insolvent Austrian assets. Held Berdnik Astner & Partner reportedly advised the seller.

“Through this acquisition, ZF succeeded in expanding the digital fleet management segment and further strengthening its leading position as a ‘one-stop shop’ for commercial vehicle manufacturers, fleets, and industrial partners,” Dorda informed.

The Intellic Group is an Austria-headquartered technology company with a research center in Germany that develops and manufactures digital tachographs.

ZF is a technology group that supplies systems for passenger cars, commercial vehicles, and industrial technology mobility.

The Dorda team was led by Partner Christian Ritschka and Attorney-at-Law Magdalena Nitsche and included Partners Felix Hoerlsberger, Nino Tlapak, Heinrich Kuehnert, and Veit Oehlberger, Counsel Andreas Seling, and Associates Emina Dedic, Franziska Hauser, Paul Traar, and Michael Hardt.

Former Attorney-at-Law Lisa Haslinger has been promoted to Partner at Vavrovsky Heine Marth in Vienna.

Specializing in real estate, Haslinger first joined Vavrovsky Heine Marth in 2015 as an Associate. She became an Attorney-at-Law in 2019. Before joining the firm, she was an Associate with Dr. Maria Windhager from 2014 to 2015, and with Haslinger Nagele & Partner from 2012 to 2013.

“The increased complexity of real estate projects, environmental, and building regulations require, on the one hand, in-depth expertise in the disciplines of public law, and real estate law on the other,” Vavrovsky Heine Marth Founding Partner Christian Marth commented. “We see Lisa’s well-founded know-how in both areas as one essential key for efficient advice and support for real estate projects.”

Cerha Hempel has advised Stadlmann TEC on its joint venture with The Specialist Group International resulting in the incorporation of Star Stadlmann. BPV Huegel advised TSGI on the JV deal and on the acquisition of Stadlmann TEC’s personnel leasing division.

The Specialist Group International is a personnel service provider. It focuses on the provision of highly qualified personnel and supports clients in the chemical, infrastructure, and renewable energy sectors. Operating as Star, the company also provides project support in the oil, gas, and power industries.

Stadlmann TEC is an Austrian engineering company focusing on mechanical and plant engineering, technical informatics, electrical engineering, and building services.

According to Cerha Hempel, the two companies will “work together to support their clients in connection with projects designed to facilitate an energy revolution in Austria and Germany, primarily to help them implement sustainable projects in the fields of energy and (industrial) production.”

According to BPV Huegel, “The Specialist Group International has recognized the enormous potential of Stadlmann Tec GmbH’s personnel leasing business. Therefore, they joined forces with Managing Director Ferdinand Stadlmann and shareholder and key employee Christoph Lang to incorporate Star Stadlmann GmbH and acquire the personnel leasing division of Stadlmann Tec. Through this cooperation, it is expected to grow within Austria and expand into new sectors in order to further ensure the future success of Star Stadlmann.”

Cerha Hempel’s team included Partner Thomas Trettnak, Attorneys Wolfgang Schreiner and Christopher Peitsch, and Associate Bogdan Capra.

BPV Huegel’s team included Partners Elke Napokoj and Michaela Pelinka, Attorney at Law Walter Niedermueller, and Associate Christian Klein.

Freshfields Bruckhaus Deringer has advised KGAL Investment Management on the sale and leaseback arrangements for three Airbus A220-300 aircraft with Air Baltic.

According to Freshfields, “the aircraft are beneficially owned by KGAL APF 5, a fund for institutional investors established and managed by KGAL. The lease agreements have been arranged and are managed by German Operating Aircraft Leasing. The transaction marks the first cooperation between GOAL and Air Baltic, and with the Airbus A220 GOAL adds a new aircraft model to its asset portfolio.”

According to the firm, “the aircraft are debt financed by non-recourse loans which are cross-collateralized. The loans were arranged and fronted by Natixis and supported by a Balthazar insurance policy. This is the first Balthazar-backed transaction for KGAL/GOAL.”

