Category: News

bpv Huegel advises STRABAG SE on the reduction of the shareholding of Rasperia – holding company of Oleg Deripaska – to below 25%

bpv Huegel has advised the listed construction group STRABAG SE on capital measures to reduce the stake of MKAO Rasperia Trading Limited – holding company of the sanctioned Oleg Deripaska – to below 25%.

23 March 2024. bpv Huegel has advised STRABAG SE on comprehensive capital measures to reduce the shareholding of MKAO Rasperia Trading Limited – a company controlled by sanctioned Russian citizen Oleg Deripaska – to reduce relevant disadvantages and risks for STRABAG SE for the company’s business activities resulting from the sanctioning of Oleg Deripaska (USA, Canada, Australia, EU) and to delete Oleg Deripaska as beneficial owner (UBO) from the register of beneficial owners of STRABAG SE.

The final step of the non-cash capital increase was registered with the commercial register on 21 March 2024. The non-cash capital increase reduced the shareholding of MKAO ‘Rasperia Trading Limited’ from around 27.8% to less than 25% – specifically to around 24.1%.

The Annual General Meeting of STRABAG SE in June 2023 unanimously resolved up related steps: As a preparatory step, a capital increase from company funds by EUR 1.9 billion from appropriated reserves. The increased share capital was reduced again by two ordinary capital reductions: around EUR 996 million for the allocation of free reserves and around EUR 903 million for a conditional distribution to shareholders.

The distribution of EUR 9.05 per share was paid in cash or, at the option of each shareholder, in new shares of the company, which were issued from the non-cash capital increase. The non-cash capital increase was made with the distribution entitlements (scrip distribution). The Austrian core shareholders – the Haselsteiner family, Raiffeisen and UNIQA – had committed themselves in advance to elect for a distribution in the form of new shares. Rasperia was excluded to opt for shares due to the sanctions-related restrictions. Around 87.6% of the entitled shares opted for new shares (60.9% of the share capital) and the share capital was increased by 15.2%.

STRABAG SE is a European-based technology partner for construction services, a leader in innovation and financial strength. The services span all areas of the construction industry and cover the entire construction value chain. With approximately 86,000 employees and an annual output volume of around EUR 19 billion.

The transaction was led in-house by Meera Ramakrishnan (Head of Corporate Austria).

Led by Christoph Nauer (Corporate/M&A, Capital Markets) the bpv Huegel transaction team included: Roland Juill (Corporate/M&A, Capital markets), Florian Plattner (Litigation), Kornelia Wittmann (Tax law), Christian Schneider (Public Law/Sanctions), Johannes Mitterecker (Corporate/M&A), Barbara Valente (Corporate/M&A, Capital Markets), Anna Zirkler (Litigation) and Lucas Hora (Tax).

bpv Huegel advises investors and management on the sale of majo-rity stake in EYYES GmbH

13 March 2024. bpv Huegel advised the investors and the management on the sale of a majority stake in EYYES GmbH to the German Vector Informatik GmbH.

A team of bpv Huegel led by Thomas Lettau (Partner, Co-Head Corporate/M&A) structured the sales process and assisted the investors and the management in negotiating and finalising the transaction agreements.

bpv Huegel has already advised an investor on the acquisition of a stake in EYYES GmbH in 2019.

EYYES is a pioneer in the field of driving assistance solutions and traffic detection with artificial intelligence based on camera sensor technology.

With 33 locations worldwide and more than 4,000 employees, Vector supports its customers with a professional platform with tools, software components and services for the development of embedded systems.

The bpv Huegel team was led by Thomas Lettau and included Johannes Mitterecker, Tim Pasternak, Anna Zirkler (all Corporate /M&A) and Nicolas Wolski (Tax Law).

bpv Huegel advises top researcher and AI pioneer Sepp Hochreiter on founding the AI company NXAI

With NXAI, the potentially ground breaking European Large Language Model technology xLSTM will be further developed.

14 February 2024. AI pioneer Sepp Hochreiter, Netural X and Stefan Pierer’s PIERER Digital Holding founded the company NXAI GmbH with the help of bpv Huegel. NXAI will drive the development and promotion of cutting-edge European AI research and innovative AI solutions at the highest level for the international market. NXAI is focusing on the potentially ground breaking European Large Language Model technology xLSTM.

