Banking & Finance | lending, acquisition fi nance, structured fi nance, real estate, project and asset fi nance, securitisation, cash pooling, restructuring and insolvency, derivatives, bank and fi nancial services regulation, investment funds | Michael Binder, Tibor Fabian, Stefan Tiefenthaler, Emanuel Welten

Capital Markets | IPOs, SPOs, corporate bonds, debt issuance programmes, other equity and debt issuances, general meetings, boardroom advice, issuers’ corporate governance and compliance, disclosure, public takeovers | Michael Binder, Tibor Fabian, Florian Khol

Competition | merger clearance, abuse of market power, damage recovery and defence, cooperation agreements, distribution agreements, compliance, state aid, public procurement (Austrian and EU law) | Johannes Barbist, Raoul Hoffer

Corporate | M&A | national and cross-border share and asset deals, auctions, reorganisations, corporate housekeeping, proxy contests, boardroom advice, private trusts, venture capital, leveraged and management buy-outs, privatisations, distressed M&A and restructurings, joint ventures, voting agreements | Michael Binder, Gottfried Gassner, Andreas Hable, Florian Khol, Michael Kutschera, Michael Lind, Ivo Rungg, Thomas Schirmer

Dispute Resolution | domestic and international litigation and arbitration, recovery of assets and other enforcement, alternative dispute resolution, forensic investigations | Stefan Albiez, Johannes Barbist, Christian Klausegger, Michael Kutschera

Employment Law | employment and executive contracts, national and international restructurings, relocations, reductions and transfers of workforce, business closures, employment litigation, constitutional labour law, unions and works councils, data protection law | Horst Lukanec

Insolvency and Restructuring | out-of-court restructurings and insolvency proceedings, reorganisations and enforcement of security interests, cross-border insolvencies, capital maintenance, non-performing loan portfolios | Gottfried Gassner, Thomas Schirmer, Emanuel Welten

Real Estate | real estate transactions, asset management, analysis and restructuring of portfolios | Tibor Fabian

Regulatory | administrative proceedings, market entry support, authorisations, industrial and other permits, public law compliance, sector regulation and other regulatory regimes | Johannes Barbist

Tax | tax analysis and structuring of M&A transactions, reorganisations, fi nancing and capital market transactions, fund structures, expatriates, employee participation programmes and stock option schemes, private trusts and wealth succession, proceedings before tax authorities and courts, criminal tax law | Andreas Hable, Christian Wimpissinger

Unfair Competition | Intellectual Property | Data Protection | advertising, media, e-commerce and domain law, direct marketing, trademarks, patents, copyrights and designs, product piracy, IP licence, transfer and purchase agreements, IT and software contracts, co-operation and delimitation agreements, contentious and non-contentious work | Ivo Rungg

www.bindergroesswang.at

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BINDER GRÖSSWANG Rechtsanwälte GmbH

ViennaA-1010 Vienna, Sterngasse 13Tel. +43 (1) 534 80Fax +43 (1) 534 80-8e-mail: vienna@bindergroesswang.at

InnsbruckA-6020 Innsbruck, Kaiserjägerstraße 1Tel. +43 (512) 579 973Fax +43 (512) 579 973-8e-mail: innsbruck@bindergroesswang.at

Legal staff: 85Total staff: 141Languages: German, Croatian, Czech, English, French, Italian, Russian, Slovak, Spanish

02.2013

Key fi gures Austria 2012

GDP per capita: Euro 36.640Unemployment rate: 4.3%Infl ation: 2.4%Population: 8.4m

Source: Statistics Austria

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Reorganisation of Diners Club

Binder Grösswang provided counsel on the dissolution of the Austrian “AirPlus” joint venture between Lufthansa/Austrian Airlines and UniCredit Bank Austria by way of spinning off the Diners Club business and the Miles & More Mastercard business from AirPlus to DC Bank AG.

DC Bank AG was founded as a new credit institution (spin-off of a banking business under the auspices of the Austrian Financial Market Authority and the Cartel Court). Both the corporate ownership structure involved in the transaction and the corporate and reg-ulatory framework were highly complex. Binder Gröss-wang partner Andreas Hable and his team acted as transaction counsel to all the parties involved.

Sale of Lenzing’s Plastics Business Unit

Binder Grösswang advised the Austrian Stock Exchange listed Lenzing AG on the auction sale of its plastics business unit to an Austrian bidding consortium led by Invest AG, the investment company of the Raiffeisen Banking Group Upper Austria, based in Linz. The valuation equals close to 8 EBITDA

multiples of the 2012 fi nancial year. This decision was preceded by a multi-stage bidding process in which the new owner proved to be the best bidder. Binder Grösswang partner Florian Khol and his team advised Lenzing during the complete auction sale process, including board roam advice and regulatory aspects.

Refinancing of ELK Fertighaus

Binder Grösswang finance partner Stefan Tiefenthaler acted as legal counsel in connec-tion with the refinancing of the ELK Fertighaus Group. UniCredit Bank Austria, Hypo Niederös-terreich, RLB Steiermark and Oberbank acted as lenders.

SIX Group Acquires PayLife Bank GmbH

Binder Grösswang’s M&A partner Thomas Schirmer and his team advised SIX Group, Austria’s market leader for cashless pay-ment systems both in the acquiring and in the issuing sector, on the acquisition of PayLife Bank GmbH.

