Market opinion on Cerha Hempel Spiegelfeld Hlawati is divided. Several competitors observe that the firm has lacked visibility in 2011, which one partner attributes to the scarcity of equity work available: "They have been very popular with equity transactions and since there were none they had no chance to be in the market....
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Market opinion on Cerha Hempel Spiegelfeld Hlawati is divided. Several competitors observe that the firm has lacked visibility in 2011, which one partner attributes to the scarcity of equity work available: "They have been very popular with equity transactions and since there were none they had no chance to be in the market." However this has not led to any reduction in headcount and the firm has been kept busy on enough debt work to justify its top-tier ranking.
"Cerha are still the strongest capital markets firm in Austria," insists one partner and another agrees: "Cerha is well-known and a more than reputable player in this area."
The firm's clients are also positive: "I think they are extremely professional, diligent, creative and commercially understanding. Exactly what you want from a lawyer," one says, citing name partner Edith Hlawati and partner Volker Glas. Another values the team's size and capacity: "There's a deep bench so you know they are not going to miss anything for due diligence purposes."
Although the team admits that debt work has been a preoccupation over the last 12 months, they were involved in the most substantial equity transaction on the Austrian market in 2010: Verbunds' €1 billion capital increase. Hlawati and Glas advised the arrangers, Morgan Stanley and Raiffeisen Bank, on the electricity providers' secondary offering which was complicated by the statutory requirement that 51% of the company must remain in government hands. This was assured by not setting a direct subscription ratio and determining the number of new shares to be offered through a book-building process. Closing in November, the deal consisted of a public offer in Austria and a private placement in the United States.
On the bond side, Glas advised steel manufacturer Voestalpine in setting up a €1 billion senior debt programme and an inaugural issue of €500 million senior bonds, which involved drafting documentation that allowed the international steel company to retain full flexibility in the selection of dealers for future issues.
Firms are seeing more complex instruments being utilised on the Austrian market and in line with this, Thomas Zivny and Peter Knobl drafted Spar's €200 million prospectus for offerings to Austrian and Luxemburg retail investors, which was approved in August 2010.
In other transactions, Knobl advised Total Capital Canada and its parent company on its' A$100 million private placement in February this year, while Zivny advised first-time issuer Alpine on its €100 million corporate bond, which was finalised in July 2010.
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The market is uncertain about Cerha Hempel's banking practice and there is a consensus amongst competitors that the team's workload has diminished noticeably since the crisis. Discussing tier two, one partner says: "Cerha is the one firm that has not such a permanent presence....
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The market is uncertain about Cerha Hempel's banking practice and there is a consensus amongst competitors that the team's workload has diminished noticeably since the crisis. Discussing tier two, one partner says: "Cerha is the one firm that has not such a permanent presence. I see them rarely on the other side when it comes to financings."
However the team do also receive plaudits: "Cerha are a fine address for banking law," insists one lawyer, adding, "The department is headed by Hlawati, but Peter Knobl really knows a lot about regulatory work and has published a lot in this regard."
Knobl has exercised his regulatory expertise on two notable transactions recently. In one – born out of Volkswagen's €3.3 billion merger with Porsche Salzburg – Knobl advised Qatar Investment Authority in January 2011 on the notification requirements to exercise the put option held with Porsche, who were transferring some subsidiaries to Volkswagen. As part of the deal the firm convinced the Austrian Regulator to apply new notification procedures. He has also provided advice to Econgas on the Austrian Securities Act.
On the transactional side partners Clemens Hasenauer and Johannes Prinz acted in one of the largest financings ever obtained by an Austrian corporate group acting for OMV Finance on a €1.5 billion multicurrency loan from 16 banks for the acquisition of a controlling stake in Turkish energy supplier, Petrol Ofisi.
Partner Thomas Zivny has been active on project finance work in the CEE (Central & Eastern Europe) including advise to Bawag on the €46 million financing of four solar energy projects in the Slovak and Czech Republics. He also acted for UniCredit bank Austria on the refinancing of a €150 million project for three major shopping centres in Slovenia, the first time a Slovenian mortgage was granted inclusion into a pool of covered bank bonds.
In other notable work, Volker Glas advised Telekom Austria in the renegotiations of €930 million worth of financing and collateral agreements with BNP Paribas in July 2010.
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The corporate practice at Cerha Hempel Spiegelfeld Hlwatai is slightly overshadowed by its leading capital markets practice. Clients appreciate the team's pragmatic approach: "They are never overdoing things and they give precise and concise information that can be transferred easily to the work....
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The corporate practice at Cerha Hempel Spiegelfeld Hlwatai is slightly overshadowed by its leading capital markets practice. Clients appreciate the team's pragmatic approach: "They are never overdoing things and they give precise and concise information that can be transferred easily to the work." While another appreciates its cost conscious nature: "They helped where their services were required and not to maximise fees."
Turkey is a growing market that is attracting investors and in December 2010 Clemens Hasenauer and Johannes Prinz advised long-standing client OMV, the Austrian oil and gas group, on a €1.3 billion share purchase in Turkish energy supplier Petrol Ofisi. The deal gives OMV a controlling stake with a 95% share. The same partners also acted for OMV on the $865 million purchase of Tunisian exploration and production assets from Pioneer Natural Resources, a US oil and gas company.
Another substantial deal saw Albert Birkner advise Austrian construction company Strabag on its €1 billion joint venture with French company Lafarge to create Lafarge Cement. The deal gives Strabag a 30% stake.
On the private equity side, Thomas Trettnak worked with French firm Gide Loyrette Nouel advising Pages Jaunes (Yellow Pages France) on its acquisition of Austrian web-based company 123people. It was the first major cross-border acquisition undertaken by the French company by Pages Jaunes.
The firm has also been active on several notable corporate restructurings recently including that of Telekom Austria on the restructuring of its operations across the CEE (Central & Eastern Europe). The team also advised Raiffeisen Zentralbank Österreich (RZB) and Raiffeisen International Bank-Holding (RI) in the corporate restructuring of RZB group where the former's corporate business was merged into RI.
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