Category: Austria

  • Taylor Wessing and Wolf Theiss Advise on Korber Acquisition of Exputec

    The Vienna office of Taylor Wessing has advised the Korber Group and subsidiary Werum IT Solutions GmbH on their acquisition of the operations of Exputec GmbH and Exputec Kft. Wolf Theiss advised Exputec on the deal.

    According to Taylor Wessing, “with this acquisition, the Korber Group strengthens its range of digital solutions for pharmaceutical and biotech production. Exputec strategically complements the existing software portfolio of Werum IT Solutions GmbH. Korber’s Pharma business unit offers solutions and consulting for secure and efficient processes in the development, manufacturing, inspection and packaging of pharmaceutical products, including software solutions for efficient and secure production processes.”

    Taylor Wessing’s team consisted of Partners Philip Hoflehner, Martin Prohaska-Marchried, Mario Schiavon, Stefan Turic, Torsten Braner and Brigitte Sammer, Senior Associate Allan Hahn, and Associates Eric Steiner, Lucas Jamnig, Christopher Bakier, Andreas Howadt, Sandra Popp, and Tatiana Horevajova.

    Wolf Theiss’s team included Partner Christian Mikosch and Associate Clemens Pretscher.

  • Dorda Establishes Sustainability Practice Group

    Dorda has established a Sustainability Practice Group, “bring[ing] together experts from various legal fields to provide targeted support to companies in their efforts to operate successfully and sustainably at the same time.”

    According to the firm, “the Dorda Sustainability Practice Group is intended to ensure comprehensive support for its clients. Against this background, experts from all legal fields work together with a shared mission: To help companies use their resources in a sustainable, responsible and reasonable way and thus to operate successfully in the long term. For example, the lawyers help identify ESG risks in M&A transactions, adapt to ESG compliance regulations and implement sustainable real estate projects and sustainable financing projects.”

    “While sustainability offers companies many opportunities, it also presents them with completely new challenges,” said Partner Andreas Zahradnik, who co-initiated the Sustainability Practice Group. “It is therefore essential to have a powerful team that is familiar with all facets of the topic and can deal with it not only theoretically but also practically.”

    “The already tight regulatory framework is also becoming increasingly tight in the area of sustainability,” added Senior Associate Christian Scholler, who co-initiated the group with Zahradnik. “We therefore expect that sooner or later almost all companies of a certain size will have to deal with the topic. So it pays off for companies from all sectors to be among the first to get involved, as long as the market can still be defined. We are reliably on their side to ensure compliance with the legal environment.”

  • Austrian Government Proposes New FDI Screening Act

    On 27th May 2020 the Austrian government submitted a proposal for a new foreign investment screening act (Investitionskontrollgesetz) to the Parliament (the “Proposal“).

    The Proposal seeks to tighten the currently applicable screening instruments for investments by non-EEA/non-Swiss investors, by broadening the the scope of foreign investments that need to undergo vetting. It also transposes the requirements under the EU Screening Regulation. Importantly, it will set in place the mechanism to enable the structured cooperation process between the European Commission (EC) and the Member States foreseen under the EU Screening Regulation.

    The key elements of the Proposal are:

    • The Proposal introduces a new 10 % share threshold (voting rights) for investment in certain critical sectors, thereby lowering the current 25 % threshold.

    This includes (i) defence / defence technology, (ii) critical energy infrastructure, (iii) critical digital infrastructure (in particular 5G infrastructure), (iv) water, (v) systems that enable data sovereignty of the Republic of Austria, and (vi) medicines, vaccines, medical devices and personal protective equipment. For the latter, the 10 % threshold is temporarily introduced until 31 December 2022 in light of the COVID-19 emergency.