Freshfields’ team included Vienna-based Principal Associate Mathias Lehner and Associate Willibald Salomon as well as team members in Frankfurt and London.

Freshfields Bruckhaus Deringer did not respond to our inquiry on the matter.

Editor’s Note: After this article was published, Ellex announced it had advised Natixis in its capacity of lender and security trustee in financing the transaction for KGAL. The firm’s team included Associate Partner Valters Diure and Senior Associate Beata Plocina.

E+H has advised Wienerberger on its acquisition of the Terreal operations in France, Italy, Spain, and the US together with the Creaton business in Germany and Benelux from France’s Terreal Group. Latham & Watkins, Advant, Garrigues, Masotti Cassella, Holland & Knight, and Stibbe reportedly advised Wienerberger as well.

The transaction remains contingent on regulatory approval. Wienerberger is an international manufacturer of building materials and infrastructure solutions. The Terreal Group is a France-headquartered provider of roofing and solar solutions.

According to E+H, “the Terreal business to be acquired by Wienerberger is expected to generate revenues of EUR 740 million and run-rate EBITDA of EUR 100 million in the 2022 financial year. The enterprise value of the Terreal businesses concerned is EUR 600 million, subject to customary closing adjustments.”

E+H’s team included Partners Josef Schmidt, Peter Winkler, Dominik Juster, and Philipp Schrader, Attorney at Law Steve Jeitler, and Associates Alina Holzer and Alexander Koschell.

E+H did not respond to our inquiry on the matter.

Editor’s Note: After this article was published, Binder Groesswang announced that it advised Wienerberger on merger control in Austria. The firm’s team included Partner Christine Dietz, Attorney at Law Christoph Raab, and Associate Stefanie Syrch.

Additionally, Wozniak Legal and Radovanovic Stojanovic & Partners also advised Wienerberger on merger control, in Poland and Serbia respectively.

The Radovanovic Stojanovic & Partners team included Partner Anja Tasic, Attorney at Law Zivko Kovacevic, and Associate Irina Petrovic.

Wozniak Legal’s team included Partners Grzegorz Wozniak and Grzegorz Dudek and Senior Lawyer Krystyna Siwicka.

On March 1, 2024, Wolf Theiss announced it had worked alongside Weil Gotsthal & Manges to advise the Terreal Group. The Wolf Theiss team included Vienna-based Partners Andrea Gritsch, Claus Schneider, and Zeno Grabmayr, Senior Associate Martina Edlinger, and Associate Klemens Kendler; Warsaw-based Partner Katarzyna Wojcik-Bakowska and Senior Associate Katarzyna Miszkiel; and Budapest-based Partner Janos Toth.

Subsequently, Herbst Kinsky announced it worked with Orrick to advise the Terreal Group and its main shareholders on the antitrust aspects of the sale. The Herbst Kinsky team included Counsel Valerie Mayer and Associate Valerie Krischke. The Orrick team included lawyers in Paris and Duesseldorf.

Schoenherr, working with Germany’s Zinger Strachwitz, has advised the shareholders of the FirmenABC Group on their exit to Austrian investor consortium Invest AG and Industrieliegenschaftenverwaltung AG. Wildmoser/Koch and Tracc Legal reportedly advised the buyers.

According to Schoenherr, the exit share purchase agreement was for “all shares in the FirmenABC Group in Austria and Germany. The share purchase agreement was signed on December 22, 2022, and closing is subject to approval by the Austrian Federal Competition Authority and the German Federal Cartel Office.”

According to the firm, “FirmenABC.at is operated by FirmenABC Marketing GmbH. Based in Eugendorf near Salzburg, Austria, the company was founded in 2005 by Klaus Rebernig and Manfred Gansch. As the leading referral marketing agency for small and medium-sized enterprises in the German-speaking region, FirmenABC presents and portrays reputable companies from all sectors.”

Schoenherr’s team included Partner Roman Perner, Attorney at Law Michael Marschall, and Associates Lukas Pirringer and Tobias Hayden.