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CMS had advised a consortium of the Swietelsky and Leyrer+Graf construction firms on their successful EUR 158 million bid for the public-private partnership project for the Zwettl bypass road. CMS advised the consortium on all legal aspects up until the successful financing in late October.

According to CMS, “the newly established private contractor Umfahrung Zwettl Errichtungs- und Betriebsgesellschaft, formed by the construction companies Swietelsky and Leyrer+Graf, won the contract for project planning, construction and financing of the bypass road as well as for partial maintenance of the road for a contract period of 28 years. The construction services will be provided by ARGE Bau Umfahrung Zwettl, in which Swietelsky, Leyrer+Graf, [and] Strabag hold stakes.

Public procurement law expert Bernt Elsner was in charge of the project and commented on its success, saying, “As one single consortium won the tender for planning, construction, financing and operation, cost-intensive interface management between planning and construction on the one hand and construction and operation on the other hand could be avoided. This entails a higher expenditure for the project, but overall allows for cost and quality optimisation for the entire life cycle. It would certainly make sense to use this concept, which has successfully been applied by the provincial government of Lower Austria already for the third bypass road project, more frequently in Austria in the future.”

CMS Partners Bernt Elsner and Thomas Hamerl advised the consortium on aspects of public procurement law, building contract law, and merger control law, and Partner Gunther Hanslik and Attorney Anna Konopkaas advised on financing matters.

CMS has advised Heta Asset Resolution and Hypo Group Alpe Adria on the sale of a portfolio of non-performing loans worth EUR 168 million to B2Holding.

In this transaction, CMS advised Heta on all legal, regulatory, and tax aspects across Croatia, Serbia, Slovenia, and Montenegro. The parties signed binding documentation in August 2014, and following the approval of relevant local regulators, the transaction closed on November 4, 2014.

Heta is a wind-down entity owned by the Republic of Austria. Its main task is to liquidate the non-performing assets of the former Hypo Alpe-Adria-Bank International, which was nationalized in 2009, in a manner that is as effective and value-preserving as possible. B2Holding is a Norwegian-based company with a strong presence in the Nordic and Baltic markets which mainly deals with the recovery of non-performing loans. The portfolio sold to B2Holding comprises retail loans in Slovenia, Croatia, Serbia, and Montenegro.

The international CMS team was led and coordinated by Partner Alexander Rakosi, who was assisted by Associates Lisa Oberlechner and Aakriti Chandihok. They were supported by eleven CMS lawyers from the CEE countries involved in the transaction.

Ashurst has advised DPE Deutsche Private Equity on the financing of the acquisition of Ziegler Group, a manufacturer of technical non-wovens based in Germany and Hungary.

Ziegler products can be found in cushioning material for the furniture industry and insulation for the construction industry, as well as insulation used in the manufacture of glass and carbon fibre reinforced plastics, and, recently, the automotive industry. The sellers of the Group are CODEX Zweite Beteiligungsgesellschaft, Staufen.Invest, and Ralf Stokar from Neuforn.

The parties have agreed not to disclose the purchase price or the amount of financing involved.

DPE is an independent German private equity investment company investing in small and medium-sized enterprises in Germany, Austria, and Switzerland. DPE is currently managing total assets of over EUR 600 million. This was the first time Ashurst has advised DPE in a transaction.

The Ashurst team was led by Munich-based banking Partner Bernd Egbers, assisted by Counsel Christiane Bestgen, and Associates Isabell Poller and Thomas Freund, as well as transaction manager Susanne Kasnitz. Partner Heiko Penndorf and Senior Associate Felix Kruger advised on tax aspects.

Tark Grunte Sutkiene has announced that it is supporting the first moot court for administrative proceedings in Latvia, providing — in the firm’s words — “the opportunity for law students to obtain new knowledge and play the role of parties in administrative proceedings.”

According to a statement released by the firm, “participation in the Moot Court Competition improves the skills of prospective and young lawyers in analyzing, arguing, and bringing forward reasoned arguments.”

This particular iteration of the moot court was dedicated to competition law, addressing issues related to prohibited agreements in public procurement proceedings concluded between members of an association, which is one of the violations most often found by the Competition Council in Latvia.

