Financial and corporate
In line with the global trend, there was more strategic M&A in Austria in 2014, with consolidation and the disposal of non-core assets driving the larger transactions that closed. Telecommunications, energy and banking were the sectors that saw the most prominent deals.
Arguably, the most publicised inbound deal to close this year was America Movil’s takeover of the partially state-owned, Telekom Austria. The Mexico-based telecoms group headed by entrepreneur Carlos Slim reached an agreement to acquire all the shares not owned by it or the State in July, targeting expansion into Central and Eastern Europe (CEE). Slim pledged to invest €1 billion into the company in return for his new shares.
In the energy industry, several Austrian companies are in the process of restructuring internationally. The country’s biggest utility, Verbund, which has decided to focus on the domestic and German market, sold off assets in CEE, including a wind farm in Bulgaria, and exited the French market entirely after KKR bought its Pont-sur-Sambre and Toul gas-fired power plants. Following disruption to its output in the Middle East due to conflict, Austria’s leading energy provider and its biggest company, OMV, has been targeting expansion in more stable western markets. This year, it acquired the first licences to drill for oil west of the Outer Hebrides.
The biggest story in the banking sector revolved around the protracted case of winding down nationalised domestic lender Hypo-Alpe Adria. The sale of the bank’s Balkan network to Advent had been agreed in November but the offer expired and it is now back on the market. Once this arm has been sold, Hypo Alpe will become a “bad bank”, focused on disposing of its assets, which are worth roughly €18 billion.
Energy and infrastructure
Austria is a well-developed country, but a fairly substantial amount of transport-related infrastructure development is either planned or underway within its borders. Public investment in infrastructure had been low since the economic crisis and the need to improve and expedite the country’s transport links, allied with pressure locally and from the European Commission to stimulate investment and create jobs through such development, has seen rail, road and tunnel projects tendered in the past few years.
Four by-pass projects have been awarded by the lower provincial government and three protracted railway tunnel projects, all in-part publicly financed, held up by political obstacles and environmental issues, are at various stages of development.
Largest among the tunnel projects - and most significant, considering the impact it will have on European interconnectivity - is the €380 million Brenner base tunnel, which is being jointly financed by the EU, Austria and Italy. When excavation is complete, the tunnel will be the longest underground rail connection in the world, forming the biggest section of a new 64km line connecting Munich with Verona via Austria. Work officially commenced in March and the tunnel is expected to be operational in 2026. Operators estimate it will halve the time it takes to travel between Innsbruck and Bolzano.
In 2017, a raft of other upgrades are planned for the Austrian rail network. Austrian Federal Railways (ÖBB) has secured €600 million from the EIB (European Investment Bank) to finance the projects, which include replacing tracks, upgrading stations, building bridges and level crossings and updating IT and communication infrastructure.
Looking at Austria more closely, Vienna is undertaking a programme of social infrastructure development. The city is rebuilding its current waste-to-energy treatment plant; it has plans to extend the metro; and, is considering building new schools and hospitals, the former possibly on a PPP (public-private partnership) basis.
Austria holds some sway in Europe’s gas market, positioned as it is as a hub for around a third of the fuel imported from the region’s biggest supplier, Russia. In addition to its population of around 200 inhabitants, the small Austrian municipality of Baumgarten an der March is home to Central European Gas Hub (CEGH), which forms the most easterly end of the Trans Austria Gas (TAG) pipeline. More than 30% of the Russian gas destined for Europe comes to the region through Austria via the pipeline, which begins in Slovakia. The facility in Baumgarten stores surplus gas, enabling it to supply European countries year-round as usage fluctuates with the weather. Recently, there have been two pipeline projects aimed at diversifying Austria, and Europe’s, gas supplies, which would have increased imports to the hub.
Energy security, mainly securing alternative gas sources to Russia, has been high on the agenda for some time. Russia’s recent invasion of Crimea and Vladimir Putin’s general disdain for Western authorities, have only exacerbated the EU’s fears of being cut off. A potential new supplier for Baumgarten had seemingly been found in the Nabucco-West pipeline. Building it would have allowed gas from the Caspian Sea to be pumped from Turkey to Baumgarten and on to the rest of Europe. In the end, the group exploiting the gas opted to use the Trans-Adriatic Pipeline (TAP) and send the gas through Greece and Italy, where prices are higher.
Russian state energy company Gazprom and Austrian oil and gas group, OMV, one of the partners in Nabucco, began plans for South Stream – a pipeline that would allow Russian gas to circumvent its traditional route to Western Europe through Ukraine. This went the way of Nabucco, although for differing reasons. Russia’s demand for Gazprom to hold exclusivity over the pipeline is believed to have been the irreconcilable issue between the Kremlin and the Commission that halted development. OMV is reputedly looking at other options.
Away from pipelines, Austria’s power companies, like others in Europe, have been consolidating. The country’s two biggest utilities, Verbund and EVN, have both sold off power plants abroad as low energy prices caused by diminished demand and overcapacity have made some – especially gas-powered – plants unprofitable.
The legal market for projects in Austria tends to incorporate a mixture of firms. Larger domestic outfits, such as Wolf Theiss and Schoenherr; regionally strong international firms with a focus on energy and infrastructure, like CMS; and, a handful of environmental or public procurement boutiques, all have a share of the work.
