Solicitors governing body: Österreichischer Rechtsanwaltskammertag
Competition authority: Die Bundeswettbewerbsbehörde (BWB)
Financial regulator: Die Finanzmarktaufsichtsbehörde (FMA)
IFLR1000 ranking categories for this jurisdiction:
Energy and infrastructure (published June) - Energy and infrastructure
Financial and corporate (published October) - Banking and finance, Capital markets, M&A
The upper echelon of Austria’s legal market is dominated by the country’s larger domestic firms - Binder Grösswang, CHSH Cerha Hempel Spiegelfeld Hlawati, Dorda Brugger Jordis, Schoenherr and Wolf Theiss - with one exception in the form of Freshfields Bruckhaus Deringer.
A clear distinction can be drawn between the stronger domestic firms on the market: those that have expanded internationally into CEE (Central Eastern Europe) and, in some cases, the CIS (Commonwealth of Independent States), and those that opted against this strategy. CHSH, Schoenherr and Wolf Theiss are the most notable proponents of an international model; Binder and Dorda fall into the latter category.
Looking at it from an Austrian context, there was a good rationale behind developing an international network. After the collapse of communism, Austrian businesses – most notably the larger banks and energy companies - expanded aggressively into CEE and, until the financial crisis, markets in the region were hugely profitable.
However, there are benefits to the local model too. Purely domestic Austrian firms can offer clients the greater flexibility of choosing which firms they work with in other jurisdictions. Firms can pick the best firm for any given mandate, or simply work with the leading local firm in a jurisdiction, if the circumstances are right.
Aside from Freshfields, only a few international firms have a presence in Austria, with most choosing to service their clients in the country from Germany. In terms of the size and calibre of their Austrian offerings, CMS and Baker & McKenzie also have significant practices.
Spin-offs from local and international firms in Austria are not uncommon in Vienna. Some lawyers are frustrated by the limited options for partnership; in other cases there are frictions about the direction or remuneration policy of firms. There are a number of recent examples of this trend. Schindler and Partners was formed by partners from Wolf Theiss and Schoenherr; the Vienna branch of Eisenberger & Herzog was established by lawyers from Freshfields in Vienna; and, Benn Ibler is a boutique established by a team from DLA Piper.
Ben Naylor - Journalist - EMEA
Baker & McKenzie Diwok Hermann Petsche, the Austrian branch of the international firm, is not especially involved in project development work in Austria, unless it relates to financing or the acquisition of projects. Alongside project finance advice work, it does however advise on energy licensing issues and it also represent clients in the energy sector in arbitration.
The firm’s recent work highlights are confidential but it has included a number of disputes for clients in the energy sector.
Binder Grösswang has an adept public law and regulatory team that is involved in large energy projects and assists in the course of firm’s deals to provide regulatory advice. In the context of the market more broadly the firm is best known for transactional work and recommended for project finance advice.
Clients recommend the firm for its work in the energy and infrastructure sectors. One who it represented on a gas project praises the team for several facets, “accuracy of legal work, excellent handling of work load - especially abroad - and promptness of reply”. Another, who the firm advised on a transport matter, says: “The lawyers are accessible, reply to correspondence promptly and are able to provide a commercial view on things where necessary and appropriate.”
The firm is involved one large energy project at present, advising the sponsor of a cross-border gas pipeline project
One of Austria’s bigger largest firms, CHSH Cerha Hempel Spiegelfeld Hlawati has a relatively extensive CEE network. In Austria, the Vienna office represents a number of multi-national clients in the energy sector, including OMV, the Austrian oil and gas company. Corporate work is typically where the firm is active in the sector and, although it is not a core focus, it is involved on project development and disputes.
The firm’s most significant project sees it representing Autostrade Tech in its involvement in a Russian toll road. One dispute sees the team representing ÖBB in court proceedings relating to a train accident, which a construction company is accused of causing.
CMS’ Austrian arm, CMS Reich-Rohrwig Hainz, is one of the country’s leading firms for energy and infrastructure work, with a strong focus on project development advice. Its expertise in public procurement and PPP (public-private partnership) projects are especially notable and the team is highly experienced in social infrastructure and transport projects.
Recent work highlights for the firm include advising ÖPP Deutschland as sponsor on a feasibility study for a hospital PPP in Salzburg and acting for EIB (European Investment Bank) as a lender on the development of Hauptkläranlage Wien, a waste-water treatment plant in Vienna.
Dorder Brugger Jordis’ public and regulatory team often advises on competition or merger control issues for domestic clients in the energy and power sectors.
A notable recent mandate for the firm was its role for ENEL on providing a review of Austria’s regulatory regime for hydropower plants.
Fellner Wratzfeld & Partners has a strong public law practice with experience in oil and gas, social infrastructure, transport and utilities. The team’s area of expertise is environmental law, assisting with environmental impact assessments and the ramifications of these tests, including when disputes arise. The firm is often mandated to act on behalf of the state or state-controlled companies.
