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FWP, Freshfields, Grohs Hofer, and BPV Hugel Advise on UniCredit Takeover of CEE Business from UniCredit Bank Austria

FWP, Freshfields, Grohs Hofer, and BPV Hugel Advise on UniCredit Takeover of CEE Business from UniCredit Bank Austria


Freshfields and Fellner Wratzfeld & Partner have advised UniCredit S.p.A. (Italy) on its takeover of the CEE business of its subsidiary UniCredit Bank Austria AG. Apart from shareholdings in 13 banks in Southern Europe and CEE, a loan portfolio in the amount of about EUR six billion also passed to the parent company in Milan. Grohs Hofer advised the works council and bpv Hugel advised Bank Austria’s retired employees.

The transaction involved two steps: A reorganization under which the CEE business was split off into a special-purpose vehicle, immediately followed by the cross-border merger of that SPV with the parent company. Following approval by the European Central Bank, Banca d’Italia and the Austrian Financial Market Authority, the transfer was perfected as of October 1, 2016, with the relevant entries being made in the Austrian and Italian commercial registers. The new organization is intended to simplify the group’s structure and to streamline management functions while preserving both expertise and customer relations.

At the end of its 2015 business year, UniCredit Bank Austria AG recorded total assets amounting to nearly EUR 194 million. Following the split-off of the CEE network, the total assets of the remaining Austrian business will decrease to approximately EUR 100 billion.

The Vienna-based advisors to UniCredit S.p.A. and UniCredit Bank Austria AG from Freshfields Bruckhaus Deringer included Partners Thomas Zottl, Stefan Kock, Florian Klimscha, Stephan Pachinger, Thomas Kustor, and Bertram Burtscher, and Associates Ludwig Hartenau, Dora Rendessy, Daniel Lungenschmid, Karin Buzanich-Sommeregger, Christian Jollinger, Tatjana Krutzler, Miriam Broucek, and Agnieszka Bibro.

UniCredit Bank Austria’s in-house team was led by Herbert Pichler, while the in-house team of parent UniCredit S.p.A. in Milan was led by Lorenzo Lampiano.

The Fellner Wratzfeld & Partner team advising UniCredit Bank Austria consisted of Partners Markus Fellner, Paul Luiki, and Kurt Wratzfeld, and Associates Irena Gogl-Hassanin, Benedikt Kessler, Michael Pucher, and Kathrin Kogler.

The Grohs Hofer team was led by Elisabeth Stern, and the bpv Hugel team was led by Partners Elke Napokoj and Berhard Schatz.

Editor’s Note: After this article was published, Karanovic & Nikolic reported that it worked alongside Freshfields Bruckhaus Deringer and Fellner Wratzfeld & Partner in supporting UniCredit S.p.A. (Italy) in its recently closed take-over of the CEE business of UniCredit Bank Austria AG including shareholdings in 13 banks in Southern Europe and CEE  as well as a relevant loan portfolio. Specifically, Karanovic & Nikolic acted as the local advisor in Serbia and (through its corresponding law offices) in Croatia and Slovenia. The  K&N team was led by Partner Maja Jovancevic Setka, and consisted of Senior Associates Ivona Vuckovic and Katarina Guduric, as well as attorneys working in cooperation with the firm in Slovenia (Jaka Simoncic and Marko Kranjc) and Croatia (Franka Baica).