Ben Naylor - Journalist - EMEA
Rautner is a young firm focused on banking and finance work. It began life as Rautner Huber but was rebranded in 2014 when one of its two eponymous founders left that September. The departure of Wolfram Huber, who joined PHH Prochaska Havranek, is a loss for the firm. He was strongly recommended by clients and has not been replaced. However, since he moved, the firm has added two new associates.
“Rautner provides excellent service at a good price,” says one client of the firm. “They are knowledgeable and give practical and useful information and advice.”
Despite the significant change the firm had to adapt to in 2014, it has maintained a good level of work. One example of its acquisition finance work was Uwe Raunter’s role advising the purchaser, PointPark Properties, on the local law aspects of a mezzanine financing to fund its purchase of a real estate portfolio in Poland, Romania, and Serbia. One large syndicated financing concluded with the firm’s assistance was a $175 million facility for a Russian pulp and paper company where Rautner represented VTB Bank, one of the lenders.
Binder Grösswang’s strength in energy and infrastructure is in financing projects and public tenders.
The firm does not have a dedicated energy and infrastructure practice; mandates are generally handled by the corporate, regulatory or dispute resolution teams.
On transactions - M&A or financings – the lawyers who lead vary from deal to deal, but Stefan Tiefenthaler is the firm’s leading project finance specialist. On energy regulatory and arbitration matters, Johannes Barbist and Michael Kutschera respectively are the firm’s most prominent partners.
Energy work features prominently in the firm’s recent deal highlights. Most notably it assisted with several project financings in the sector on the side of the lenders. Among the transactions it concluded was Stephan Heckenthaler’s role as advisor to Prinzhorn Group and Erste Bank on financing the development of a cogeneration power plant in Dunaújváros in Hungary.
It has also been involved in several M&A deals. One sees Kutschera and Barbist advising on the possible merger of two domestic grid operators. Another transaction, which closed in 2014, saw Thomas Schirmer and Markus Uitz head the team representing an international client when it acquired a portfolio of renewable developments across CEE (Central & Eastern Europe).
CHSH Cerha Hempel Spiegelfeld Hlawati’s head office in Vienna handles energy and infrastructure project-related work through its public commercial and European law, and real estate and construction practices. Corporate partner Georg Konrad is one of the firm’s public law and infrastructure specialists.
Some of the more notable work the office does in both sectors relates to transactional corporate deals where regulatory or public law advice is also required. For example, in 2013, acting for longstanding client OMV, a Vienna team advised Austria’s largest oil and gas company on its acquisition of a stake in the now-aborted Nabucco pipeline project.
Recently, one of the more prominent mandates for the Vienna branch is Konrad and his team’s advice to Russian client Autostrade Tech, which is using a joint Austrian-Russian SPV to oversee the R26 billion contract it secured from the Russian highway agency to develop an electronic tolling system for heavy goods lorries in Russia.
CMS Reich-Rohrwig Hainz, the firm’s Austrian arm – like much of the firm’s CEE (Central and Eastern Europe) network – excels in project development. Head of the public procurement, public commercial and competition law practices for Austria and the firm-wide procurement group, Bernt Elsner, is one of the key figures for project development work relating to social infrastructure, or regarding construction issues. Other standout partners include Thomas Hamerl and Johannes Trenkwalder, who specialise in PPPs (public-private partnership) and renewables respectively.
In Vienna, the firm has secured key roles on some of the country’s most prominent infrastructure projects planned or underway in the country. These include advising the successful sponsors´ consortium and Strabag, as major subcontractor, on procurement procedure and negotiations for the $157 million PPP contract to develop a by-pass in Zwettl in 2014, on which Hamerl and Elsner led. Another headline road deal for the firm in 2014 was the route 6 Pristina- Hani i Elezit motorway in Kosovo. Hamerl worked with the Tirana and Cologne offices advising Kosovo’s ministry of finance on the €665 million deal.
The Vienna office’s energy work has been concentrated on renewables, with Trenkwalder and Hamerl, between them, leading on a mix of solar, wind and biomass work. A headline deal for Trenkwlader sees him representing CWP on the construction of the biggest wind park in Serbia; Hamerl, meanwhile, advised the general contractor on a FIDIC silver book contract with CEZ for constructing a biomass power plant in 2014.
DLA Piper Weiss-Tessbach added energy partner Andreas Gunst to the firm’s global projects group in late 2013. Recruited from Nabucco, where he was chief legal counsel, he works across the Vienna and London offices. At the same time as Gunst moved, Dubravka Grujić also joined from Nabucco. She specialises in energy and infrastructure project development.
Before the project’s cancellation, Gunst and his team provided regulatory advice and drafted commercial contracts for the joint venture between OMV and Gazprom on the development of the Austrian section of the South Stream pipeline.
Dorda Brugger Jordis has a strong public procurement and regulatory practice, led by Bernhard Müller. The domestic firm’s energy group is led by Stephan Polster, who also oversees the antitrust and competition, and telecommunications teams.
A good proportion of the firm’s 2014 highlights related to competition and antitrust matters, with the work including advice to clients in the power and transport sectors. One example was Verbund’s merger control proceedings relating to a renewable energy joint venture with German utility EnBW. Polster led the team advising the Austrian group in the hearing before the European Commission which was concluded successfully for the client.