This moot court, like previous ones in Latvia, was organized by the ELSA Latvia association of law students.  The students’ performance was evaluated by, among others, TGS Associate Mara Stabulniece, who took part in the moot court as a judge.

The Turunc law firm in Turkey, working with Linklaters, has advised the Balfour Beatty infrastructure group in connection with its USD 1.242 billion sale of of all issued and outstanding capital stock of Parsons Brinckerhoff Group, its professional services division, to WSP Global. The purchase price was paid in cash.

Parsons Brinckerhoff is a multinational engineering and design firm with approximately 14,000 employees. The firm operates in the fields of strategic consulting, planning, engineering, construction management, and infrastructure/community planning. The company becomes a wholly owned independent subsidiary of WSP Global, which now becomes one the largest professional services firms in the world, with approximately 31,500 employees in 500 offices serving 39 countries. WSP and Parsons Brinckerhoff will continue to operate under their existing brands for an undetermined period of time.

Balfour Beatty Executive Chairman Steve Marshall said: “This sale represents a significant return on Balfour Beatty’s investment and a compelling level of value creation for shareholders. Following the sale, Balfour Beatty will be a simplified and more focused Group. It has  leading positions in the UK and US construction and infrastructure markets, all supported by a strong balance sheet.”

Pierre Shoiry, President and Chief Executive Officer of the new combined entity, was enthusiastic about his company’s purchase. “I am pleased with this acquisition, which reinforces our leadership position in the industry, with the ability to deliver more expertise and services to our client base across the world,” he said. “We will now focus on merging our respective businesses and on generating revenue synergies, such as, in the rail sector, where we see an opportunity to combine WSP’s expertise in above ground station and platform design, with Parsons Brinckerhoff’s expertise in tunnelling and underground technology; or in the aviation sector, where our expertise in land and air side are complementary.”

Barclays and CIBC acted as financial advisors to WSP in connection with the acquisition. 

The Turunc team consisted of Partner Kerem Turunc and Associate Elif Tulunay.

Vilau | Associates has announced that Marius Barladeanu joined its team on November 1 as Counsel and as the firm’s new Head of Real Estate and Construction.  

   

Marius Barladeanu

Prior to joining Vilau | Associates, Barladeanu was a Partner at Musat & Asociatii, a law firm that he joined in September 2003. Between 1999 and 2003 he was part of the CMS Cameron McKenna team in Bucharest. He graduated from the Faculty of Law of Bucharest University in 1997.

As coordinator of an interdisciplinary legal team at Musat & Asociatii, Marius Barladeanu handled corporate law matters (particularly mergers, spin-offs and acquisitions and shareholder rights), specific employment law and environmental matters, and measures specific to reorganization and winding up. He also provided legal assistance and representation in court and before arbitration panels in disputes referring to real estate claims, agricultural real estate claims, and restitution of properties abusively confiscated by the state, liability arising out of contractor agreements, lease, joint ventures, insurance of commodities, easement and receivables, enforcement of collaterals and guarantees.

The client portfolio managed by Barladeanu includes a number of national and multinational companies, financial institutions and investment funds operating in real estate, banking, telecom, media & IT, logistics & transport, forwarding, energy, and the manufacturing and sale of consumer goods.

Dragos Vilau, Managing Partner of Vilau | Associates, commented on the addition: “We are honored by Marius’s decision to join our team. This is a natural move and fits the policy of Vilau | Associates to impose a dynamic style of legal services, adjusted to the current requirements of our clients. In a way, Marius is returning home, joining colleagues he worked with from time to time points during his career. Vilau | Associates will not only benefit from his impressive real estate experience, but also from the input of an attorney experienced in mergers and acquisitions and corporate law.”

Barladeanu also expressed his enthusiasm. “My experience over the past 16 years, the numerous projects I contributed to and, particularly, my constant involvement in the coordination of interdisciplinary legal teams have ensured a high degree of professional maturity,” he said. “I am happy to join my colleagues and friends at Vilau | Associates and I am looking forward to achieving great performance together.” 

