CERHA HEMPEL has advised the European Bank for Reconstruction and Development (EBRD), London, on the conversion of an indirect participation into a direct participation in the listed Addiko Bank AG. The conversion was effected by means of a distribution in kind provided to the EBRD in the form of a participation held by an indirect holding company. The direct participation was acquired on 4 March 2020 by transferring 1,638,443 shares in Addiko Bank AG (8.4% of its share capital) to EBRD's securities account.
The Addiko Group is a banking group in Central and Southeastern Europe (CSEE), specialising in providing services to consumers and small and medium-sized enterprises (SMEs). It consists of Addiko Bank AG, with its registered office in Vienna, and six subsidiary banks licensed to operate in five countries in the CSEE region: Croatia, Slovenia, Bosnia and Herzegovina, Serbia and Montenegro. The Addiko Group provides services to approximately 0.8 million customers in the CSEE region via a network of six subsidiary banks and modern digital banking distribution channels. The balance sheet total of Addiko Bank was approximately EUR 6 billion as of 31 December 2019.
EBRD is the Bank for Reconstruction and Development, founded on 15 April 1991 and owned by 69 countries on five continents and the European Union and EIB. It pursues the objectives of a multilateral development bank.
K&L Gates Italy, under the leadership of partner Paolo Zamberletti (Milan), was responsible for coordinating the transaction as a whole for EBRD. The team advising EBRD in Austria, led by Peter Knobl (CERHA HEMPEL partner for Banking and Capital Markets, Vienna), consisted of Andrea Harrich (Attorney at law, stock exchange law) and Albert Birkner (CERHA HEMPEL Managing Partner, Vienna, takeover law). The Adriala network and Bopa Rechtsanwälte (Vladimir Bojanovic) acted for EBRD in the CSEE region. Advent International Corporation was advised by a team at Freshfields Austria headed by partner Stephan Pachinger (Vienna).
“The transaction was complex because of the need to reconcile issues under stock exchange and takeover law in an international context. We are pleased that EBRD has called upon the market renowned expertise of CERHA HEMPEL", said Peter Knobl and Albert Birkner.