Austria’s doubletax treaty with Brazil sees a number of companies from the South American state base their holding companies in the Central European jurisdiction, which the firm has taken advantage of. It has a decent Brazilian client base, which includes major corporations in the mining and oil and gas sectors. A recent example of the firm’s work for one such client saw Paul Doralt heading a team representing the Austrian based Malaysian, Brazilian and Norwegian joint venture, Sapura Seadrill, on structuring four vehicles that will lease deep-sea pipe laying vessels to Petrobras.
One of the firm’s significant projects sees Müller leading a team advising OMV on the tender for a contract for decontaminating wastedisposal sites.
At Fiebinger Polak Leon & Partner the primary contact for energy and infrastructure matters is name and founding partner Peter Polak.
The boutique’s small energy practice was quite significantly diminished recently. In February 2015 former joint team head, Thomas Starlinger, left with another of the firm’s energy specialists – and its competition head – Christian Mayer to launch Starlinger Mayer. In around seven years at the firm, Starlinger had, through his experience and expertise (he had previously been head of legal at OMV, Austria’s largest oil and gas business, where he worked for 15 years,) helped establish the firm as genuine expert in the gas sector. Given the proximity of his departure to the publication of this edition, it is difficult to judge the impact his leaving has had on the firm’s workload.
All the firm’s recent mandates are confidential. The work was mainly contentious - disputes, arbitration or competition – and predominantly in the energy sector.
The Vienna office of Freshfields Bruckhaus Deringer is, like the firm as a whole, particularly active and specialised in transactional corporate work. Co-head for the CEE (Central and Eastern Europe) region, Willibald Plesser, leads the energy group in Vienna, and is the office’s best-known specialist. His focus is also more on the transactional corporate side; however, he handles regulatory work too.
Most of the firm’s recent highlights have been corporate deals for energy clients. One example saw Plesser advising Cassa Depositi e Prestiti (CDP) on its ITO certification and the restructuring of its joint venture company, TAG, which owns the TAG pipeline in Austria.
Austrian utility EVN also required the firm’s assistance, mandating Plesser to advise on the sale of a water treatment plant in Moscow to Mosvodokanal, the city’s water supply and waste-water disposal company, for €250 million.
KWR Karasek Wietrzyk is known for its work in the construction sector, both in public procurement and disputes.
Partner Katharina Trettnak-Hahnl is the firm’s most recognised partner in the public law area. The firm’s energy and utilities practice is led by Thomas Rabl, who handles a mix of contentious, regulatory and public law matters.
In the energy sector the firm’s recent work has mostly been regulatory advice or disputes. One example of the former was Rabl’s advice to the independent advocacy group for the Austrian electricity industry on the implementation of new CHP provisions. The firm’s contentious matters have included representing OeMAG Ökostromabwicklungsstelle in several court proceedings relating to the renewable feed-in tariff under the Austrian Green Electricity Act (Ökostromgesetz).
Wolf Theiss has a strong public procurement team, active in both the energy and infrastructure sectors.
The firm’s base in Vienna is home to joint-head of the firm’s regional projects practice, Andreas Schmid. Co-heads of the firm’s regulatory and procurement group, Manfred Essletzbichler and Kurt Retter, are also based there.
The firm’s Vienna office has had a hand in several projects in the CEE (Central and Eastern Europe) region recently. One infrastructure deal saw Schmid heading a team representing a bank on a road PPP (public-private partnership). While, in the energy space, Retter and Christian Hoenig have been assisting Brandpower with the development and approval of three wind park projects in Carinthia.
In transactional work, the Austrian office of Baker & McKenzie is strongest in M&A and capital markets. It is also recommended for clients seeking investment fund advice.
One banking deal highlight for the firm’s Vienna team saw it working alongside the Spanish office on a large multi-national group’s restructuring, where Dieter Buchberger led a team advising the clients – two foreign lenders – on negotiating the Austrian subsidiary’s new facilities. The firm’s recent portfolio of lending work also included acting for a bank on a project financing of a windfarm. Buchberger also led on this deal.
Clients recommend the capital markets team for their speed and experience. They have “in-depth knowledge” and are “quick” according to one, who also notes they have the benefit of covering local and US law.
In the capital markets area, the firm secured roles on some notable debt and equity deals. On the equity side, a clear highlight was working on the IPO of Czech brewery Pivovary. The deal involved a public offering in Austria on which Philipp Spatz represented the underwriter, Erste Bank. One of the firm’s larger debt instrument transactions was POLYTEC’s €100 million schuldscheine (promissory note) issue. Spatz again led the team, which represented the issuer on this occasion.
“Very good quality, expensive, but good quality,” is one client’s feedback on the firm’s M&A work. “Quick responses, pragmatic approaches, high quality advice,” is their summary on the overall service.
The current reporting period was a good one for the firm in M&A. One of its standout deals was Amundi’s purchase of Bawag PSK Invest, the asset management arm of Austrian lender Bawag PSK, where Gerhard Hermann headed the team representing the buyer. One of the team’s larger sell-side deals was Österreichische Post’s divestment of its Hungarian subsidiary, FEIBRA Magyarországi, where Spatz led the team representing the state-owned company.