    • For investments in other sensitive sectors the triggering threshold remains at 25 % and 50 % (voting rights). This includes (other than the above-mentioned) investments in the following areas: (i) critical infrastructure, which is essential for the maintenance of vital societal functions; (ii) critical technologies and dual use items as defined in Regulation (EC) No 428/2009; (iii) supply of critical inputs, including energy or raw materials, as well as food security; (iv) access to sensitive information, including personal data, or the ability to control such information; and (v) the freedom and pluralism of the media.
    • Apart from share acquisitions (with a threshold system at 10 %, 25 % and 50 %) the Proposal covers investment that lead to control over an Austrian company. Control is defined by reference to control concept under EU merger control.
    • The new triggering thresholds clarify that indirect acquisitions are also covered. This aims to close a loophole in the current system.
    • The Proposal foresees an exemption for investments in micro-enterprises (including start-ups). This exemption will carve out foreign investments in undertakings with fewer than 10 employees and an annual turnover or balance sheet below EUR 2m.
    • While the notification obligation rests primarily with the acquirer, the Proposal foresees (in subsidiarity) an obligation for the target company to notify.
    • A considerable part of the Proposal is devoted to the cooperation mechanism for exchanging information and cooperating with the EC and other EU Member States under the EU Screening Regulation.

    The Proposal is now in public consultation (until 12 June) and will then go through the parliamentary law-making process. Under the current schedule the new law is envisaged to enter into force at the latest by 11 October 2020 (deadline to transpose the EU Screening Regulation).

    By Volker Weiss, Partner, and Constantin Fladerer, Associate, Schoenherr

  • Inside Insight: Interview with Ingo Steinwender, Group Head of Legal at CA Immobilien Anlagen

    CEE Legal Matters first interviewed Ingo Steinwender in 2014, near the end of his first year as Group Head of Legal at CA Immobilien Anlagen AG, one of the largest real estate companies in Austria. Six years later, we check in.

    CEELM: Remind our readers who you are and how you got to your current position.

    Ingo: My name is Ingo Steinwender. Since 2013 I have been the Group Head of Legal of the Austrian-listed CA Immobilien Anlagen AG, a leading European real estate player. Before joining CA Immo I worked for Deloitte, Schoenherr, Cerha Hempel, Eyemaxx Real Estate, and an Austrian family office.

    CEELM: You’ve been with CA Immo for over seven years – and in the real estate sector throughout your entire 12-year in-house career. What is it about your work and the sector that keep you interested?

    Ingo: Simply because in the last six years with CA Immo there has been no routine and always even-more challenging projects. Every transaction has certain legal, technical, or commercial challenges (despite quite uniform SPAs) and the same is true for development and asset management.

    My enthusiasm for real estate is further fostered by the boom of this industry and of course the great performance of CA Immo.

    CEELM: Given the nature of the company you work for, one would expect you and your team to do far more transactional legal work than most Heads of Legal. Is that the case? If so, how has that influenced the development of your team?

    Ingo: We do transactional legal work in Austria and Germany, in our home jurisdictions, partly in-house, partly with the help of external counsels. It depends on whether CA Immo is selling or buying, on our capacities, and on the legal complexity.

    In CEE and SEE the Vienna-based in-house team is the legal manager and decision-maker in transactions, and we deal with external counsels because we are dealing with a foreign jurisdiction. In my point of view, this is the industry standard.

    CEELM: While the company is headquartered in Austria, it reportedly controls property assets of approximately EUR 4.7 billion in Germany, Austria, and across CEE. Do you tend to hire in-house colleagues locally to support you or do you tend to work with external counsel?

    Ingo: The figures are true and will be ever-increasing. My team is based in Vienna, Munich, Frankfurt, and Berlin. In these markets, we tend to work in-house, whereas in CEE and SEE we employ external counsels and only manage extraordinary projects (like transactions, material litigations, or developments) from Vienna.

    We think this structure best suits our business model, given, in particular, the different fee levels of external counsels compared to salaries for highly qualified senior lawyers in the various markets. Actually, we do not plan to hire more beyond our current team in the near future.

    CEELM: If you had to pick, name the three projects you are proudest of having worked on. What was it about them that stands out?

    Ingo: The first was in 2013: the sale of the “Hessen Portfolio Leo II,” a portfolio deal with 36 properties in Germany sold to a fund managed by German Patriza with a deal value of more than EUR 800 million. This transaction makes me proud because it was my first portfolio transaction of considerable size and we managed to close it within a short time under seller-friendly terms.

