
Capital markets - Tier 1
The market's unanimous opinion is that Cerha Hempel Spiegelfeld Hlawati is one of the country's leading capital markets firms. There were some concerns that its equity-geared practice may have suffered in the stock market downturn, but any drop-off was more than compensated for by its recent debt work.
From June to December last year the team assisted Bawag with its debt strategy, updating its €10 billion bond programme and launching its €400 million convertible bonds offering. In a parallel transaction it helped the bank set up a €1 billion options programme, which required it to prepare the prospectus and associated documents plus obtain regulatory approval.
In September 2009 it worked on a €110 million private placement of convertibles for Nomura International. The bank subscribed to A-TEC's offering of 8.75% bonds with a conditional conversion right. The team also advised Raiffeisen on its €500 million participation capital placement which, when it closed in June 2009, was oversubscribed.
Banks aside, the firm took care of all Wienerberger's capital needs last year. The brick producer mandated the team on its €336 million share placement, structured to give buyers a 30% discount to account for market conditions. Later the firm created its €500 million EMTN programme and helped the company issue a standalone €250 million bond.
Name partner Edith Hlawati is consistently pointed out as a leading lawyer and Volker Glas also draws praise, particularly from clients. "He's been around a long time and at the same firm which is important," says a property client. "Plus he's a pleasant person to work with. He's not pretentious and there are no unnecessary attitudes."
But the draw card for many clients is that Hlawati and Glas are not the team's only go-to people. "They have depth. It's not just the headline partners," says one client. "They have the necessary experience the whole way down to do the transaction." Another client names Thomas Zivny as the team's bonds specialist.
Leading lawyers
Volker Glas
Edith Hlawati
Banking - Tier 2
The banking work of Cerha Hempel Spiegelfeld Hlawati is slightly overshadowed by its leading capital markets practice. But the market does not deny its ability to attract and perform in complex mandates. A case in point is it helping Telekom Austria rework €930 million worth of financing and collateral agreements with BNP Paribas. This formed part of the corporate restructure of the client's parent company and required the team to renegotiate cross-border financings settled nearly ten years ago.
The firm also seems to have picked up a large chunk of the banks' debt restructurings. Since April 2010 it has advised Austrian banks on four debt restructurings covering seven central and eastern European countries, with values ranging up to €105 million. Elsewhere the firm advised Germany's Commerzbank on the regional regulatory requirements of its merger with Dresdner Bank, and its launch in Austria. The new branch was opened in June 2009 and the deal value totalled €5.12 billion.
As for the team, partner Peter Knobl is regarded by peers as an excellent regulatory lawyer, Volker Glas is valued for his oversight and direction, and senior associate Johannes Buchinger was praised by clients.
Leading lawyers
Volker Glas
Peter Knobl
Mergers and acquisitions - Tier 2
Both clients and competitors have picked up on the team approach of Cerha Hempel Spiegelfeld Hlawati. Albert Birkner drives the corporate practice, Edith Hlawati is the rainmaker and Volker Glas is the integrative figure. "He's often the mediator," says one peer, "resolving certain aspects of the work."
A bottom-heavy practice can cause problems for clients, and the corporate team has been structured to ensure this doesn't happen. "They have a team, unlike some firms where you get one unique lawyer that covers all areas," says one bank client.
Ten months after its signing, the firm closed the privatisation of Austrian Airlines. It acted for the target and the vendor, the government's ÖIAG, in the €1.8 billion disposal to German carrier Lufthansa. The sale is viewed as a rescue-sale with the buyer asking the government to inject €500 million prior to the transfer. The sale was by structured tender and it finished with a squeeze-out of minority shareholders.
Another notable deal saw the firm represent OMV in the €1.4 billion sale of its stake in Hungarian oil company MOL to Russian oil producer Surgutneftegas. Edith Hlawati was praised as "an excellent lawyer and very dedicated," adding: "She's reachable 24 hours, seven days a week."