Traditionally, Binder Grösswang is known for its excellent banking practice, but it has a strong corporate team that is grown more noticeable on the market's bigger deals.
One client of the firm's banking team describes it as "Very responsive, very reliable," adding: "It is a team of experienced local Austrian lawyers with significant international flavour. The best independent local law firm in Austria; a pleasure to work with."
In the banking area, the firm has been working on deals of a stature that are commensurate with its reputation. From the perspective of the Austrian banking sector, arguably the most important matter it has been involved in is the restructuring of the ÖVAG and Volksbanken Gruppe. Name partner Michael Binder and Stephan Heckenthaler have been leading a team representing the Austrian lender after it failed ECB (European Central Bank) stress tests in October 2014.
The firm's banking expertise was also called upon when most of the assets of Kommunalkredit Austria, an Austrian bank nationalised during the economic crisis, were sold off to a consortium of English Interritus and Irish Trinity Investments. Tibor Fabian led the team advising the buyers on the deal.
The most prominent of the firm's transactional banking highlights was Wendel’s acquisition of Constantia Flexibles, where a team led by Stefan Tiefenthaler advised the buyer on the €1.4 billion financing for the deal.
Additional notable banking work included a €60 million project financing for a wind farm, where Tiefenthaler led for the lenders, and a $250 million syndicated loan for Semperit, where Emanuel Welten headed the team.
In the capital markets area, the firm worked on several novel transactions recently. On the equity side the clear highlight was its involvement in the largest IPO on the Vienna Stock Exchange since 2011. Florian Khol led the team representing AVIC (Aviation Corporation of China) on the €213 million IPO of its subsidiary, FACC, an Austrian aviation parts supplier, it acquired in 2009.
Other large equity deals for the firm included two capital increases by banks - BKS Bank and Oberbank – where Khol also led.
On the debt side of the practice, in addition to advising on several large EMTN programmes, including those of Telekom Austria and ASFINAG (Autobahnen-und Schnellstraßen-Finanzierungs-Aktiengesellschaft), Austria’s main motorway operator, the firm worked on an unprecedented debt deal in Austria. Acting as issuer’s counsel, Khol and his team advised Verbund, the country’s largest power company, on Austria’s first green bond. The €500 million raised though the issue will only be used to finance and refinance energy efficiency improvements made by the company.
Some excellent client feedback and work on deals at the top end of the market sees Binder join Tier 1 for M&A. "Flexible, always reachable (seems that they are working 24 hours a day), reliable and always to the point," says one client of the corporate team. "Good preparation, pragmatic execution, efficient communication, thorough follow-up. They felt almost like part of our internal team," is another client's feedback on the M&A team.
The team secured roles on a number of high profile M&A deals, including several cross-border transactions in the packaging sector. Its highlights include Thomas Schirmer's role advising the buyer – Wendel - on the acquisition of a majority interest in Austrian packaging group Constantia Flexibles for €2.3 billion from One Equity Partners. Another highlight for the firm involving a client in the industry was representing MeadWestvaco Group on the sale of its European-based tobacco-folding carton and general packaging business to ÅR Packaging Group. Michael Kutschera and Gottfried Gassner jointly led on the deal.
CHSH Cerha Hempel Spiegelfeld Hlawati has one of the country's leading corporate practices and is highly regarded for its equity capital markets and M&A advice.
In banking, the firm has been involved in one of the biggest stories of the European financial crisis – the wind-down of Hypo Alpe Adria, a nationalised lender that was forced to establish Austria's first bad bank. A team firm led by Edith Hlawati, Peter Knobl and Albert Birkner advised the Republic of Austria and the bank on restructuring the bank's assets, including on the legal framework for loan transfers in several SEE jurisdictions, and forming the bad bank, Heta Asset Resolution.
Other transactional banking highlights for the firm included a large refinancing of almost €1 billion were Volker Glas was advising the debtor and several acquisition financings. One example of the latter was Thomas Zivny’s advice to German lender, Berlin Hyp, on loans totalling around €415 million to several entities of the Austrian BUWOG group to help finance its purchase of a large real estate portfolio.
"Professional work on schedule; contact always within reach; good cost/performance ratio," is one debt capital markets client's review of the team.
In the capital markets space, the firm worked on most of the market's largest transactions recently. On the biggest equity deal in Austria in 2014, Telekom Austria's €1 billion capital increase, Hlawati, and Glas represented shareholder in the telecoms business, ÖIAG, the Austrian state-owned company. Another headline deal was the spin-off of BUWOG from IMMOFINANZ and its IPO and listing in Frankfurt, Vienna and Warsaw where Glas and Zivny represented both companies. The firm's recent debt work has mostly been advising its corporate clients on their bond programmes. One large example of this was Glas' advice to Voestalpine on two issues totalling €1.4 billion.
After a strong year in which it advised on several of the market’s headline deals and was supported by excellent client feedback, CHSH moves up to Tier 1 in M&A.
It is the combination of the firm's commercial awareness, first-rate service and technical knowledge that impresses clients most. One who works with the firm on M&A and private equity deals says: "CHSH has an excellent understanding of these areas far beyond the legal expertise. They provided excellent advice throughout due diligence and execution with incomparable judgement of the dynamics in our negotiations. It is rare to find lawyers with comparable legal as well as commercial understanding."