    The second was in 2015: The attempt to partially take over Immofinanz, which, despite its failure, proved the abilities of our in-house team to manage complex legal issues within a short time and under pressure.

    The third is our 2020 filing of the first action for damages in the symbolic amount of EUR 1 million (out of a total damage of EUR 1.9 billion) against the Republic of Austria and Land Karnten, which is an unprecedented court case in Austria resulting from, in CA Immo’s view, the unlawful privatization of the federal residential property companies in 2004.

    CEELM: And what one project did you find particularly challenging and complex?

    Ingo: I would say that the projects I mentioned in my previous answer were personally also the most challenging – each in its own way. One of the most important keys to success is the team. The main takeaways from every project for me as a GC is that I have to carefully select the (internal and external) team, build the team (in particular nurturing a “one for all and all for one” culture), even before the start of the project, and then proactively manage and support the team.

    CEELM: What do you see on the horizon – either in significant trends in the sector or in terms of legislation – that you believe is most likely to impact your work within CA Immo?

    Ingo: We are keeping an eye of course on ongoing legal developments, but apart from that at the moment specifically on the beginning of digitalization of the real estate business and its legal impact. Apart from data protection digitalization touches many established workflows and procedures which must be adjusted or raised in particular liability discussions.

    CEELM: On the lighter side, looking around your office, name three items: the first thing you’d pick up and run within the case of a fire, the thing which best represents your work/management style, and the thing you believe most readers would be surprised to hear you have in there.

    Ingo: Of course my laptop to have all the information I need, then my phone to be able to talk to people as I deem the personal contact becoming more and more important in these digital, anonymous times. There are no surprises in my office, which is equipped in only a very Spartan fashion and – actually after our office refurbishment – lacks personal items.

    This Article was originally published in Issue 7.3 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Foreign Investment: Benefits of Austria’s Legal Environment for CIS Investors

    Austria is one of the most desirable destinations for investors from Commonwealth of Independent States (CIS) countries. It is frequently chosen as a country for investment or as a hub for doing business in Eastern and Southern Europe. In addition to Austria’s attractive economic and political environments, investors can benefit from Austria’s legal environment, in particular (a) the general accessibility of its market; (b) Austria’s flexible corporate law, which has a lot of similarities with CIS corporate law; (c) the country’s comfortable tax regime; and (d) benefits the country extends to startups. Below we briefly consider these benefits.

    First, CIS investors are free to hold assets in Austria, except in a few very specific cases, which are almost identical to CIS countries’ regulations (e.g., strategically important objects and land, where an individual would require special structures).

    Second, Austrian corporate law is similar to CIS corporate law. The main legal forms for investments are limited liability companies (GmbHs) and joint stock companies (AGs). Investment can flow through a joint venture vehicle or an Austrian subsidiary. Though in CIS countries the minimum charter capital is much lower, in Austria, at EUR 35,000-70,000, it is still manageable, and the funds can be used for business activities and maintenance of the company. Only 50% needs to be paid prior to registration for a GmbH and 25% for an AG. As in CIS countries, GmbHs have a flexible two-tier or one-tier management structure. Information on participants and management of GmbHs is available in the Firmenbuch (similar to the Unified State Register of Legal Entities in the CIS). Conversely, in an AG the identity of the shareholders remains confidential. The public shareholders’ agreement or confidential syndicate agreement are the key documents to regulate voting rights, lock-ups, options, and financing. Provided that options and lock-ups are stipulated in the shareholders’ agreement, they are enforceable against third parties. CIS investors will benefit from developed court practice related to warranties and representations in Austria.

    Third, disputes resolved in Vienna’s arbitration court can be enforced in Russia, which adds comfort to joint venture partners.

    Fourth, CIS investors can benefit from Austrian private foundations, which have flexible regulations and provide certain tax benefits. They are broadly used to manage both real estate and shareholding in other companies.