A team of bpv Huegel led by Florian Neumayr and Stefan Gaug advised Sepp Hochreiter on the formation of the joint venture company and the participation agreement in this high-profile transaction in the technology sector. A team of Oberhammer Rechtsanwälte acted for PIERER Digital Holding and Netural X.

The national and international media response was significant. The German newspaper Handelsblatt, for example, ran the headline in its AI briefing: “Sepp versus Sam – German AI researcher plans a better ChatGPT” in reference to Sam Altman, the US entrepreneur, investor, software developer and CEO of OpenAI.

PIERER Digital Holding GmbH holds 37 percent of NXAI, the remaining shares are held by Netural X (37 percent) and Sepp Hochreiter (26 percent).

Further information: www.nx-ai.com

About Sepp Hochreiter

Sepp Hochreiter is one of the most renowned AI researchers. In 1991, he developed the LSTM (Long Short-Term Memory) technology as a cornerstone, paving the way for today’s artificial intelligence. The technology was the leading method in speech processing and text analysis until 2017 and has been used billions of times in smartphones to date. Sepp Hochreiter is Director of the University Institute for Machine Learning and Head of the Artificial Intelligence Laboratory at the Linz Institute of Technology (LIT).

bpv GRIGORESCU STEFANICA advised the private equity firm Omnia Capital on its investment in Cargo Buddy

bpv GRIGORESCU STEFANICA advised the private equity investment firm Omnia Capital on acquiring 44.67% of Cargo Buddy, a digital shipping house launched in 2021. Cargo Buddy is the first digital shipping house in Eastern Europe, serving both businesses and individuals, while partially complementing courier services.

Our involvement in this transaction included advising the investor Omnia Capital on legal and tax issues related to the transaction’s structuring, documentation and implementation.

“After the takeover of road transportation company Dumagas, which was completed early last year, the investment in Cargo Buddy shows our client’s dedication to the development of the transportation sector. We are pleased that this new project values both our transaction experience and our market-leading expertise in the technology sector”, says Catalin Grigorescu, managing partner bpv GRIGORESCU STEFANICA.

“Cargo Buddy is a Romanian company that is competitive at European level, and our investment aims to increase our operational performance and offer better commercial conditions to our clients. As in the previous transactions, the collaboration with bpv GRIGORESCU STEFANICA has lived up to our expectations and helped us to close the transaction on the best possible terms”, says Matei Ladea, partner Omnia Capital.

Our team included Catalin Grigorescu, managing partner and head of the technology transaction practice and Matei Tomi, associate in the corporate transactions practice.

Our team’s expertise in Corporate Transactions practice is proven by our involvement in complex transaction closing, including:

  • Creatopy and its co-founders in a $10 million Series A funding round;
  • Softelligence and its shareholders in connection with its acquisition by the US company Encora Holdings Limited, part of the Encora Group;
  • Ziegler Group in its acquisition of HS Timber Productions in Sebes, Romania;
  • the private equity firm OMNIA CAPITAL in its acquisition of the road transportation company Dumagas from the private equity fund Bancroft;
  • the company VERIDION (formerly Soleadify), its founders, as well as the venture capital fund LAUNCHUB Ventures and other participants in a USD 6 million financing round;
  • software and infrastructure company INCRYS in connection with acquiring information technology services company USOURCE;
  • Innoship and its shareholders on the acquisition of a majority stake in Innoship by the private equity fund Abris Capital.

bpv GRIGORESCU STEFANICA Welcomes New Partner to Corporate and M&A Practice

bpv GRIGORESCU STEFANICA, a leading Romanian full-service law firm, is pleased to announce that Cristina Daianu has joined the firm as a partner in its Corporate and Mergers & Acquisitions practice group.

Ms. Daianu brings over 20 years of experience in Corporate and M&A; her practice focuses on business sales and acquisitions, reorganisations, joint ventures, as well as investments transactions in early and growth-stage companies. Over the years, she advised clients from various sectors, with a focus on Private Equity and Venture Capital, Life Sciences, Technology, Manufacturing and Energy. She has extensive experience in dealing with both local entrepreneurs as well as international clients, with a strong focus on investments by German and French businesses.