Another remarks: "It is a great firm: they take a very professional approach and have excellent legal skills combined with strong understanding of business." A third notes: "CHSH consistently provides efficient, high quality, succinct, practical legal advice in a timely manner."
Most prominent among the firm's recent deals was Hlawati's lead role representing ÖIAG in its negotiations with America Movil relating to it securing a controlling share in Telekom Austria through a shareholder's agreement. Among the firm's other M&A highlights was Clemens Hasenauer’'s advice to OMV, central Europe’s biggest oil company, on selling a 45% stake in the German refinery network Bayernoil to Varo Energy, and Albert Birkner's role for Samsung when it bought Austrian-based business Magna Steyr Battery Systems.
CMS Reich-Rohrwig Hainz has a strong corporate practice, recommended for it M&A advice.
Recently, the firm’s banking practice has been heavily involved in work relating to bank restructuring in Austria. Alexander Rakosi advised Heta Asset Resolution (the bad bank which was formerly Hypo Alpe-Adria-Bank International) on the sale of NPL and leasing portfolios worth around €168 million to Norwegian distressed debt investor, B2Holding. In banking M&A, meanwhile, the Vienna office advised on the public sale of the strategic business of Kommunalkredit and on the sale of Hypo Alpe-Adria-Bank International's SEE network. A finance team led by Rakosi advised the seller on both deals, Finanzmarktbeteiligung Aktiengesellschaft des Bundes (FIMBAG).
The firm's capital markets work highlights were a mix of debt and equity. On the debt side, it was mostly bond issues. One notable equity deal was Martin Zuffer advice to Oikocredit, a private financier of the micro-finance sector, on placing its shares in Austria via a trustee structure.
In M&A the firm moves up to Tier 2 after busy year, which included securing roles on several of the prominent banking M&A deals in Austria.
The firm's recent M&A deal highlights - where its involvement is public - included Wieland Schmid-Schmidsfelden's role representing FIMBAG on selling the strategic business of Kommunalkredit and Hypo Alpe-Adria-Bank International's SEE network.
In transactional work, Dorda Brugger Jordis is recognised for its leading capital markets team and for having one of Austria's strongest public M&A practices.
One banking client say the team is "very dedicated and very intelligent" and has a "business-oriented approach".
In the banking and finance area, the firm's notable work was confidential, but it included a large project financing on the side of the borrowers, a cross-border LBO financing where it acted for the lenders, and substantial loan facility for a public Austrian company where it was again advising the lenders. Tibor Varga was the lead counsel on all three deals.
Capital markets clients of the firm say it is efficient and pragmatic and consistently provides good advice. "Very responsive, very experienced and commercial. Cooperation with the team was a real pleasure and we could not have made the tight timelines without their support," says one. Another remarks: "Great knowledge. Available 24/7."
The firm's largest capital markets deal in 2014 was Telekom Austria's €1 billion capital increase where Christoph Brogyányi led a team advising the underwriters. Another recent equity highlight was Varga's advice to construction company Porr on its €120 million capital increase.
With the firm's experience and expertise in M&A, particularly public deals, verified by clients, and in recognition of its activity on large cross-border deals, the firm moves up to Tier 1 for M&A.
One client describes the M&A team as "quick, good quality and pragmatic". Another's feedback is: "Great advice and responsive." A third says the practice is "very pragmatic, quick and reliable".
The firm's M&A highlights have come from a range of sectors. The restructuring of Austrian DIY chain bauMax has seen the Martin Brodey assist with two large divestments, the sales of its Romanian and Bulgaria arms. In financial services, the firm worked on several large deals relating to asset sales by UniCredit. Andreas Mayr and Jürgen Kittel advised O1 Group Limited on acquiring a 16.35% stake in CA Immobilien Anlagen from UniCredit Bank Austria for €295 million and Kittel acted as Austrian counsel to BNP Paribas when it acquired direct bank DAB and its subsidiary direktanlage.at from UniCredit for €435 million.
Fellner Wratzfeld & Partner is one of Austria’s leading restructuring and insolvency specialists. “Target-oriented, excellent expertise,” is one banking client's review of the firm’s advice.
In the banking area, the firm had a few finance deal highlights. Florian Kranebitter assisted a client in securing a loan to develop a hospital through an SPV and Markus Fellner acted for a consortium of banks restructuring the debt of a client in the media sector.
The firm’s recent notable capital markets work has all been assisting clients with deals on the debt side of the market. The publishable work included Fellner assisting Aktiv Kapital with securitising an NPL portfolio and Christian Thaler acting for WEB Windenergie on a €15 million hybrid bond issue.
One client who sought the firm’s M&A advice is impressed, praising the team for being “well structured, highly professional, solution driven and quick”.
One recent headline M&A transaction saw Fellner representing UniCredit Bank Austria when it acquired Immobilien Holding from its parent company Immobilien Privatstiftung. When Wienerberger took control of the Tondach group, Fellner and Florian Kranebitter teamed up to advise the acquirer. Another large deal saw Lukas Flener representing Hannover Finanz when the fund bought IS Inkasso Service Group, a debt collection company with assets in Austria, Germany, Croatia, Slovenia and Switzerland.