    Fifth, the Austrian tax regime is investor-friendly. Austrian law acknowledges group (where a parent company has more than 50% in the affiliate and a tax group exists for at least three years) taxation, which means that losses incurred by individual members of the group can be offset by profits from other group members. There is no limitation for directly-held foreign subsidiaries to be included in the group. Losses may be carried forward for an unlimited number of years and be offset by later gains. The corporation flat tax rate (for GmbHs and AGs) is 25%, and this will be reduced to 21% in the near future. Dividend distributions received from Austrian companies by Austrian or foreign subsidiaries are, in general, not subject to corporation tax. Gains from the sale of shares in foreign subsidiaries are also not subject to corporate income tax. As a rule, the distribution of dividends from an Austrian company to its Austrian or EU parent company are generally not subject to withholding tax; the same applies to interest and royalty payments. The withholding tax for distribution to individuals in Austria or to non-EU companies is 25-27.5%. It can also be reduced to 0% if the dividend is paid in the form of a share premium repayment. The distribution of profits to non-Austrian shareholders or companies outside the EU is subject to tax in accordance with the terms of the applicable double tax treaty agreement, and Austria has double taxation treaties with more than 80 countries, including Cyprus, Luxembourg, the Russian Federation, Ukraine, the Republic of Kazakhstan, and other CIS countries.

    Lastly, Austria welcomes business startups by exempting startup shareholders from a number of stamp and court duties and transfer taxes, subject to certain requirements. There is a research premium system in the form of a tax credit; this leads to a payment of 14% of the research expenses to operative researching entities in Austria (and in the EU). In addition, companies with fewer than 250 employees are entitled to an investment growth bonus of up to EUR 67,500.

    This list of benefits is by no means exhaustive and there are many more advantages to investing in Austria.

    By Ekaterina Larens, Senior Associate, and Christoph Mager, Partner, DLA Piper Weiss-Tessbach

    This Article was originally published in Issue 7.3 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

     

  • The Big 4: An Emerging Alternative in Austria

    The move by the Big 4 firms – Deloitte, KPMG, EY, and PwC – to capitalize on their client lists and their multi-disciplinary capabilities by extending the ability of their legal arms to compete with traditional law firms is by now well-established. In Austria, their legal arms have begun competing aggressively for talent as well.

    Launch and Expansion in Austria

    Unsurprisingly, all the Big 4-associated law firms in Austria were founded by partners from high profile traditional law firms.  “Our firm is ten years old and was initially founded by Andreas Jank and me as a spin-off of Fellner Wratzfeld & Partner,” explains Maximilian Weiler, Partner at Jank Weiler Operenyi – Deloitte Legal. “We were a small law firm in Vienna, when we first started, focusing mainly on Corporate/M&A and Banking & Finance.” Some three years later Alexander Operenyi joined from Freshfields Bruckhaus Deringer, giving the partnership its current name. “We had some projects with the local Deloitte team and they, one day, asked us if we would be interested in joining their global network – which we, after negotiating the details of the cooperation, finally did in June 2017,” remembers Weiler. As a result, the firm more than doubled in size, “with respect to employees and expertise – we recruited partners for new practice fields that we hadn’t covered before, like employment and data protection, which gave us a bigger depth of field for a broader base of providing service.” Notably, former Wolf Theiss Partner Gabriele Etzl joined the firm in 2017 and former Baker McKenzie Partner Marc Lager joined in February of 2020.  The firm now counts 25 fee earners, plus staff. “We’re still growing and still recruiting,” Weiler says, happily.

    EY Law is rapidly growing in Austria as well. “We were among the first movers in Austria,” says Mario Gall, Partner at Pelzman Gall Gross – the legal arm of EY – with pride. “What was back then, in 2012, a band of 12 lawyers, numbered more than 20 lawyers some three years ago, and is now a 40-person team operating in all areas of business law.”  According to Gall, “we grew by hiring very talented lawyers, many of which started their careers in well-known traditional law firms.” Indeed, Gall himself came to EY Law from Baker McKenzie, as, last March, did another former Baker McKenzie partner, Stephan Gross.

    KPMG Law has recently ramped up its capabilities as well, bringing 11 lawyers onboard – again, from Baker McKenzie – to launch its Austrian legal practice in August of 2019. “Yes, 11 of us that were engaged with Baker were approached and then left to create KPMG Law in Austria,” confirms Wendelin Ettmayer, Partner at KPMG Law Austria – Buchberger Ettmayer. “In summer of 2019 Dieter [Buchberger], I, and three more partners started, with five more lawyers. Now there are 15 of us.”