In addition to conducting an extensive due diligence examination of the target, Binder Grösswang advised SIX on its offers to the sellers in a highly competitive bidder process, participated in the negotiations and structuring of the transaction (which proved to

be diffi cult due to the large number of selling banks and their various preemption and tag-along rights) and prepared the necessary fi lings with the Financial Market Author-ity and the Austrian Federal Competition Authority.

Austrian Yearbook on International Arbitration 2013

Binder Grösswang Dispute Resolution Partner Chris-tian Klausegger is one of the editors of the Austrian Yearbook on International Arbitration 2013 (Manz). The 2013 edition is a collection of articles on domes-tic and international arbitration by leading Austrian practitioners. Some of the articles in the Yearbook ana-lyse the implications of the most signifi cant legislative changes in Austria and also compare these with other arbitral regimes elsewhere in Europe and abroad.

Handbuch zur Aktiengesellschaft

Binder Grösswang partner Michael Lind and associ-ate Markus Klepp are the authors of the chapter “Die Aktie (The Share)” in the Handbuch zur Aktiengesell-schaft (Handbook on Stock Corporation), edited by Hausmanninger/Gratz/Justich, LexisNexis, 2013. The book provides in-depth analysis of current practical issues relating to Austrian stock corporations and par-ticularly highlights the changes implemented by recent amendments to the Austrian Stock Corporation Act (i.e. AktRÄG 2009 and GesRÄG 2011).

JUVE-Ranking: „Binder Grösswang sets the benchmark in banking and banking supervision law in the Austrian market.”

In its issue of March/April 2013, the German law journal JUVE – Magazin für Wirtschaftsjuristen in Österreich published a ranking of Austrian law fi rms working in the fi elds of banking and fi nance. Binder Grösswang was named the leading fi rm in these legal fi elds: “A leading fi rm in the fi eld of banking law, with perfect client orientation. The law fi rm unites the strengths that make a difference: highly reputed partners, a very large and widely-versed team and a practical grasp of topical issues. Broad competence in fi nance and capital market prospectuses; a close relationship with Austrian regional banks; intensive networking with the leading law fi rms specialising in banking and capital markets in London and Frankfurt. The law fi rm sets the benchmark in banking and banking supervision law in the Austrian market.”

Bernd Schneiderbauer a New Attorney at Lawat Binder Grösswang

Since March 2013, Bernd Schneiderbauer has been working for Binder Grösswang as an attorney at law. He specialises in M&A and private equity transactions as well as in counsel on private trusts, advising Austrian and international clients. Recently he advised the owner of St. Gilgen Interna-tional School on H.I.G. Europe’s investment in the school.

Bernd Schneiderbauer joined the M&A team of Binder Grösswang in 2012. Previously, he gained extensive corporate / M&A experience as an invest-ment banker at Deutsche Bank and at reputable international law firms.

Bernd Schneiderbauer holds a PhD in law and also in business administration.

Therese Frank a New Attorney at Lawat Binder Grösswang

As of June 2013, Therese Frank, LL.M. (London) is part of the Binder Grösswang team as an attor-ney at law. She specialises in dispute resolution, focusing on complex commercial litigation and advising national and international companies.

Lately, she advised an international client in an insurance coverage dispute where a substantial settlement in favour of the cli-ent was achieved. She studied law at King´s

College London, the University of Vienna and the Freie Universität Berlin. She joined Binder Grösswang as an associate in 2008.

Talk Series Binder Grösswang impulse

Approximately 150 guests accepted the invitation of Binder Grösswang to attend the discussion focussing on “The Compliance Tightrope. The Delicate Balance between Requirements and Reality” in the context of the talk series Binder Grösswang impulse. The event took place in the firm’s conference area in March 2013.

The panellists were Beatrix Karl, Austrian Federal Minister of Justice; Manfred Nötzel, Chief Public Prosecutor, Head of Public Prosecution Munich I; Georg Pölzl, CEO of Österreichische Post AG; Thomas Winkler, Member of the Management Board of Lenzing AG and Roland Steinmeyer, partner at WilmerHale Berlin. They unanimously emphasised that there was no place for corruption in Austria and that the management boards of all companies had the obligation to establish effi cient compliance systems.

ABA Section of International Law (ILEX) in Österreich

A delegation of the American Bar As-sociation (ABA), Section of International Law, visited Warsaw and Vienna under the ABA’s International Legal Exchange (ILEX) programme. On 13 March 2013, a reception and exchange of ideas on issues of comparative law and the legal profession took place at the premises of Binder Grösswang. Managing partner Michael Kutschera welcomed more than 20 prominent delegates of the American

Bar Association, among them Barton Legum and Dominique Malaquais, co-chairs of the ABA Section of International Law.

The participants from Austria included Marcella Prunbauer, Past President of the Council of Bars and Law Societies of Europe (CCBE), Rupert Wolff, President of the Austrian Bar (ÖRAK, Michael Auer, President of the Vienna Bar, and Armenak Utudjian, Vice-President of the Austrian Bar (ÖRAK).

H.I.G. Europe Invests in St. Gilgen International School

A team led by Binder Grösswang M&A-partner Thomas Schirmer advised owner Serda Holding on H.I.G. Europe’s investment in the St. Gilgen International School. H.I.G. Europe is the European arm of the global private equity firm H.I.G. Capital. The school is a pres-tigious international day and boarding school with a world-class faculty, which received an outstanding review by the UK OFSTED Independent Schools Inspectorate in 2012. Alexander Eduard Serda, the school’s founder, has retained an ownership stake in the school. Binder Grösswang structured and managed the complex cross-border private equity transaction.