Ms. Daianu joins the firm from the Bucharest office of Dentons, where she was a Corporate and M&A partner. She is a member of the Bucharest Bar and admitted to practice also in Paris.

“We have known Cristina for many years and are very excited that she agreed to join our firm,” said Catalin Grigorescu, Managing Partner of bpv GRIGORESCU STEFANICA. “She brings a wealth of experience from working with clients both locally and internationally in some of the most prestigious firms in the world.”

“Cristina’s arrival underscores our firm’s commitment to building a preeminent corporate transactions practice,” added Catalin Grigorescu. “Her impressive background and skills will be invaluable as we continue to grow this practice area and deliver superior service and results to our clients on their most significant transactional matters. Cristina shares our collaborative, client-first approach to serving clients and will play a key role in the ongoing expansion of our Corporate and M&A capabilities.”

„I am thrilled to be joining bpv GRIGORESCU STEFANICA and its outstanding corporate team,” said Ms. Daianu. “The firm offers an excellent platform for my practice, with its market leading industry expertise in technology and a number of top-tier practices, as well as its wide capabilities in advising German speaking clients. We have great synergies and clients will only benefit from this partnership.”

Ms. Daianu holds degrees in Law from the University of Bucharest and from the University of Paris I Panthéon Sorbonne (Collège Juridique Franco Roumain d ‘Etudes Européennes), where she has been a valedictorian, as well as a Master degree from University of Paris I Panthéon Sorbonne.

With the addition of Ms. Daianu, bpv GRIGORESCU STEFANICA’s Corporate and M&A practice now includes 4 partners. The group represents clients in mergers and acquisitions, divestitures, joint ventures, private equity and venture capital transactions, corporate governance and incentive plans, and other corporate matters across a wide range of industries.

Proud to have advised Helanis AG on the acquisition of the engineering company Schaltag Group

We advised Helanis AG, a Swiss company, on the acquisition of the Schaltag Group, which has more than 250 employees and 11,000 m2 of production space in Switzerland (Effretikon near Zurich), the Czech Republic (Ústí nad Orlicí), Germany (Ravensburg) and Spain (Valladolid). Schaltag is a leading specialist in the field of mechanical engineering and provides services in the areas of automation, switchgear, instrumentation, machinery and equipment design and cable assembly

The Czech company with approximately 160 employees is the largest plant in the group. The objective of this strategic acquisition, which was announced on 3 June 2024, is to ensure sustainable growth, further develop the product portfolio and strengthen the Schaltag Group’s customer relationships. Headquartered in Effretikon, Switzerland, Schaltag AG is a leading industrial solutions provider with extensive experience in engineering, purchasing and manufacturing. Many well-known companies from various industries are long-standing customers of Schaltag. The total amount of the transaction was not disclosed.

Kellerhals Carrard was the main advisor in the transaction, while Advant Beiten advised on German law. Legal advice on Czech law during due diligence and the entire transaction was provided by the team of bpv BRAUN PARTNERS led by partner Arthur Braun, M.A. and lawyers Mgr. Markéta Kleinová, Mgr. Jindra Pozniaková, Mgr. Nikola Faltová and associate Mgr. Sabina Škrobánková. Managing partner of bpv BRAUN PARTNERS, Arthur Braun, M.A. said: „It was an interesting transaction that was quickly brought to a successful conclusion.“

The Swiss company Helanis AG, headquartered in Zurich, is a newly formed holding company controlled by a Swiss management team led by Dominik Hanslin.

Succesfully completed a major life science transaction

Happy to announce that our Prague office bpv BRAUN PARTNERS assisted our French client, LFB SA and its subisidairy EUROPLASMA GmbH, in acquiring Amber Plasma a.s., a company operating 12 plasma collection centers in the Czech Republic.
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Congrats to our dedicated team, led by Arthur Braun and the stellar support of Markéta Nešetřilová (Kleinová), Evelina Weagová, Nikola Faltová and Nikola Ourodová, who contributed to the smooth facilitation of due diligence and the transaction.