    Selling Points for Lawyers and Clients

    All claim that moving to the Austrian offices of the Big 4 represented more than a simple financial decision – and use almost identical language in explaining the attractiveness of their new firms.

    “The biggest reason I joined Jank Weiler Operenyi, the Austrian law firm in the global Deloitte Legal network, was, to be honest, the impressive positive culture that the company beamed with,” says Deloitte Legal Partner Marc Lager, who joined Deloitte Legal from Baker McKenzie in February, 2020. “The approach towards work, teams, team members, clients … this is the core way in which a firm differentiates itself from others. The corporate culture here brings out the best in people and focuses on togetherness – it leverages all the tools it has at its disposal.”

    Lager also insists that the Big 4 are, despite their size and long histories, forward-thinking. At traditional law firms, he says, “the culture, the very approach to practicing law, is different, it can be very conservative.” Such firms, in his opinion, often employ business models that are “based on individuals, are clearly hierarchal, and focus too much on billable hours in the short term.” While acknowledging the value of individual contributions and the added-value of the personal networks partners at traditional law firms are able to bring to the table, Lager believes that “this environment makes it very difficult for juniors to grow, to get access to clients. Information flows from a senior to a junior and this can lead to a communications breakdown, with incomplete information.” As a result, he says, some firms may experience a leveling-down effect – even though they have very talented lawyers working for them, those lawyers are often not given much room to progress.

    “The status quo is very difficult to change, in law firms,” Lager continues, turning to what he believes his new firm does differently. “A law firm is all about getting the client to the firm, whereas here, at Deloitte Legal, it’s all about getting the firm to the client.” He says that when this became apparent to him, along with what he describes as Deloitte Legal’s innovation-orientated approach to technology – he was sold. “Sometimes you can see, in law firms, that senior lawyers do not necessarily express a desire to learn how the tech that their company uses actually works – it is viewed as something foreign. On the other hand, at Deloitte Legal, technological innovation is embraced with open arms.” As a result, he says, instead of having to use a lot of man-hours to get work done, “[Deloitte Legal] drives costs down by using all of the tech that is at its disposal. This allows for efficient use of talent – one which does not force [lawyers] to do mind-numbing work for days on end – which reduces the rate of errors and allows them to focus on legal problems.”

    And Lager points to the personal focus at Deloitte Legal as well. “What impressed me was the approach [Deloitte Legal] had when they approached me – the first thing they said was that they want people to fit in well, to be able to work together.” Indeed, he says he “clicked immediately” with his new colleagues. “It went rather smoothly,” he smiles, recalling how surprised he was at the informal communication style at the firm. “At first I found it odd that such a large consultancy firm didn’t foster a culture of formality, but then I realized that it was precisely that which kept everybody in good spirits – we’re all one team and team members have to be approachable in order to have cohesion.”

    Ultimately, Lager says, Deloitte Legal’s success is tied to its multi-disciplinary nature. He says he was impressed by how “quickly Deloitte Legal brings people together” and by how the company’s “cross-sectoral approach is felt from initial brainstorming on how to approach a client all the way up to the pitch and later service implementation.” He feels that this approach fosters both unity and transparency in the firm.

    Ettmayer describes a similar culture at KPMG Legal. “The enthusiasm and the spirit of people in KPMG are contagious – everybody is focused on growing legal as one of the core areas of the company,” and he says that it is “most exciting to be able to contribute to that development.”

    Ettmayer says that the true difference between KPMG and a traditional law firm is that the former deploys a “fully integrated” service. At KPMG, he says, he is in constant contact with both tax and M&A advisers, and the cooperation is tighter. This exchange, he says, is facilitated by the fact that KPMG Law is in the same building with the rest of KPMG, so “we have a chance to see each other daily and have a much more familiar and relaxed type of communication.”

    Mario Gall says he was attracted to the “multidisciplinary environment and the fact that both EY and EY Law are present in a large number of jurisdictions around the world.” He notes that this allows him and his colleagues to “cooperate closely with other service lines of EY, such as Tax and Transaction Advisory Services, both in Austria and abroad.”