Business law boutique Fiebinger Polak Leon & Partner (FPLP) is known for corporate work.
The firm had one major staffing change in the corporate team recently when the head of the firm’s competition practice left to form his own boutique. Christian Mayer departed along with fellow partner – the firm’s leading energy specialist - Thomas Starlinger to launch Starlinger Mayer.
The firm worked on a handful of M&A deals in 2014 and 2015. One saw name partner Peter Polak representing an international financial services group when it sold an Austrian bank. On another the same partner teamed up with Bert Ortner to represent a packaging company on a cross-border merger.
Freshfields Bruckhaus Deringer has one of the most complete financial and corporate transactional offerings in Austria; it is broadly strong – particularly in banking and finance and M&A – and is involved in a significant proportion of Austria's biggest deals. The firm's network is also unrivalled by any other firm in Austria, with the strength of its German team especially valuable.
Excellent is the word habitually used by clients to describe the firm's banking and finance practice. "The lawyers are technically strong and commercially minded, a pleasure to work with," one elucidates.
In banking, the firm has been involved in number of large refinancing deals, loan portfolio sales and some banking M&A. The firm's activity in the majority of these deals is confidential. One exception was Florian Klimscha's role advising Wienerberger and the arrangers - Danske Bank, Raiffeisen Bank International and UniCredit Bank Austria, on a transaction replacing an existing credit agreement for around €250 million with a revolving credit facility of around €400 million.
The firm has been more active in debt capital markets work than equity recently, which is true for most firms on the market, but its standout matter was an equity deal. Stephan Pachinger and Thomas Zottl led a team acting as counsel to the joint global coordinators - Erste Group Bank, JPMorgan and Morgan Stanley - on the IPO of aerospace supplier FACC, which raised the company €213 million. It was the largest deal of this kind in Austria since 2011.
On the debt side, Stephan Pachinger and Friedrich Jergitsch have been advising on updates to a number of large debt programmes. These have included assisting UniCredit with an update and draw-down under its €40 billion EMTN; acting for the RBS as arranger on the update of Telekom Austria’s €2.5 billion EMTN; and, advising Deutsche Bank as arranger on the update to Raiffeisen Bank International’s €25 billion debt issuance programme.
"An experienced team able to provide guidance going beyond pure legal matters,” says one client of the firm's M&A team. "Strong in negotiations; very professional execution; one-stop service - able to cover local law as well as English law out of the Vienna office; and, a very good network in Central and Eastern Europe." Another notes: "Very professional, very efficient; driving for the win, win contracts and always on time."
In M&A the firm worked on some large deals in the financial services sector and several large private equity transactions. By size the firm's most prominent transaction was One Equity Partners' sale of Constantia Flexibles to the Wendel Group, in a deal worth around €2.3 billion. Zottl and Stefan Koeck led the Vienna team advising the seller. In financial services, one highlight was Zottl and Farid Sigari-Majd’s role acting for UniCredit Bank Austria on the sale of its stake in CA Immo, the Austrian listed real estate company to O1 Group for around €295 million.
Graf & Pitkowitz is recognised for its project finance and PPP (public-private partnership) work.
In the banking area, the firm has had a mix of finance work recently. Otto Wächter and Stephan Schmalzl worked together advising a US client on the local aspects of a bank and bond financing for the acquisition of multi-national business for several billion dollars. The same duo also collaborated to represent a client in the energy sector when it was refinanced. Recent project work for the firm has included Wächter’s advice to a developer on the financing for a PPP project for a motorway.
The firm has worked on M&A deals in a variety of sectors. Ferdinand Graf advised Danish group VKR Holding when it sold its stake in Austrian solar panel producer Greenonetec. He was also leading when the firm assisted a local client when it sold a majority stake in a freight business and acted for HB Vermarktungs when it increased its stake in Austrian broadcaster, Simpli TV.
Hauser Partners is focused on corporate work, and secures roles on some interesting deals.
Clients commend the firm for its service. “Attentive, responsive and good attention to detail,” says one, adding: “They are able and willing to explore and participate in the formulation of solutions to specific contractual challenges.” Another referee who worked with the firm on an M&A deal praises the team for its responsiveness, also noting: “We had unparalleled access to the senior partner. They have a very deep industry knowledge that facilitates working on contracts (such as supply agreements, transitional services agreements, joint venture agreements) in a manner no other law firm could match.”
The firm’s most notable recent corporate work was representing Erste Foundation on its shareholders' agreement with other stakeholders in the Erste Bank group that ensures its maintains control of the group, which is undergoing an extensive restructuring. The other highlight was advising Mondi on acquiring shares in Intercell, a Serbian industrial bags manufacturer. Name partner Wulf Gordian Hauser led on both matters.
Domestic commercial firm Herbst Kinsky is active across the financial and corporate space.
The team’s recent finance work has included advising on new money deals - general purpose and acquisition facilities – and refinancing matters. One notable deal saw the team representing Raiffeisenlandesbank Oberösterreich with restructuring the debt of one of its borrowers, the Asamer Group. Other transactions included acting for the Sumitomo Mitsui Banking when it agreed a loan to Voestalpine and assisting Berenberg Bank and Avenue Capital on financing EMERAM Capital Partners’ acquisition of Hussel Confiserie.