Client feedback is resoundingly positive. “An excellent state-of-the-art law firm with a very professional team and an expanding international network,” exclaims one senior counsel from an energy company. Another client agrees, singling out one partner in their reference. “They are reliable, provide excellent results and are easy to work with - Michael Hecht is key,” says the head of legal at another energy business.
The firm is providing environmental law advice on some of the largest social and transport infrastructure developments underway in Austria. One headline role was advising ÖBB-Infrastruktur, Austria’s federal railway company, as sponsor of the €3.3 billion Semmering Basistunnel. A second recent tunnel project sees the firm advising on the provincial government of Vorarlberg on connecting two municipalities in the Austrian state. The project - the first in the province to require an environmental impact assessment - is being contested and the firm is now defending the developer against the actions.
Austrian boutique Fiebinger Polak Leon & Partner has experience representing clients in the energy sector in contentious cases.
All its recent work is confidential. The matters include disputes over gas and electricity prices.
Freshfields Bruckhaus Deringer is focused on high value, high end work for corporates which invariably means it represents a number of large energy companies in the CEE region. The firm has energy regulatory experts in Vienna and, in addition to advising clients in the sector on commercial deals, the office is frequently involved in arbitration and disputes.
The majority of the Vienna office’s recent work highlights have been contentious matters acting on behalf of energy companies. Much of the work is confidential but the publishable roles include the team’s long running mandate, dating back six years, for EVN filing claims for reimbursement of grid access fees. It is also representing the power company in a dispute with Bulgaria and its national energy company over retroactive regulatory changes.
In the terms of greenfield project work, the Vienna team is working alongside other offices in the firm’s network on a port development in Georgia, advising the Ministry of Economy and Sustainable Development on the tendering of a BOT (build-operate-transfer) concession for the construction and operation of a deep sea port in Anaklia.
Schoenherr has some of the Austria’s leading public law and regulatory experts within its Vienna team. Within project development - environmental law including overseeing environmental impact assessments, planning permitting and public procurement - are three areas in which the firm’s Vienna office is strong. One of the country’s largest domestic firms, Schoenherr has offices in most major capitals in CEE.
Clients recommend the firm. One lists the team’s attributes as “accuracy of legal work, promptness of reply and value for money,” summing the team up as “excellent” and highlighting it as one of their preferred experts in Austria for granting environmental law permits. Another client who has worked with the firm on energy contracts and disputes, says: “The team has impressively deep sector knowledge and provides good quality advice in all jurisdictions in which I have used them. Bernd Rajal in particular stands out as a quick, sharp and extremely responsive.”
The firm’s recent project development highlights include significant energy, power and transport matters where it is acting for sponsors. One notable role sees the team representing TIWAG-Tiroler Wasserkraft, Austria’s second largest electricity generator, on the construction and operation of five hydro power plants - two hydro pump power storage plants and three river power plants - in the Tyrol. In the road sector, the firm is advising ASFINAG, the Austrian state road operator, on the development of two highways, the A5 (part of E461) and the S7 (part of the E66), in particular assisting with the environmental regulatory issues. Another of the firm’s transport related projects is the third runway at Vienna International Airport, where again it is acting for the sponsor, Flughafen Wien.
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 too, which has begun appearing more consistently on the market's bigger deals.
One client of the firm's banking team describes it as "very responsive and very reliable", adding: "It is a team of experienced local Austrian lawyers with a 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 led by Edith Hlawati, Peter Knobl and Albert Birkner advised the Republic of Austria and the bank on restructuring the its assets, which included orignating the legal framework for loan transfers in several SEE (South East Europe) jurisdictions and forming the bad bank, Heta Asset Resolution.
Other transactional banking highlights for the firm included a large refinancing of almost €1 billion, where 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 assets holding 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 forms part of the CMS network which reaches across Europe. The group's Austrian arm has a strong corporate practice, recommended for M&A advice.
Recently, the firm’s banking team has been heavily involved in bank restructuring related work in Austria. Alexander Rakosi advised Heta Asset Resolution (the bad bank which was formerly Hypo Alpe-Adria-Bank International) on the sale of an 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 (south east Europe) network. A finance team led by Rakosi advised the seller, Finanzmarktbeteiligung Aktiengesellschaft des Bundes (FIMBAG), on both deals.
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's advice to Oikocredit, a private backer of the micro-finance sector, on placing its shares in Austria via a trustee structure.
After a busy year of M&A deals, which included several prominent banking divestments, the firm moves up to Tier 2.
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 a 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 twenty-four seven."
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 Bulgarian businesses. In financial services, the firm worked on several large deals relating to asset sales by UniCredit. Andreas Mayr and Jürgen Kittel advised O1 Group on acquiring a 16.35% stake in CA Immobilien from UniCredit Bank Austria for €295 million and Kittel acted as Austrian counsel to BNP Paribas when it acquired DAB Bank 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 transactional financial and corporate 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.
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.
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.
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 for 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 aviation parts supplier 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 has mostly been large cross-border deals. It was 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 the 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.