    Gall believes that this type of a cross-sectoral approach “reduces complexity for the clients who no longer need to coordinate different streams of consultants,” in order to harmonize the stream of services they receive. As a result, he says, “our services are aligned before we approach clients with our analysis and recommendations.”

    The Managing Partners of the legal arms of the Big 4 in Austria insist that their firms are able to provide a distinct kind of service to clients as well.

    “To be honest, I think that’s the future of legal services,” says Weiler. “We provide one-stop-shop services with other fields of expertise, such as tax, financial advisory, or consulting.” He feels that Deloitte Legal is able to assist multi-disciplinary teams in “nearly all fields of expertise – more or less all over the world. Only very few law firms, if any, can offer similar services within their own network.”

    As a result, Weiler says, “a lot of business that used to go to traditional law firms is being rerouted to the Big 4 law firms – which is the goal for all of us that work with them, to get referred within our network and not have work go to outside law firms.” He describes having exclusivity in performing all legal work for clients as the “endgame scenario.” And he’s confident about achieving that goal. “I feel that, in a few years, our work will become even more disruptive due to clients desiring a one-stop-shop rather than wanting to go around shopping for firms that practice in specific areas.”

    Lager, his colleague at Deloitte Legal, chimes in. “The Big 4 have a breathtaking client base – and by leveraging this and using these connections the options and the potential for further growth are huge. I firmly believe that if Deloitte Legal, and other similar-minded Big 4 companies, continue to work more efficiently and employ a more relaxed cultural approach – the traditional law firms cannot compete.”

    Gall agrees with this being one of the key reasons why EY Law gets a lot of work. “Clients very much appreciate our multi-disciplinary approach. In combination with our large network, it increases efficiency a lot.”

    Even though “personal relationships that are still quite important in Austria,” Ettmayer feels that what brings clients to trust and decide to engage KPMG Law is “the increase of quality stemming from close cooperation with tax, advisory, and audit colleagues.” He feels that the “dense network” KPMG has is a “real universal service provider.”

    Ultimayely, Ettmayer says, the “integrated approach” of the Big 4’s legal arms “really benefits the clients. It’s our task to convince them that integrated services – IT, Management Consulting, Transformation Advice, Tax – can all be received in the same place.” Precisely for this reason, he insists that he won’t be going back to “practicing law traditionally” anytime soon. “I’m just very excited to be a part of a company that strives to grow in this one-stop-shop manner – I’d rather try and persuade teams from established law firms to come to us rather than go back to one myself.”

    And to some extent, the success of one benefits all. “The bottom line is that to get awareness and eminence of the one-stop-shop concept,” says Weiler in conclusion, “everybody needs to win.” Thus, he says, “in that respect, we want to see the other three Big 4 firms succeed with their legal arms – so we all can. We are not direct competitors and I hope for all the best for the other three Big 4 legal arms – we are all in this together.”

    This Article was originally published in Issue 7.3 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

     

  • Guest Editorial: The Ever-Changing Legal Market

    Everybody talks about the speed at which life moves in our globalized world. And the Austrian legal market isn’t evolving more slowly – so keep up the pace!

    With more than twenty years of experience in the legal market, there is one thing I can say for sure: the legal market is evolving incredibly fast, so much so that it is some-times hard to keep up. This is one of the biggest challenges in our daily business – but at the same time it is also what makes our profession unique in comparison to what the practice of law used to be 20 years back.

    This is true in Austria as everywhere else. There has been considerable change in the market. The legal climate of, say, 2018 was vastly different from where it is now, and it will undoubtedly hold new surprises for us this year. To give you some examples, let’s take a look at some interesting developments from the past year.

    Recent statistics show that the number of transactions on the Austrian m&a market decreased by 13.8% compared to 2018. This is especially significant when looking at high-volume deals. There was no significant high-end-inbound-transaction in 2019 on the Austrian m&a market. As there are not enough interesting targets, companies are holding back and waiting for an economic correction to come. As soon as that happens, there will be no time to waste!

