Category: Deals and Cases

Schoenherr, working alongside Linklaters and Paul Weiss Rifkind Wharton & Garrison, has advised the Carrier Global Corporation on its acquisition of Viessmann Climate Solutions. Hengeler Mueller and, reportedly, Davis Polk & Wardwell advised Viessmann Climate Solutions.

The transaction remains contingent on regulatory approval. According to Hengeler Mueller, “Carrier Global will acquire Viessmann Climate Solutions, the largest business area of the Viessmann Group, in a cash and stock transaction for an enterprise value of EUR 12 billion. The Viessmann Group will become the largest private shareholder in Carrier Global.”

Based in Palm Beach Gardens, Florida, the Carrier Global Corporation is an American multinational heating, ventilation and air conditioning, refrigeration, and fire and security equipment company with over 52,000 employees serving customers in 160 countries on six continents.

According to Schoenherr, “family company Viessmann was founded in 1917 as a local garage for heating technology. Today, it has become a global, broadly diversified group with over 14,500 members and a total annual revenue of over EUR 4 billion. The Climate Solutions and Refrigeration Solutions business areas include sustainable solutions in heating, cooling, water, and air quality.”

“The acquisition will help Carrier create a comprehensive and differentiated suite of sustainable technologies and services in the energy transition market, transforming the company into a global leader in intelligent climate and energy solutions in all major geographies,” Schoenherr informed.

Schoenherr’s team included Austria-based Partners Roman Perner, Constantin Benes, and Volker Weiss, Attorneys at Law Michael Marschall, Franziska Oczlon, and Lisa Todeschini, and Associates Verena Krikler and Michael Sturmair; Hungary-based Partner Kinga Hetenyi, Attorney at Law Adrian Menczelesz, and Associates Zsofia Rideg, Noemi Suller, Aron Hegyi, and Noemi Csiki; Romania-based Partner Madalina Neagu and Senior Attorney at Law Mihaela Popescu; Serbia-based Attorney at Law Djordje Trifunovic and Associate Milos Jokic; Czech Republic-based Partner Vladimir Cizek and Attorney at Law Rudolf Bicek; and Slovakia-based Attorney at Law Jan Farbiak and Associate Jakub Bernik.

The Hengeler Mueller team was led by Duesseldorf-based Partners Matthias Hentzen and Thomas Meurer, with further team members from the firm’s offices in Duesseldorf, Frankfurt, Munich, and Berlin.

Ellex has advised Eesti Gaas on its EUR 120 million acquisition of Gaso from Latvijas Gaze. KPMG Law advised the seller.

Closing is expected in 2023, pending regulatory approval.

According to Ellex, Latvijas Gaze will receive a base equity consideration amounting to EUR 120 million and interest payable for the time until completion.

Eesti Gaas operates in Latvia, Lithuania, Finland, and Poland, under the Elenger brand. In Estonia, Eesti Gaas operates the gas distribution network and supplies its customers with natural gas through pipelines, as well as supplying pressurized and liquefied natural gas.

Latvijas Gaze is a Latvian natural gas company, specializing in the import and sale of natural gas.

The Ellex team included Latvia-based Senior Partner Raimonds Slaidins, Associated Partner Maris Brizgo, Attorney-at-Law Iveta Ceple, and Lawyers Ineta Kanepe and Gabriela Fomina, as well as Estonia-based Partner Martin Kaerdi and Counsel Triin Frosch.

The KPMG Law team included Managing Partner Una Petrauska, Partner Ieva Tillere-Tilnere, and Attorney-at-Law Ugis Ludins.

Schoenherr has advised HS Timber Group on its sale of HS Timber Productions Sebes to Ziegler Group. BPV Grigorescu Stefanica and BPV Huegel advised the buyer.

Closing is expected in mid-2023, pending regulatory approval.

With more than 600 employees, HS Timber Productions Sebes operates a sawmill and other industrial wood processing activities at the Sebes site.

HS Timber Group is a Vienna-based wood processing company, that is active in the timber industry and in the bioenergy sector throughout the CEE region, exporting its products to 70 destinations.

