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Simone Petsche-Demmel and Andreas Pollak — two-thirds of the former Oehner Petsche Pollak firm in Austria— have announced the departure of Christian Oehner and their firm’s reincarnation as Petsche Pollak, which they describe as “one of the leading Austrian boutique law firms, [concentrating] its focus solely on dispute resolution, specifically litigation, arbitration, and white collar crime.” The firm also announced the arrival of new Of Counsel Markus Petsche.

Before founding Oehner Petsche Pollak in 2013, Simone Petsche-Demmel was a Partner for ten years in the Dispute Resolution Practice of Wolf Theiss. Among other professional engagements, including stints with both Baker & McKenzie and Wolf Theiss in Vienna, Andreas Pollak worked as a Public Prosecutor at the Austrian Central Office of Prosecution for Economic Crime and Corruption.

According to Partner Simone Petsche-Demme, focusing the portfolio on litigation, arbitration and white collar crime is a result of the increasing market demand for exclusive and specialized law firms. “To us, concentrating our services is a logical step to strengthen our position as leading boutique law firm. As such we further expand our expertise and make Petsche Pollak the first-choice partner for leading corporations in all aspects of conflict management and prevention, especially in cross border matters and white collar crime.”

“Our clients value our experience and internationally recognized expertise in our core areas litigation, arbitration and white collar crime,” adds Andreas Pollak. “With this step we emphasize our specialization and increase the efficiency of our services.” 

Markus Petsche, who joins as Of Counsel, is admitted as an attorney at law in Paris and teaches as Associate Professor at the Department of Legal Studies of CEU. Since 2012, he has held adjunct appointments at Singapore Management University School of Law and the Sorbonne Assas International Law School Asia. His teaching and research activities focus on international arbitration and litigation, international business law, comparative law, and alternative dispute resolution. He was appointed as Deputy Counsel the Secretariat of the International Court of Arbitration of the International Chamber of Commerce. He has worked at Gide Loyrette Nouel in Paris, and he is a panelist at the Kuala Lumpur Regional Center for Arbitration.

Raidla Ellex, working together with Klavins Ellex and Valiunas Ellex, has advised Altor, the Nordic private equity fund, in the acquisition of the Realia Group. The sellers were advised by Avance Attorneys LTD.

The purchase agreement was signed on June 1, 2016, but will require an approval from the Finnish Competition and Consumer Authority, and it is expected to be completed by the end of June. The transaction value was not disclosed.

The Realia Group is the largest service provider in real estate management and brokerage services in the Nordic countries and is the parent company of Ober Haus — one of the oldest real-estate estate mediation and valuation company in the Baltics.

Raidla Ellex advising the client on legal due diligence as well on other transaction related matters was led by Partner Risto Vahimets, supported by Lawyer Anna Trine Raudsepp.

Avance Attorneys did not reply to inquiries on the matter.

Finally, a guiding decision which is favourable for commercial banks has been passed by the Supreme Court in Hungary (“Curia”). This is the Curia’s third resolution on general legal instructions in connection with consumer foreign exchange (“FX”) loan agreements and it has just been published under uniformity decision no. 1/2016 PJE.

In short, the story behind the decision begins around 2007 when FX (for instance Swiss Franc or Euro) based loan agreements became far more popular than those based on the Hungarian Forint, primarily due to the fact that they offered remarkably lower interest rates than those based on the Hungarian Forint. A couple of years later, these agreements landed on the table of the Curia. The banks had a unilateral right to modify the loan agreements and these amendments turned out to be disadvantageous to consumers. Additionally, as time passed, the exchange rates changed adversely due to the global financial crisis. This ultimately led to a rise in installments – some consumers needed to pay exactly double the initial installment paid, and as a result some debtors could no longer afford to pay their debts.

The public spirit grew tense and hundreds of lawsuits were filed at the courts. The plaintiffs argued that the loan agreements were null and void or at least invalid. The courts however, reached completely contradictory decisions.

Though Hungary traditionally is not a common-law country, if there is a discrepancy in court decisions on such a grand scale, the Curia, in order to unify and improve case law, can express a guideline to be followed by lower courts in similar cases. The first guideline was issued in 2013, then a second in 2014, and as creativity regarding argumentative conditions of loan agreements seems to be infinite, the need for a third guideline emerged.

A large number of plaintiffs claimed that the FX loan agreements did not specify the main obligations under the agreements in sufficient detail, nor were the number, amount and due dates of the installments detailed enough. As a result, the Curia decided to express a third guideline regarding these issues and clarified that the subject of the agreement (the loan) is well determined if the exact amount of the loan can be calculated either at a later given date or, in the absence of such date, at the time of disbursement. The same rule applies to the number, the amount and the due dates of the installments. The Curia’s guiding decision is now compulsory for lower courts and thus, such a guideline has to be followed when ruling on claims addressing these stipulations in loan agreements.

