IFLR 1000
The Guide to the World's Leading Financial Law Firms

Freshfields keeps its position in the top tier. "An excellent firm, breadth and depth everywhere," says a peer.

The firm has a good group of partners who are well known amongst the leading practitioners, among them John Davies (who became practice group leader in 2010), David Broomhall, Frank Montag, Michael Esser (on the German side), Andreas von Bonin (an expert in state aid) and Laurent Garzaniti (on the Belgian side).

The firm's most prestigious work over the past year saw Esser achieve full immunity for Chiquita in the Commission's cartel investigation into the banana market and successfully guide NEC Corporation through the Commission's new cartel settlement process, culminating in the first ever settlement under new rules in a core cartel case.

In other work, Alan Ryan managed to get Emirates (airline) excluded from the Commission air cargo cartel investigation and assisted Aegean Airlines and Olympic Air on merger control issues.

Broomhall advised Rosneft on its €12 billion alliance with BP and Davies acted for Blue Sky consortium, a group comprising ArcelorMittal, Nyrstar, Solvay, Tessenderlo Chemie and others, on a proposed joint investment with Electrabel. Garzaniti advised for Solvay on its €3.4 billion acquisition of Rhodia.

Overall the team played active roles in cartel cases, merger review processes, state aid cases (for clients including ING and Volvo), behavioural and regulatory cases and public affairs matters.

By virtue of a strong year, in which the team closed some complex and significant mandates, Freshfields moves to the top tier in capital markets this year. "Freshfields still receives a lot of work from their Frankfurt office and they are doing well," says one peer. Although some suggest that the Vienna office is overly reliant on referrals from its CEE (Central & Eastern Europe) network, several partners could not differentiate between the firm and those in the top tier, agreeing, as one partner puts it, that "in terms of quality and track record it's basically equal".

Clients are consistent in their praise for the firm's capital markets practise: "Very smooth, fantastic, they did an excellent job," says one, who continues, "only three firms are able to write a prospectus on the issuer's side in Austria and Freshfields is one." Another client highlights the firm's deal brokering: "Anyone can write a deal and a prospectus but how you bring the right topics to the table to discuss and how you find them, that is another thing. It's not the M&A deal style you have to find a solution that fits everyone."

On the equity side last year Maria-Theresa Pflügl and Stephan Pachinger (highlighted by competitors as one to watch) advised AMAG on its €366 million IPO, the first in Austria for four years. The shares were offered under Rule 144A placement in the US as the now public company holds operations in Canada. The pair also advised Evn on its' €200 million capital increase. The deal featured a novel up-front placement to institutional investors subject to a claw-back of holders' subscription rights.

The firm prides itself on being a cross-border specialist and several deals in the past 12 months illustrate this. In one Pflügl acted as sole Austrian counsel on Porsche's €4.9 billion capital increase and she also acted alongside Pachinger on Sappi Papier Holding's high-yield bond issuance, which was offered in the US.

The team is a favourite of the banks and has completed some notable bond work over the last 12 months. In one deal, managing partner Friedrich Jergitsch acted for UniCredit Bank Austria as arranger of two €1 billion pfandbriefe issuances in Germany. The team also advised Deutsche Bank and DZ Bank as lead arrangers of two bonds by Raiffeisen Bank in February and March 2011.

Market perception is that Freshfields' banking team is focussed on financing rather than regulatory work and in this respect the firm has been active in regard to bank bailouts.

Competitors speak highly of Fredrich Jergitch: "A good lawyer, easy to work with and he knows what he's talking about," says one. "No doubt it is excellent quality that you get there," says another peer.

One of the firm's key clients is UniCredit Bank Austria, which Maria Pflügl recently advised on a €160 million club loan for construction company Alpine Bau in order to refinance an existing club facility guaranteed by the Republic of Austria. It was the first company to benefit from the state guarantee scheme twice. Pflügl also advised the bank alongside Raiffeisenlandesbanks on the €650 million financing and refinancing of a purchase of participation rights by Unicredit from private equity house B&C Holding.

In February 2011, ING engaged the team on a $206 million secured forward start financing to RCS & RDS, a Romanian telecommunications group. The facility was designed to partially forward start an existing facility, permitting new lenders to join financing while allowing existing ones to lend more.

On the borrower side, one of the team's biggest deals saw it advise Nufarm, a pesticide manufacturer, on the creation of a security package for a $900 million facility agreement, requiring validity in nine European countries. The firm also advised AMAG on a €200 million facility agreement in March 2011 ahead of its IPO.

In another notable transaction, Counsel Attila K Csongrady advised Deutsche Bank on a $200 million secured structured financing for a financial institution counterparty in the CIS (Commonwealth of Independent States). The transaction involved Deutsche providing financing to the counterparty via an SPV (special purpose vehicle) against bonds held in Euroclear, a bond settlement provider, and a portfolio of locally originated loans.

The depth of talent at Freshfields Bruckhaus Deringer's Vienna office is apparent from recommendations the team's three leading layers receive. Konrad Gröller, in particular, who is ranked as a leading layer for the first time, is consistently praised and described as "a younger partner and quite successful," by one peer, while another says: "He is involved in all the big transactions." Thomas Zottl is also singled out: "We like him very much, he is pragmatic," says one M&A partner. Willibald Plesser, the senior figure, is also widely admired.

As part of the long-awaited merger of Volkswagen and Porsche, partners Günther Horvath, Maria-Theresa Pflügl and Gröller advised the shareholders of the sports car manufacturer's Salzburg operations, who exercised the put option to sell the business to Volkswagen in a €3.3 billion deal.