🇬🇧 Read the whole press release

🇩🇪 Lesen Sie die aktuelle Pressemitteilung

Acquisition LifeSciences bpvTeam

bpv BRAUN PARTNERS advised UCED on its expansion in Slovakia 

Our office in Prague and Bratislava provided comprehensive legal advice to UCED from the CREDITAS Group portfolio on the successful acquisition of 100% of the shares in the Slovak energy group GGE, one of the leading producers and distributors of electricity and heat in Slovakia.

UCED, part of the Czech investment group CREDITAS, has decided to acquire GGE, which is one of the leading Slovak energy groups with its 213 MW heat network and more than 70 MW of electricity network. Its portfolio includes, among others, the Považská Bystrica steam and gas heating plant. GGE also owns more than 90 km of heat distribution lines and is dedicated to building and interconnecting local distribution systems. This strategic acquisition will strengthen UCED’s market position and bring synergic benefits to both companies.

bpv BRAUN PARTNERS played a leading role in this international transaction and provided comprehensive legal advice and assistance in all negotiations and preparation of complete transaction documentation, including due diligence, negotiation of W&I insurance and financing of the transaction. Within the entire transaction, bpv BRAUN PARTNERS worked closely with UK law firm Watson Farley & Williams on all UK law aspects. The total value of the transaction was not disclosed.

Legal advice throughout the transaction was provided by the Czech and Slovak team of bpv BRAUN PARTNERS consisting of David Vosol, Igor Augustinič, Ondrej Poništiak, Pavel Vintr, Ivana Horáková, David Plevka, Juraj Gazda, Zuzana Dzilská and Monika Kardošová. David Vosol, partner at bpv BRAUN PARTNERS, evaluates the successful transaction as follows. “Many thanks go to our entire team and to the team of Watson Farley & Williams. There were crucial moments, sometimes well past midnight, when the entire team managed to give our client everything he needed at a tremendous pace, despite tough negotiations and pressure. The complexity of legal advice in an international transaction of this type must be able to cope with multiple jurisdictions. This only adds to the demands of negotiating the transaction, to the extent of the due diligence and to the complexity of the transactional and financial documentation as well as to the process of obtaining approvals from the various authorities in all the countries involved. But when all of this is managed, the reward is a satisfied client who also thanks to it succeeded in expanding into another market in Central and Eastern Europe.”

CREDITAS Group has been active on the energy market since 2013. The distribution systems of its energy division UCED supply energy to more than 7,000 regular customers. In 2023, the Group’s EBITDA exceeded CZK 2.2 billion. UCED has ambitions to become a leader in decentralised energy in the Czech Republic, Slovakia and to expand into other Central and Eastern European countries

bpv party at Sova’s Mill

We had the pleasure of hosting many clients, partners and colleagues from our and alliance offices at the beautiful Museum Kampa, located in Sova’s Mill in the heart of Prague.

Despite the less-than-perfect weather, the rich artistic atmosphere, featuring the incredible collections of Jan and Meda Mládek, together with the relaxed jazz by the Masters (with the wonderful singer Tereza Rychlá) created an unforgettable evening.

Surrounded by masterpieces from František Kupka and other other significant Czech artists of the 20th century, the bpv party was a true celebration of art and our legal services providing for our clients since 1994 going on until the early hours of the morning.

Moot Court at bpv Braun Partners again

bpv Braun Partners hosted again in its Prague office a traditional competition for law school students from all Czech faculties – Moot Court.

The competition is organized in cooperation with ELSA.

The competition had a written and an oral part. The top 4 teams advanced to the oral round where they competed against each other in a simulated employment law court hearing.

The contestants found the questioning of the witness to be the most difficult. Lucie Kalašová, Nikola Faltová and Kristýna Bučková sat in the “judicial senate”, which was also a jury.

“I am very pleased that our competition has only received positive responses from the contestants for a long time. I would like to appreciate the performance of everyone who participated in the Moot Court. They were at an excellent level. ” said Lucie Kalašová.

Congratulations to the winners! Thank you to all participants!