The Curia’s third guiding decision regarding FX loan agreements is truly favourable to commercial banks and thus, was eagerly awaited by them.

By Alexandra Bognar, Associate, Schoenherr

Clifford Chance has announced that it advised a consortium of financial institutions made of up Alior Bank S.A. and PZU (a closed-end fund managed by PZU TFI) on the financing of the acquisition of ProService Agent Transferowy by a consortium of funds (Oaktree Capital and Cornerstone) from Highlander fund. As reported by CEE Legal Matters on March 11, 2016, Weil, Gotshal & Manges advised the consortium on the acquisition, while Gessel advised Highlander.

The Clifford Chance team was led by Partner Andrzej Stosio. The team was made up of Senior Associates Iwo Klijewicz and Mateusz Chrusciak and Associate Anna Miernik, with Counsel Rafal Zakrzewski, Solicitor of England and Wales, providing support on English law. Senior Associate Dominik Kepinski advised on hedging issues.

Editor’s Note: After this article was published Weil informed CEE Legal Matters that Counsel Zofia Frydrychowicz led the firm’s team advising Oaktree Capital and Cornerstone on the financing, assisted by Associates Maciej Czekanski, Marcin Gruszka, and Barbara Skardzinska from the firm’s banking and finance practice.

CMS has advised Erste Group Bank AG and its subsidiaries (“Erste Group”) and Kinstellar has advised Global Payments Inc. and CaixaBank on a joint venture between the three for providing merchant acquiring and payment processing services to retailers in the Czech Republic, Romania, and Slovakia.

Global Payments is a leading worldwide provider of payment technology solutions, and CaixaBank is Spain’s largest bank by market share. Under the agreement Global Payments and Caixabank will hold 51% in the joint venture and Erste Group the remaining 49%.

The CMS team that advised Erste Group on the finalization of the joint venture was overseen by Erste Relationship Partner Helen Rodwell, led by Prague-based Partner Pavla Kreckova, and included CMS Prague Partner Patrik Przyhoda, CMS Bucharest Partner Cristina Reichmann, and CMS London Partner Anela Musat. The core team also included Prague-based Associate Lucie Halloova and Bucharest-based Associate Dragos Stratone.

The Kinstellar team advising Global Payments and CaixaBank consisted of Bucharest-based Partner Razvan Popa and Managing Associate Zsuzsa Csiki, Prague-based Partner Kamil Blazek, Counsel Martina Brezinova, Senior Associate Tereza Naucova, and Managing Associate Martin Seda, and Bratislava-based Managing Associate Miroslav Kapinaj. 

Dimitrov, Petrov & Co.’s has advised NEVEQ II on acquisition of a stake in Methodia AD – a Bulgarian ICT company operating on the SaaS utility market developing specific ERP system platforms and services for the utilities sector. Methodia was advised by Sole Practitioner Marijana Gelova. The value of NEVEQ II’s acquisition was not disclosed.

In addition to performing the legal due diligence for the project, Dimitrov, Petrov & Co. was also responsible for the transaction structuring and preparation of transaction documents. 

The DPCo. team of advisors was led by Partner Zoya Todorova, and included Partner Plamena Georgieva and Associate Gergana Georgieva. 

Earlier this week DPCo. announced that it had also advised NEVEQ II on its investment into the Biodit corporation (as reported by CEE Legal Matters on June 7, 2016).

Editor’s Note: After this article was published, the specific size of the stake acquired by Methodia was removed.

Schoenherr has advised an international banking syndicate consisting of Morgan Stanley (technical lead), UBS, J.P. Morgan, and HSBC as Joint Lead Managers on the successful issuance of a EUR 500 million undated and subordinated fixed to fixed resettable bond by Vienna-based Erste Group Bank AG (Closing Date June 2, 2016). The Joint Lead Managers were advised on German law matters by Linklaters Frankfurt, while Erste Bank was advised by Wolf Theiss. 

The bond was structured to comply with the eligibility criteria for Additional Tier 1 (AT1) capital under the CRR. It was issued as a drawdown under Erste Group’s EUR 2,000,000,000 Additional Tier 1 Notes Programme dated April 20, 2016, and is listed on the Vienna Stock Exchange. The bond was rated BB by Standard & Poor’s.