Founded in 1948, Ziegler Group specializes in wood processing. The company originates from the northern Upper Palatinate in Bavaria and has locations in Europe.

The Schoenherr team was led by Partners Christian Herbst and Maximilian Lang and included Partners Volker Weiss, Madalina Neagu, and Narcisa Oprea, Senior Attorney-at-Law Claudiu Stan, Attorney-at-Law Silviu Lazar, and Associate Markus Fasching.

The BPV Grigorescu Stefanica included Managing Partner Catalin Grigorescu, Partner Anca Albulescu, and Managing Associates Nicolae Ursu, Iulia Dragomir, and Cristina de Jonge.

The BPV Huegel team was led by Partner Elke Napokoj and included Partners Stefan Gaug and Gerhard Fussenegger.

Moravcevic, Vojnovic, and Partners in cooperation with Schoenherr has advised the owner of the Adriatic Bank Podgorica on the acquisition of Expobank Belgrade. BDK Advokati advised the shareholders of Expobank Belgrade.

The Adriatic Bank Podgorica is the fifth-largest bank in Montenegro in terms of asset size and the youngest bank in the Montenegrin market.

According to Schoenherr, “this transaction is a step towards expanding the successful business of Adriatic Bank Podgorica, which has seen continuous growth since the change in ownership in 2020. The financial stability of the bank is based on profitable operations and liquidity indicators that are among the highest in the system, while its steady growth has been continuously supported by the owner through additional capital and retention of realized profits.”

Schoenherr’s team included Partners Matija Vojnovic, Vojimir Kurtic, Dusan Obradovic, and Danijel Stevanovic.

The BDK Advokati team included Partner Vladimir Dasic and Associate Sanja Dedovic.

Norton Rose Fulbright and Havel & Partners have advised senior lender Santander Bank Polska on a refinancing facility for Exact Systems. Barrocas reportedly advised Santander Bank Polska on Portuguese legal matters. Rymarz Zdort Maruta reportedly advised Exact Systems. MHJ Legal reportedly advised mezzanine lender Accession Capital Partners.

Exact Systems is a European provider of quality control solutions for the automotive industry.

According to Norton Rose, “the transaction was completed swiftly thanks to a great cooperation between experienced teams at Santander Bank Polska, Exact Systems, and Accession Capital Partners – who acted as mezzanine lender and investor – and the support of capable and efficient counsels in all relevant jurisdictions.”

Norton Rose’s team included Partner Grzegorz Dyczkowski, Counsel Marta Kawecka, and Associates Karolina Majcher, Patryk Gelar, and Daniel Ksiazek.

The Havel & Partners team included Czech Republic-based Partner Filip Cabart, Managing Associate Stepan Cerny, and Associate Tomas Mach and Slovakia-based Counsel Petra Corba Stark and Senior Associate Elena Jarolimkova.

Ellex has advised Estonian software company GT Tarkvara on its sale to Croatia’s Span. Rask advised Span on the deal.

GT Tarkvara is an Estonian software management company that focuses on projects related to digital transformation and cloud and cyber security. Span is a Croatian IT company.

“Span and GT Tarkvara are leading Microsoft partners and with this acquisition, we have combined our extensive know-how and experience,” GT Tarkvara owner and member of the management board Taivo Remmelgas commented. “I am happy that our existing customers will now have access to advanced cloud and cyber security services based on Span’s longstanding experience in operation with large, global companies.”

Ellex’s team included Partner Risto Vahimets and Senior Associate Alla Kuznetsova.

Rask’s team included Partner Timo Kullerkupp and Attorneys Karl-Kristjan Kahm, Kai Villemson, and Karl Erik Esko.

Bernitsas Law has advised Intrakat on its acquisition of Aktor from Ellaktor and Aktor Concessions.

Closing is expected in the fourth quarter of 2023, pending regulatory approval.

“As part of the transaction, Intrakat has also agreed to guarantee the repayment of Aktor’s outstanding intragroup indebtedness of up to EUR 114 million within a certain period,” Bernitsas Law informed.