Private equity houses are active again in the region and the firm were involved advising One Equity Partners (OEP) on its acquisition of a majority stake in Austrian packaging manufacturer Constantia. The deal involved the firm's Vienna, Frankfurt and Amsterdam offices and included a squeeze-out option allowing OEP to sidestep the mandatory takeover bid that would normally be triggered. The seller, Constantia's Dutch holding company, will retain a 25% stake in the manufacturer by a reinvestment through a Dutch joint venture.

The firm was also active in the technology field, advising Hutchison 3G Austria (H3G) on the sale of its telecommunication network operating lease to ZTE, a Chinese equipment provider. The sale allowed for a technology upgrade to prepare H3G's network for 4G services and a cost and tax optimisation for the funding of the infrastructure investments for the company.

Freshfields is a firm that is renowned worldwide for its strong corporate capabilities; as one partner puts it: "They are very corporate and a great firm, we see them a lot there."

However, the firm also boasts a significant markets practice in Moscow that is highly praised by both partners and clients for its growth and ambition.

"We would be looking to appoint them in more cases now due to their staff and the quality of staff they have recruited," comments one client, while another singles out Peter Allen, the London-based partner who does regular work with Moscow, for high praise: "Peter Allen would be up there in the pantheon of great lawyers, if you like. He is very hands-on and just very, very good."

On the ground in Moscow, the equity and debt practices are headed up by Mikhail Loktionov, another who draws appreciation from those in the market, especially for his pragmatic, no-nonsense approach. "When you've been doing this a long time you get to dislike those who state the obvious, or show off. Mikhail is one of those people who can say 'Look, we're all intelligent people around this table, let's not state the obvious and get stuff done.' I like that," says a competitor.

The firm's equity team was quite active, but unfortunately most of their deals fell prey to the volatility of the market. One notable mandate, which is now postponed was their advising of Nord Gold, the gold mining division of Serverstal, on the IPO and prized premium listing on the LSE. Despite a lot of work having been completed on the deal and it being announced at the start of January 2011, the offering, evaluated to be worth around $1 billion, was postponed, with the hope it can be completed when the market settles.

Like most of the firms in this area, it was the debt markets that kept Freshfields lawyers occupied, with the team active on a handful of plus $1 billion deals.

The largest and most high-profile of these saw a team, led by Mikhail Loktionov, advising Sberbank on its Loan Participation Notes Programme. One aspect entailed an LPN update worth $10 billion, as well as a $1bn issue of Series 4 Notes, while another involved another $1 billion issue of Series 5 Notes. This deal completed in the summer of 2010 for an overall stated value of $10 billion.

The firm also advised Russian Railways during the course of 2010 with regard to the placement of Eurobonds on the Irish Stock Exchange and counselled Severstal on the setting up of its own LPN Programme to be done on the LSE. This work closed in October 2010 for an approximate value of $3 billion.

The firm also moved to shore up its equity practice this year by taking on two partners from its London office, Sebastian Lawson and Neil Radford, who took their places in Moscow during spring 2011.

There is a definite theme to Freshfields' project finance work when you ask the market where the firm's strengths lie. "Freshfields is very big on PPP (public-private partnership) and infrastructure," comments one peer, "They do mainly sponsored work and a lot of PPP projects," says another and a further partner adds: "Freshfields is big on PPP, they are known for it."

The team has built on last year's sizeable PPP deals by following up with some interesting mandates for this period too. One particularly noteworthy deal was the firm advising a public developer for St Petersburg with regard to the Orlovsky Tunnel project. This project represents a concession project for the construction of a turnpike whose route will push through under the Neva River. Practice head and leading lawyer Innokenty Ivanov leads on this deal, which agreed the concession in June 2010 but whose final completion date should be reached this year. The project represents a sizeable sum, said to be worth around $1.3 billion.

It is the case that St Petersburg provides a fruitful area for developments of this kind, with the PPP laws there rendering far more success to lawyers trying to get these projects through. Another project in the city that allowed Freshfields to showcase its PPP expertise was advising Vodokanal on the Neva Water project. This is a scheme put in place to help with the water supply, to be accomplished through a reconstruction of the Northern Water Treatment Plant. While the firm had experience in doing PPP through build-operate-transfer (BOT) lines, this deal is done slightly differently, on a build-own-operate-transfer (BOOT) basis under St Petersburg law.

While not being able to quite push at the top tier, Freshfields is generally acknowledged in this area to be a solid tier two firm that makes use of its contacts with natural resources and automotive groups to acquire work.

The main contact for the team at Freshfields is Mikhael Loktionov, whose banking and finance expertise sees him listed as a leading lawyer. He does not get involved too much in this practice area though, but has a dynamic team beneath him that has been very active this year.

A key deal saw a team led by London-based partner Duncan Kellaway advise the lead managers and joint bookrunners, Goldman Sachs, ING and VTB Capital, on a repurchase transaction through a tender offer of Evraz Group's Eurobonds. The deal was quite complex, with the aggregate principal amount of around $617 million already part of an outstanding issue made in 2008 of $1.3 billion 8.875% notes due 2013. In turn, the repurchase itself was financed by an $850 million issue of 6.75% coupon notes due 2018 offered from late April 2011. The deal, and all issues, was finalised in early May 2011.

A deal which Loktionov did get involved with was with a regular client Rolf Group, a leading Russian automotive dealer. Loktionov led a team advising on the prepayment of its indebtedness under the $150 million 13% guaranteed notes (due 2011) issued back in November 2009. This transaction completed just before Christmas 2010.