This is the first international benchmark transaction of Additional Tier 1 capital seen in Austria. The deeply subordinated Additional Tier 1 Notes (senior only to share capital) do not have a scheduled maturity and will have a first regular call date after 5 years. The distribution rate is 8.875 % p.a. and is resettable in 2021 to another fixed rate. The transaction carries restrictions on distribution based on the profit and capital situation of the Issuer, temporary write-down loss absorption (5.125 % Common Equity Tier 1 at the level of the Issuer and/or its consolidated group), as well as regulatory and tax call features. The bond is governed by German law except its status clause.

The Schoenherr team was led by Partner Walter Gapp, with tax advice from Partner Michaela Petritz-Klar and additional support from Attorney Stefan Paulmayer.

The Linklaters team consisted of Partner Peter Waltz and Attorney Konrad Uhink.

The Wolf Theiss team advising Erste Group was led by Partner Claus Schneider, who was supported by Consultant Christina Siegl and Associate Nikolaus Dinhof.

Sayenko Kharenko has acted as legal counsel to U&Sluno, one of the leading providers of IT and consultancy services in trade, logistics and distribution, on pretrial matters related to U&Sluno’s attempts to recover penalties and damages in Ukrainian courts from parties it alleges have violated the terms of general cooperation agreements.

According to Sayenko Kharenko, “U&Sluno is an innovative and dynamic company with a project management system that specializes in the optimization of management and control procedures, central and commercial processes, logistics and distribution operations.”

Sayenko Kharenko’s team was led by Sergey Pogrebnoy, and it includes Counsel Sergiy Smirnov, Senior Associate Oleksiy Gerasimchuk, and Associates Oleksiy Koltok and Kuzma Pozychaniuk.

Leading experts gathered on June 8 at the BDK Advokati office in Belgrade to analyze the current state and prospects of the Serbian business and legal services landscape.

The event, organized in preparation for the June 2016 issue of the CEE Legal Matters magazine and moderated by CEELM Managing Editor Radu Cotarcea, was attended by an elite selection of Serbian senior and Managing Partners from local and regional firms and in-house counsel, including:

• Tijana Kojovic (BDK Advokati) — Hosts
• Natasa Zavisin (Zavisin Semiz i Partneri)
• Luka Lopicic (Moravcevic Vojnovic i Partneri in cooperation with Schoenherr)
• Branislav Zivkovic (Zivkovic | Samardzic)
• Bogdan Gecic (Gecic Law)
• Rastko Petakovic (Karanovic & Nikolic)
• Sandra Simic (Henkel)

“I found the exchange with my colleagues very insightful,” said Tijana Kojovic, Managing Partner at BDK Advokati, which hosted the event. “We had a very good cross-section of the Serbian legal market at the table, from relatively new entrants to well-established competitors, and it was a privilege to exchange views from these different perspectives. Serbian legal market is a very dynamic one and with the furtherance of the EU integration process, interesting developments are ahead of us. I wish to extend my gratitude to CEE Legal Matters for organizing the event.”

A full summary of the conversation will be published in the June 2016 issue of the CEE Legal Matters magazine. If you’d like to subscribe to receive a copy of the magazine you can register for a subscription here.

Wolf Theiss has promoted Austrian banking & finance lawyer Alexander Haas to the firm’s partnership.

Haas joined Wolf Theiss after completing his studies at the University of Vienna in 2006 and was appointed Counsel in June 2014. According to Wolf Theiss, “Haas has acquired considerable experience in the area of debt capital markets (DCM), structured securities and stock exchange law.” The firm also describes him as “specialized in advising finance and industrial companies in the issuance, underwriting and placing of all categories of debt securities, including bonds, mortgage bonds, certificates and other derivative products,” and says that “Haas also supports issuers in their stock exchange compliance matters, advising them in meeting their legal obligations to capital market authorities and in creating stock market compliance bodies.”

This year already Haas has led the Wolf Theiss team advising Raiffeisen Bank International and Erste Group Bank as Joint Lead Managers and Bookrunners on Best in Parking’s first issuance of a corporate bond (as reported by CEE Legal Matters on February 2, 2016), advising Erste Bank on its issuance of a EUR 750 million fixed-rate mortgage covered bond (as reported by CEE Legal Matters on February 2, 2016), and advising RLB Steiermark on its January 2016 placement of mortgage-backed bank bonds amounting to EUR 500 million on the international capital market (as reported by CEE Legal Matters on January 26, 2016).

Reacting to the news of his promotion Alexander Haas said, “I am delighted to help shape and further strengthen the leading capital markets practice here at Wolf Theiss, both now and in the future.”

“Alexander Haas enjoys an exceptionally good reputation in the field of debt capital markets,” said Erik Steger, Partner and Speaker of the Management Board. “We welcome him to our partnership.”