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CMS and Schoenherr Advise on CSOB Acquisition of CMSS from Bausparkasse Schwabisch Hall

CMS and Schoenherr Advise on CSOB Acquisition of CMSS from Bausparkasse Schwabisch Hall

Czech Republic

CMS Prague has advised Ceskoslovenska obchodni banka, the Czech division of KBC Group, on the acquisition of 45% stake in the Czech building savings bank Ceskomoravska stavebni sporitelna from Bausparkasse Schwabisch Hall, advised by Schoenherr.

The total value is EUR 240 million, which represents a 1.54 multiple of the 2018 standalone net book value and a 9.20 implied multiple of 2018 net profit including discounted 2024 synergies.  Parties have agreed that dividends from 2018 and 2019 profits will fully belong to Ceskoslovenska obchodni banka (CSOB).

According to KCB press release, the transaction will have an impact of approximately 0.30 percentage points on the KBC Group’s CET1 ratio, which stood at 16%, at the end of 2018 and would lower KBC Group’s 2% M&A buffer to 1.70%. Furthermore, the revaluation of KBCs 55% stake in Ceskomoravska stavebni sporitelna (CMSS) will lead to a one-off gain for KBC on the date of the closing of the transaction, estimated at approximately EUR 80 million. 

As a result of this transaction, CSOB will hold 100% of CMSS and become the only shareholder of the company. The agreement is still subject to anti-trust approvals and is expected to close by summer 2019.

CSOB is a universal bank in the Czech Republic, established by the State in 1964 and privatized in 1999. Since 2007 the bank is a wholly-owned subsidiary of KBC Bank. CSOB provides its services to all groups of clients, as well as SME, corporate, and institutional clients. In retail banking in the Czech Republic, CSOB is operating under brands brands CSOB and Postovni sporitelna (Postal Savings Bank; financial centers and outlets of the Czech Post network). 

The CMS team was led by Partner Lukas Janicek and Counsel Patrik Przyhoda, supported by Partners Tomas Matejovsky and Libor Prokes, Associate Stepan Havranek, and Lawyers Lukas Reichmann and Jan Jezek. 

Schoenherr Partner Martin Kubanek led the team in Prague      

Czech Republic Knowledge Partner

For more than 25 years PRK Partners has been providing top tier, comprehensive legal services in all areas of law – always at the highest professional level. The company’s offices in Prague, Ostrava and Bratislava, as well as its specialised teams of legal practitioners and tax advisors, allow PRK Partners to offer solutions to any kind of legal issues, providing an international point of view and in-depth knowledge of the respective local legal system.

The full-service law firm has worked on many of the region’s largest and most complex transactions. The firm puts emphasis on the highest standards of quality, efficiency and flexibility in its advisory services, which are tailored to the specific requirements of each client. 

Our team is composed of professionals with international education and experience. The firm frequently works on a non-exclusive basis with leading international law firms on large cross-border transactions.

PRK Partners is consistently recognised among the top law firms by leading international and domestic directories and ratings agencies and has been honoured with numerous awards: 

• National Law Firm of the Year 2016 by the Chambers Europe Awards, the most prestigious international law firm competition. This is the fifth award PRK Partners has received since the awards were first given; National Law Firm of the Year 2014, 2013 and 2010 and Law Firm of the Year 2012 for Best Client Service.

• 2018 Best Law Firm of the Year in the category of Banking &Finance and the absolute winner in the main category of the Domestic Law Firm of the Year awards organised by epravo.cz under the auspices of the Czech Bar Association three times since the award's inception (in 2016, 2013 and 2011).

• a finalist of the Central European Law Firm of the Year category in The Lawyer European Awards 2018. 

The firm has a strong commitment to corporate social responsibility and pro bono work.

PRK Partners is the exclusive member firm in the Czech Republic for Lex Mundi, the world’s leading network of independent law firms, with in-depth experience in 100+ countries worldwide. In addition, the firm is a member of Celia Alliance, AFI (Association for Foreign Investment) and CVCA (the Czech Private Equity and Venture Capital Association).

Firm's website: www.prkpartners.com

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