The firm’s capital markets work was mostly secondary equity deals, including several capital increases and a large rights issue. On both deals the firm was acting for the issuer.
The team was relatively busy in M&A in 2014, working on a number of small to medium sized transactions. The highlights among these deals included advising Raiffeisen Holding Group and UNIQA Group on the sale of around 25% in STRABAG to Rasperia Trading and acting for Matopmy Media when it bought Mobfox Mobile Advertising for $17.6 million.
Domestic corporate boutique, Pelzmann Gall, EY’s legal arm in Austria, is recognised for its experience and expertise in public M&A. “Excellent client service and expertise - trusted advisors,” is one client’s reference for the team.
The team now includes two former heads of the Austrian takeover commission. Name partner Mario Gall held the position from 2004 and 2006 and new recruit, Wolfgang Eigner, was appointed directly from the role in, which he had been in since 2012, in 2014. Eigner, like Gall, specialises in M&A.
Recent notable deals for the firm have, for the most part been, M&A transactions. One of the interesting transactions was a takeover achieved through a capital increase to avoid triggering a mandatory offer. Gall headed a team representing one of two subscribers - Grosso Holding - to a capital increase in Austrian listed group, BENE, which gave the two parties around a 90% stake in the business.
Other highlights included Gall and a multi-jurisdictional team from EY advising BWT on the acquisition of the METTEM Technologies, a conglomerate with businesses in Russia, Ukraine, China and the US, and assisting Energiecomfort with a structured auction process to sell its subsidiaries in Austria, Germany and Slovakia.
Formed in 2014 by former Wolf Theiss corporate partner Clemens Schindler, Schindler and Partners strengths are M&A, private equity and tax structuring.
Clients recommend the firm. “Excellent partner and trusted advisor; extremely professional and efficient,” says one. “Assertive, objective, reliable and committed,” is another’s assessment of the team. A third client notes: “The work provided by Schindler and Partners is very good. They have qualified professionals and respond fast to our demands.”
In the banking area, the firm is focussed on finance work relating to M&A, including post-closing refinancing, and projects. One example of its work was Martin Abraham’s advice on a bridge and long-term financing for a client needing funds to construct drilling rigs. Another notable mandate was for Lasselsberger, which Abraham advised on a multi-currency facility agreement between its subsidiary and several Czech banks.
After an impressive submission and positive feedback, the firm joins tier 5 for M&A. The team’s portfolio of M&A work includes several significant deals. Among these was New Country Motor Group’s acquisition of Austrian Motors Corporation from Wiesenthal, where Schindler led a team advising the buyer on local law. Another significant mandate was NTT Communications Corporation's purchase of a majority stake in e-shelter from real estate holding company, Investa, and ABRY Partners, where Florian Cvak headed the team assisting the acquirer.
Schoenherr has long been known for its outstanding M&A practice but its banking and finance team has grown significantly in stature in recent years and is catching up in terms of reputation.
Banking clients are impressed by the firm's practice. "Excellent service, very good team, and broad experience," is one's reference. "Hands-on, proactive and solution oriented," is another's assessment. “An excellent advisor in restructuring situations,” he adds.
One matter which has occupied the banking and corporate practices recently, and generated transactional work for both, was the establishment of bad bank of Hypo-Alpe Adria International, Heta Asset Resolution. Most recently, Wolfgang Höller has been leading a team advising on establishing a structured wind-down for Heta under new European legislation enacted in Austria in January 2015.
In more traditional lending work, the firm has worked on some large refinancings, acquisition facilities and projects. One deal saw Martin Ebner representing Bain Capital and Wittur on the financing of its purchase of elevator-parts maker Wittur from Triton. The firm's clear project finance highlight was Robert Bachner's advice to UniCredit Bank Austria on the financing of the €158 million PPP (public-private partnership) project to develop a by-pass in Zwettl. Other notable lending activity for the team included advising creditors on a handful of export pre-payment facilities to Brazilian groups through Austrian entities.
One debt capital markets referee praises the “very good technical quality” of the advice the team provides and the good relationship it has fostered. "Good hands on mentality, especially compared to the overall extremely old-fashioned Austrian business environment," adds the client.
The firm's most significant recent capital markets deal was Telekom Austria's €1 billion capital increase where Ursula Rath advised América Móvil group as shareholder of the telecoms company. On the debt side of the market, the firm has secured some interesting work, in addition to the more standard advice relating to bond programmes. It has acted as Austrian counsel on high-yield bonds issues used in refinancings and acquisitions and advised on several regulatory capital issues driven by EU regulations like Solvency II and CRR. One example of the firm’s high-yield work was Ebner’s advice to the banks and the initial purchasers of high yield bonds used to finance the debt portion of the acquisition of Swiss packaging group SIG Combibloc by Canadian buy-out firm Onex Corp.
Several of the firm's most notable M&A deals were in financial services. Sascha Hödl led the team advising Heta on selling Hypo Alpe Adria International's SEE (South-Eastern Europe) network to Advent International and the European Bank for Reconstruction and Development (EBRD) which bought it for €200 million. Additionally, the firm was lead counsel to the shareholders of Volksbank Romania (VBRO) – Österreichische Volksbanken, Groupe BPCE, DZ Bank and WGZ Bank – when they sold VBRO to Banca Transilvania. Markus Piuk led on the deal which was reportedly worth €700 million.