Vilau | Associates was created after Dragos Vilau, former Managing Partner of Vilau & Mitel, together with Partners Iuliana Dejescu, Ionut Lupsa, and Andrei Stefanovici, left Vilau & Mitel to start a new law firm (reported on by CEE Legal Matters on September 17, 2014).

White & Case has advised Energeticky a prumyslovy holding (EPH) on its agreement to buy Eggborough Power Limited (Eggborough), an acquisition which marks the group’s entry into the UK market. Linklaters acted for the shareholders of Eggborough. Transaction completion is subject to approval by the European Commission.

EPH is a leading Central European energy group operating mainly in the Czech Republic, Slovakia, Germany, and Poland. The group includes 40 companies, employing more than 10,000 people, operating in coal extraction, electricity and heat production from conventional and renewable sources, electricity and heat distribution, electricity and gas trading and supply to end users.

Eggborough, which employs around 300 full time employees, is an independent power producer located in North Yorkshire. It owns the 2GW, coal-fired Eggborough Power Station which is comprised of four units that supply approximately four percent of the power in the UK, equivalent to powering around 3 million homes.

The White & Case team in London which advised EPH was led by Partners Ian Bagshaw, John Cunningham and Kirsti Massie with support from Associates Tom Cambidge and Jee Ha Kim.

The Linklaters team was led by partners Owen Clay and Jeremy Gewirtz.

Norton Rose Fulbright has announced that Piotr Milczarek has joined its Warsaw team, effective November 3.

   

Piotr Milczarek

Milczarek joined the corporate/M&A team as an Of Counsel and will head the Polish competition practice of the firm. Prior to joining Norton Rose Fulbright, he led the competition, regulation and consumer protection practice at PwC Legal, and prior to that worked at Clifford Chance and Soltysinski Kawecki & Szlezak.

Piotr Strawa, Partner and Head of the Warsaw office at Norton Rose Fulbright, commented: “With Piotr Milczarek joining us, we are gaining an experienced and highly motivated practitioner for our Polish team, thus increasing our ability to fulfil our clients’ growing demand for advice in the area of antitrust and competition, state aid and public procurement.”

Milczarek added: “I am delighted to join Norton Rose Fulbright and look forward to strengthening the practice.”

DLA Piper has advised PORR AG (PORR) on a EUR 250 million issuance programme and bond conversion.

According to Vienna-based Partner Christian Temmel, “the transaction was set up as a multi-unit exchange, which made it unique. Bonds issued in 2009 and in 2010 were exchanged in two new instruments, a new senior bond with a five-year term and a new subordinated hybrid bond structured as a perpetual bond.” He further stated: “As far as I know, the Austrian market has not yet seen any transaction of such a complex nature. We are very pleased that we have been appointed to advise on and develop the complex structure of this bond issue.”

Temmel served as the transaction lawyer for PORR. He also acted for Erste Group Bank AG as the sole arranger and deal manager. The offer was based on a prospectus approved by the Austrian FMA. Approximately EUR 70 million were exchanged into new issued bonds. 

Triniti has advised on on the formation of the Rail Baltic joint venture, a deal originally reported on by CEE Legal Matters on October 29, 2014.

According to the firm, the head office of the company resulting from the Estonian, Latvian and Lithuanian holding companies association agreement of RB Rail AS will be located in Riga, Latvia and its principal activity will be design, construction and international marketing of the new 1,435 mm gauge railway. Through this project, the joint venture of the three Baltic states aims to develop the new passenger and cargo railway from Tallinn to the Lithuanian-Polish border. The Rail Baltic will be the largest joint project in the history of the Baltic countries.

Triniti advised the negotiations of the joint venture as a legal expert and provided advice on the registration of the new company in Latvia.

Triniti Estonian Partner Tonis Tamme explained: “The negotiations started in August 2013 and although they were long and at times difficult, it was also to be expected because the new railway already called “the Baltic project of the century” concerns all three Baltic States as well as Finland and Poland. Its complexity and cost (nearly 4 billion euros) make it a unique enterprise in this part of the world.”

The association negotiations of the Rail Baltic joint venture were advised by Triniti Estonian Partners Tamme and Ergo Blumfeldt, while legal matters concerning the founding procedures of the new company were co-ordinated by Latvian Partner Anri Leimanis.