Leading lawyers
Albert Birkner
Clemens Hasenauer
Edith Hlawati
Financial and corporate (Tier 3)
Cerha Hempel Spiegelfeld Hlawati moved into the market in 2008 to advise Mobilkom Austria on a $1.5 billion acquisition, the biggest ever in Belarus. Since then, it has established a solid team managed by Sergei Makarchuk and supported by Austria-based partner Peter Hoffman.
"The whole work product we got was a much more western-delivered product," says a client. "In terms of the service and the quality of lawyering [sic], this firm matches anyone else that I have ever worked with before," says an international client. "We are very happy with the support, it's a small office but they provide good support and good advice."
"It was useful to speak with a fellow English speaker, and being able to go through Vienna helped in that the advice coming from Belarus met our commercial requirements," says another client.
As the largest international firm in the country the firm has a huge advantage on drawing the biggest clients and deals. Competitors argue that until the market draws in these investments the firm's local profile remains slightly lower than others.
The firm represented the biggest names and potential names in the market. It advised SAB Miller on a potential privatisation which was put on hold. The firm also advised Expedia on a software development contract and acted for Walt Disney against the Antimonopoly Authority.
Elsewhere, the firm was engaged by Russian oil and gas company Sibur Holding on issues related to a major gas supply contract with its Belarusian customer and an international bank on regulatory and cross border issues related to an intra-group restructuring.
Financial and corporate (Tier 4)
Despite reports of decreased visibility in the legal market by market players, Austria's CHSH Cerha Hempel Spiegelfeld Hlawati has been active on a number of M&A deals over the past 12 months. The practice is led by Boyko Guerginov, who has been active on a large number of transactions.
Gurginov led a team advising Kaufland, a hypermarket chain, in connection with its expansion project in Bulgaria as well as advised on various projects related to the expansion. The deal is ongoing. Gurginov was also active in advising Ventureal Invest in connection with its acquisition of two special-purpose vehicle (SPV) companies for the purpose developing a key wind park project.
Leading lawyers
Boyko Guerginov
Banking & Capital Markets (other notable firms)
Cerha Hempel Spiegelfeld Hlawati Dezsö partner Edina Nagy has had a fairly active year in banking, advising Erste Bank on the restructuring of several project finance loans. The deals are valued at e95 million which have so far involved a number of complex negations with different clients.
Mergers & Acquisitions (other notable firms)
Austria-based Cerha Hempel Spiegelfeld Hlawati Dezsö advised Agfa in the cross-border merger of Agfa Graphics Hungary into Agfa Graphics Austria in its highlight of the year. The firm is led by the experienced Andrea Presser and Ilona Rónay-Csordás.
Financial and corporate (Tier 1)
Jankovic Popovic & Mitic in co-operation with CHSH (Cerha Hempel Spiegelfeld Hlawati) has been at the top of the tree for some time and this year has been no different with the market praising the law firm and specifically managing partner Nikola Jankovic. "We found Mr Jankovic very useful," says one client. "Our deal was extremely complicated which involved many aspects of contractual law and rights issues that had to be clarified and he did it very well."
The firm has been involved with several deals involving several key practice areas including M&A, banking and project finance largely thanks to its association with Austrian law firm CHSH that is well known for its M&A department on its home patch. One partner says: "I think they have become a very good law firm since they became associated with a leading Austrian law firm in CHSH."
The firm's highlight of last year was on advising the state-owned gas company Srbijagas Novi Sad on its joint venture with Gazprom. The deal was one of the largest mergers in Serbia, valued at €1.5 billion, and involved a bilateral state agreement between the Russian Federation and the Republic of Serbia.
On the banking side the firm, led by Julijana Jevtic and Dusan Djordjevic, advised the Serbian government on the restructuring of the Zastava Group in relation to the joint venture with Fiat Automobiles.
Leading lawyers
Nikola Jankovic
Nenad Popovic
Source: IFLR 1000 - The Guide to the World's Leading Financial Law Firms, 2011 Edition
© 2009 Cerha Hempel Spiegelfeld Hlawati