Among the firm's other deals, a standout transaction was América Móvil’s shareholders agreement with OIAG (the Republic of Austria´s state holding company) over Telekom Austria, in which América Móvil gained a majority in the company in return for guaranteeing it would invest heavily in it.
In the finance area, TaylorWessing e|n|w|c’s recent transactions were mostly debt capital markets deals. One notable role saw the team assisting Norske Skogindustrier with its refinancing, achieved through the exchange of outstanding bonds and a new high yield issue. Claudia Steegmueller and Philip Hoflehner jointly led on the deal. The pair have also advised on some derivative deals and other bond issues.
In M&A the firm has had a mix of strategic and private equity deals. In one significant deal Raimund Cancola led a team advising Francesconi Private Foundation when it sold its business, Francesconi Technologie, to General Electric subsidiary, GE Jenbacher. One notable private equity matter was the purchase by Swiss fund, Constellation Capital, of ARS - Akademie für Recht Steuern und Wirtschaft, an Austrian seminar provider. Hoflehner headed the team working on the transaction.
Weber & Co has expertise and experience in capital markets work. The firm has strong relationships with several leading domestic banks, which it often advises on regulatory matters.
"Weber & Co provides excellent legal services in the broad arena of capital markets," says one client. "The team is very much hands-on, has extremely fast reaction times and work with a very pragmatic approach without leaving true legal issues aside."
The firm added Graf & Pitkowitz senior associate Phillip von Schrader to its team in October 2014. He is a generalist who handles a mix of financial and corporate work including banking and finance, capital markets and M&A.
Most of the firm's recent deal highlights have been capital markets transactions. For the most part, this work has been debt capital markets deals. Examples included advising on a large issuance under a bond programme; acting on a securitisation of micro-finance loans issued by a Luxembourg SPV; and, advising an issuer of real estate secured bonds worth in excess of €65 million. On the equity side of the markets, the firm has advised on a capital increase by way of a private placement.
Elsewhere the firm has advised several clients in restructurings. One deal sees Christoph Moser advising an Austrian subsidiary of an Italian group going through a reorganisation.
Wolf Theiss particularly excels in banking and finance work and is one of best firms to turn to in Vienna when seeking advice on sophisticated financial instruments.
The firm's banking and finance team saw several changes recently. Senior associate Marika Lomashvili was hired from CMS, while counsels Erika Pircher-Eschig and Astrid Hartmann joined Wragge Lawrence Graham & Co and Roche respectively.
Banking work for the firm has included a mix of acquisition finance, refinancings, debt restructurings and a large banking M&A. This latter deal saw a team led by Andrea Gritsch representing Advent International when it bought Hypo Alpe Adria's SEE (South East Europe) network for around €200 million. One of the firm's largest recent acquisition financings saw Richard Wolf and Gritsch acting a consortium of lenders including Deutsche Bank, Commerzbank, ING, RBS, RBC Europe and UniCredit on a €1.25 billion bank bond financing for Triton to purchase GEA Group's heat exchanger business.
In line with the market, the firm's recent capital markets work has mostly been on the debt side. In addition to working on a number of debt issuance programmes for banks and issuers the firm also worked on a securitisation, where Gritsch led a team advising the issuers and original purchasers. Another interesting debt deal was Claus Schneider's mandate for Erste Group on the establishment of its €2 billion additional tier 1 notes programme. It was the first programme for additional tier 1 notes in Europe. On the equity side, the firm's clear highlight was acting as issuers counsel on FACC's €213 million IPO, the largest on Vienna's exchange since 2011. Richard Wolf led the team advising on the deal.
Two partners have left the firm's corporate practice in the current research period. Clemens-Philipp Schindler and Martin Abram left to launch boutique, Schindler & Partners. Schindler was the more visible partners of the two, known for his private equity focus and stall of Brazilian clients.
"Very good work; innovative approach," is one client's feedback on the firm's corporate group.
In M&A, the firm’s recent notable work is mostly large cross-border deals. It has been involved in several deals involving private equity, advising British packaging producer DS Smith on the acquisition of Duropack, a Central European packaging group, from the investor One Equity Partners for €300 million, and acting on the earlier mentioned acquisition of Hypo Alpe Adria's SEE network for buyer Advent International. Another highlight saw Horst Ebhardt advising Baxter on the sale of its two commercially marketed vaccines and related production facilities to Pfizer for $635 million.
PHH Prochaska Havranek is an Austrian commercial boutique. The firm strengthened its banking and finance offering in 2014, recruiting one of the founding partners of Rautner Huber (now Rautner) to lead its practice. Wolfram Huber has a good reputation domestically among his peers and with clients. He also brings with him some significant banking clients including Sberbank and VTB Capital.
“Excellent quality of banking work,” says one client. “Quick assistance, very proactive and responsive.”
Huber and his team have accrued an impressive portfolio of work, which includes a mix of financing, including new money deals, and debt restructurings. The firm’s only publishable deals in the banking area are advising Sberbank Europe on the €76 million export finance facility for a global commodities trading company and acting as Austrian counsel to VTB Capital on the security interests for the financing of the acquisition of shares in Polyus Gold for $3.6 billion. Huber led on both deals.