    While some business sectors are decreasing, others are facing increases in deal volume. Due to low interest rates, the real estate and construction business is booming. Actually, the real estate sector is currently the only one on the Austrian market performing so well as, in 2019, six billion euros were invested in the Austrian market in this sector, and every second real estate transaction had a quantum higher than 100 million euros. But still: the highs do not remain undisturbed. The high demands are not matched by supply and everybody is waiting for the new Austrian government to take further action regard-ing topics such as brokers’ commissions and changes in rental law. It remains to be seen what the impact of action in this regard could be to the Austrian real estate market. Chances are that the effect will be significant.

    And then there are also global developments which impact the Austrian legal market. Barely a day passes without new climate change-related issues. It was only a matter of time until this topic would gain more popularity in the public sphere and, now that it has, new laws and regulations are being adopted in order to provide the necessary regulatory framework to address it. The legal community is currently waiting for new steps to be undertaken by the government. The governmental program of OVP/Greens foresees significant innovation in the sector for renewable energies and energy efficiency, and we are already on the starting blocks!

    So what does all of this mean for our profession? I guess it is more important than ever to respond flexibly to market conditions, and to figure out ways of being aware of new developments and trends before your clients and competitors do. Or, to work with our competitors in developing strategies that empower all practitioners, as we are doing in the legal tech sphere. Staying on top of the latest political and economic developments is important and wasn’t always a part of the lawyering job – but in 2020 it is, more than ever, an important part of getting the job done! The days of sitting behind a big wooden desk and exclusively doing client work are so far behind us that younger generations might not even be aware of them. In addition to billable work, lawyers also have to stay on top of legal tech developments, be active on social media, be business developers and PR-all-rounders.

    So what can you do to keep up in this rapidly changing world? I think that having a strong team is what keeps the machinery going – as with everything in life – and when these people share the same values and a common vision, that is even better. Then it becomes easier to open new avenues of legal advice and to keep developing innovative products. Exchanging ideas with colleagues from other firms and jurisdictions also pro-vides a better overall picture of the developments on the market. In the end, it is an easy task to keep up the pace with a portion of passion, curiosity, and an eye for the big picture.

    By Michael Lagler, Managing Partner, Schoenherr

    This Article was originally published in Issue 7.3 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

     

  • Wolf Theiss, Brandl & Talos, and Herbst Kinsky Advise on MSD’s Acquisition of Themis Bioscience

    Wolf Theiss and Covington & Burling have advised MSD on the acquisition of 100% of Austrian biotech company Themis Bioscience. Brandl & Talos and Wilson Sonsini Goodrich & Rosati advised the selling shareholders on the deal, which remains subject to regulatory approval, with McDermott Will & Emery and Herbst Kinsky advising Themis Bioscience. Financial details were not disclosed.

    According to Brandl & Talos, the shareholders of Themis Bioscience include Farallon Capital Management, Global Health Investment Fund, Adjuvent Capital, Wellington Partners Life Sciences, Ventech, Omnes-Fonds, Hadean Ventures, and Aws Gruenderfonds.

    According to Wolf Theiss, Themis, which was founded in 2009, “is developing a pipeline of vaccine candidates and immune-modulatory therapies on the basis of an innovative measles virus vector platform. Themis is currently researching a vaccine candidate targeting SARS-CoV-2 for the prevention of COVID-19.” For its part, the firm reports, “MSD is a global leader in infectious diseases and vaccines, with a long history of researching, developing, manufacturing, and distributing vaccines. The acquisition builds upon ongoing collaboration between the two companies and is expected to accelerate the development of Themis’ COVID-19 vaccine candidate.”

    Wolf Theiss’ team included Partners Hartwig Kienast, Kurt Retter, Georg Kresbach, Ralf Peschek, Karl Binder, Consultant Adolf Zemann, Counsel Jochen Anweiler, Senior Associates Michael Kienzl and Paulina Pomorski, and Associates Lukas Slameczka, Clemens Pretscher, Dominik Engel, Lisa Babler, and Michael Meindl.

    Brandl & Talos’s team included Partner Roman Rericha, Attorney Markus Arzt, and Associates Stephan Strass and Matea Plavotic.

