CHSH Cerha Hempel Spiegelfeld Hlawati acted as counsel to Telekom Austria Group in connection with the merger of its subsidiary VIP OPERATOR DOOEL Skopje with ONE DOOEL Skopje, a subsidiary of Telekom Slovenije Group, both operating in the Republic of Macedonia. In addition, CHSH obtained merger control clearance in Austria, Serbia and in Macedonia, for this transaction being the first three to two telecoms consolidation in Europe.
CHSH advised on the preparation as well as on the structuring measures of the shareholders’ agreement. As a result of the transaction, Telekom Austria Group will hold 55% and have sole control over the newly created entity, whereas Telekom Slovenije will hold 45%. Furthermore, CHSH advised also on the merger agreement and the foundation agreement of the merged entity.
The consolidation from three to two MNOs (mobile network operators) in Macedonia was approved subject to commitments following an in-depth review conducted by the Macedonian Commission for Protection of Competition. The commitments include MVNO (mobile virtual network operator) access offered by the merged entity to interested parties. CHSH's competition law team advised Telekom Austria on the merger control clearance achieved in Austria as well as on obtaining approval for the merger from the competition authorities in Serbia and Macedonia.
CHSH advised jointly with local counsel Polenak law firm.
Telekom Austria Group is the leading communications provider in the CEE region with approximately 23 million customers operating in eight countries. It is listed on the Vienna stock exchange and has been offering mobile services in the Republic of Macedonia via its subsidiary VIP OPERATOR since 2007. With the acquisition of blizoo Macedonia in July 2014, Telekom Austria Group has also offered fixed-line services in the Macedonian market.
The closing of the transaction took place on 1 October 2015.
The team at CHSH was led by managing partner Dr. Albert Birkner (Corporate/M&A) and partner Dr. Bernhard Kofler-Senoner (Merger Control) and also consisted of Senior Associates MMag. Dr. Michael Mayer (Merger Control) and Mag. Nikolay Yanev (Merger Control) as well as Associate Mag. Nadine Leitner (Corporate/M&A).