The Intrakat Group provides infrastructure public projects, concessions, and environmental and real estate development projects in Greece.

Ellaktor subsidiary and construction arm Aktor provides services in the fields of construction, photovoltaic parks, quarry management, technical facilities, and project management.

Bernitsas Law previously advised Intrakat on raising EUR 100 million in equity capital and listing its new shares on the Athens Exchange (as reported by CEE Legal Matters on February 8, 2023). 

The Bernitsas Law team included Partners Nikos Papachristopoulos and Marina Androulakakis and Senior Associates Sofia Kontou and Tania Patsalia.

The firm could not disclose further details on the deal.

Radu Taracila Padurari Retevoescu and Walless, working with Allen & Overy, have advised the GreenGroup on its acquisition of Zalvaris from Koncernas Consus. PwC Legal advised Consus on the deal.

GreenGroup, specializing in recyclable waste management, recycling, and recovery of various types of waste, is an Abris Capital Partners subsidiary. Abris Capital Partners is a private equity fund with a focus on Central Europe.

Zalvaris is the largest industrial waste management company in Lithuania. Koncernas Consus is an international group of companies engaged in the collection and processing of hazardous waste.

Back in 2022, RTPR advised GreenGroup on its acquisition of Lithuanian recycling company Ecso (as reported by CEE Legal Matters on August 18, 2022).

RTPR’s team included Managing Partner Costin Taracila, Senior Associates Vlad Druta and Ana Maria Barbu, and Junior Associate Filip Marinau.

The Walless team included Partner Andrius Ivanauskas, Associate Partner Liucija Bitinaite, Senior Associate Giedre Cesiulyte-Megine, and Associate Migle Jeremiciute.

PwC Legal’s team included Partner Rokas Bukauskas, Senior Associate Auguste Siutilaite, and Associate Inga Sorseva.

The Koutalidis law firm has advised the National Bank of Greece on the dual listing of Austrian company Austriacard Holdings on the Athens Exchange and the Vienna Stock Exchange.

According to the firm, the dual listing was part of Austriacard Holdings’ cross-border merger by absorption of its Greek-listed subsidiary Inform P Lykos Holdings.

Austriacard Holdings is an Austrian group of IT companies focusing on hardware-embedded security, digital security, information management, and IoT. Inform P Lykos Holdings is a Greece-based company primarily engaged in the provision of products and services for secure document and information management.

“The cross-border merger and listing have delivered a larger group with a listed parent top holding company and are expected to contribute to an improved group profile with an increased geographical footprint and product reach, broader cross-selling opportunities, and economies of scale,” Koutalidis informed.

The Koutalidis team was led by Managing Partner Nikos Koritsas and Tax Partner George Naskaris and included Senior Associate Georgia Koutsoukou.

Koutalidis did not respond to our inquiry on the matter.

Vernon David and Filip & Company have advised Moldova’s Victoriabank on its acquisition of the Chisinau subsidiary of Banca Comerciala Romana. Schoenherr advised the seller.

Closing is expected in the second half of 2023, pending regulatory approval.

Established in 1989, Victoriabank is a Moldovan commercial bank. Its main shareholders include Romania’s Banca Transilvania and the European Bank for Reconstruction and Development.

According to Schoenherr, BCR Chisinau has over 13,000 active clients, 110 employees, and four branches – two in Chisinau, one in Cahul, and one in Balti.

Erste Group member BCR has one of the larger banking networks in Romania: 19 business centers, 17 mobile offices dedicated to companies, and 430 retail units across the country. 

The Vernon David team was led by Chisinau-based Partners Roman Ivanov and Sergiu Bivol and included Senior Associate Nadejda Ciubotaru and Associates Adelina Braga and Mihai Silta.

The Schoenherr team included Romania-based Partners Matei Florea and Madalina Neagu and Senior Attorney-at-Law Alexandra Pop, as well as Moldova-based Office Managing Partner Vladimir Iurkovski, Attorney-at-Law Andrian Guzun, and Associates Denis Lefter and Adriana Otean.