    Herbst Kinsky’s team included Partner Florian Steinhart and Attorney Felix Kernbichler.

    Wilson Sonsini’s team included Partners Robert Ishii and Miranda Biven.

    McDermott Will & Emery’s team included Partners Emmanuelle Trombe and David Lipkin.

    Covington & Burling’s team included Partners Catherine Dargan and Michael Riella.

     

  • The Buzz in Austria: Interview with Paul Luiki of Fellner Wratzfeld & Partners

    “The fairly stringent lockdown imposed by the Austrian Government in mid-March resulted in a relatively small number of infections,” says Paul Luiki, Partner at Fellner Wratzfeld & Partners in Vienna. “Apart from being able to get the infection under control, they also introduced a EUR 38 billion package to help the economy recover. Even though room for improvement always exists, given the little time the Government had to act, I think the support package on the whole has worked out just fine.”

    Luiki is satisfied with the fact that measures imposed by the country’s Government were successful and ultimately allowed most people to keep their jobs. “More than 25 percent of all Austrian employees have been enrolled in the ‘Short-Time Working Program for Austria,’ in which the Government pays between 80 and 90 percent of salaries,” he says. “This helped a lot of employees keep their jobs. Other measures include liquidity measures for small and large businesses, a EUR 2 billion hardship fund, short-term grants, guarantees for loans, and so on, all in order to keep businesses afloat.”

    A controversy has arisen over the impact of the old Epidemics Act, reports Luiki. “This is a piece of legislation that gives especially owners of restaurants and hotels, all of the businesses that are suffering the most, some more rights when epidemics are announced and they are forced to close down their business. Now, questions are being asked whether they can claim loss of earnings under the Epidemics Act as opposed to just applying for grants, and for some companies obtaining full compensation for loss of earnings for even just a few weeks might turn out to be essential for them in these challenging times.”

    Luiki, himself a transactional lawyer, reports that the volume of deals is down by around 40 percent in German-speaking jurisdictions, but he says that the deals that started before COVID-19 hit are still making it to the finish line. “Wherever a lot of time and money has been invested in a transaction, companies will naturally often try to get them done, even in this situation,” he says. “Compared to the sectors which are obviously struggling, like tourism and the airline industry, the technology sector is very active. Austria has a good reputation for having excellent niche software companies, and the interest for them remains very high.” Luiki adds that even though it’s logical that business is not functioning as it did before the crisis, he “still expects a new peak in investment if we continue having good results with the pandemic.”

    On how work has changed, “I think we are never going to be as efficient working in a virtual surrounding as we are working in person,” he concludes, citing negotiations for an M&A deal with a large group of participants. “However, working virtually for many tasks is definitely possible, and the more we use modern technology, the more sophisticated we get with it. I like the fact that this way, we are able to see people we weren’t frequently seeing before – like our colleagues from other countries, for example. In the end, if you look at it, there’s a positive side to all that has happened, too.”

  • Deloitte Legal and Lumsden and Partners Advise on Vienna’s Partnership with Magenta Telekom

    Deloitte Legal has advised Magenta Telekom on structuring cooperation with the City of Vienna regarding broadband coverage. Lumsden and Partners advised the City of Vienna on the deal.

    “From 2018 to 2021, Magenta Telekom will invest a total of around one billion euros in Austria’s telecommunications infrastructure,” according to Deloitte Legal. “The majority of these investments are made in Vienna. A new, long-term cooperation agreement between the Telekom company and the city ensures the best possible conditions: Smart City, the interconnection of devices, the “Internet of Things” as well as the development of new digital services are specifically promoted and realized together.”

    Deloitte Legal also reports that “WH Media, a subsidiary of Wien Holding, which previously held a stake in UPC Telekabel Wien, became a shareholder of Magenta Telekom, which operates under the name T-Mobile Austria GmbH in Austria.”

    Deloitte Legal’s team was led by Partner Maximilian Weiler and included Partners Stefan Zischka and Sascha Jung, Counsel Johannes Lutterotti, and Associate Gerald Hendler.

    Lumsden and Partners’ team included Managing Partner Robin Lumsden and Partners Irina Tot and Dimitar Anadoliyski.