SEPTEMBER 2014
NORTON ROSE FULBRIGHT ADVISES ON FURTHER MAJOR PPP PROJECT IN THE GERMAN ROAD SECTOR
Norton Rose Fulbright has advised the Federal Ministry for Transport and Digital Infrastructure (Bundesministerium für Verkehr und digitale Infrastruktur - BMVI) and DEGES in connection with the successful procurement of the A7 motorway project. In addition to structuring the bid documentation, the team also advised on the drafting and negotiation of the project contract. Norton Rose Fulbright was part of a group of consultants comprising Schüssler- Plan, Investitionsbank Schleswig- Holstein and Alfen Consult, which has previously advised successfully on six German PPP motorway projects in the past.
The extension of the A7 motorway between Neumünster and Hamburg is the second PPP project in Germany based on the “availability model”. Using this model, the selected private partner will undertake the six- or eight-lane extension of a 65 km stretch of the A7 motorway, and also assumes responsibility for the operation and maintenance of a 59 km stretch of the motorway for a period of 30 years. During construction works, which include the construction of a noise protection tunnel in the area of Schnelsen, traffic will be maintained. The private partner under the PPP project is a group of companies comprising HOCHTIEF
PPP Solutions, DIF Infra and KEMNA BAU.
This is the first time that a project bond and the PBCE Instrument of the European Investment Bank have been used for the financing of a project.
The Norton Rose Fulbright team was led by Munich partner Dirk Trautmann together with Brussels partner Michael Jürgen Werner, assisted by partner Igsaan Varachia (tax), Christian Bauer (banking/ project finance), Michael Heim (tax), Johanna von Proff (banking), Oliver Paasch (banking, all Munich), and Philipp Heuser (antitrust and competition, Brussels).
Norton Rose Fulbright has been involved in a number of major motorway projects in Germany, including advising on: the public procurement procedures for the first two pilot PPP road construction projects (A8 Munich-Augsburg and A4 in Thuringia); the extension of the A model A1 Hamburg-Bremen, the largest PPP road construction project at the time; the A5 motorway project, which involved the extension of the Malsch- Offenburg section; project A8 Augsburg-Ulm; and the availability model A9-AS Lederhose-Thuringia/ Bavaria A9.
World Report - Europe
HOGAN LOVELLS ADVISES ON DUTCH LONGEVITY HEDGE
Hogan Lovells has advised Reinsurance Group of America (RGA) on an index-based longevity swap transaction it has entered into with Delta Lloyd covering €12 billion of Delta Lloyd's longevity reserves. The transaction completed on 22 August 2014.
This marks the first time that Delta Lloyd Levensverzekering N.V., the life insurance arm of the Dutch insurance, pensions and investments firm Delta Lloyd, has used the reinsurance market to transfer longevity risk.
This transaction, which has a
duration of six years, provides Delta Lloyd with medium-term protection against the rising costs associated with increases in life expectancy.
The Hogan Lovells team advising RGA was led by London international debt capital markets (IDCM) partner James Doyle and corporate insurance partner Steven McEwan. They were supported by finance partner Ken Breken and senior associate Dylan Goedegebuure in Amsterdam; and IDCM associate Oliver West and corporate insurance associate Jan Buschmann in London.
ALLEN & OVERY HAS ADVISED SWISS LIFE ON THE ACQUISITION
OF CORPUS SIREO. Swiss Life Group takes over Germany's leading independent provider of real estate-related services with retroactive effect as of 1 January 2014, thus further developing its position in the field of real estate asset management. The sellers are three German savings bank institutions, namely Sparkasse KölnBonn (50%), Stadtsparkasse Düsseldorf (25%) and Frankfurter Sparkasse (25%). The transaction is to be completed in the second half of 2014; however, it is still subject to clearance by the cartel authorities.
CORPUS SIREO, with its head office in Cologne, was founded in 1995 and is the leading independent provider of real estate related- services in Germany today. From
eleven locations in Germany and Luxembourg, the company manages real estate worth approximately EUR 16 billion and generates sales of approximately EUR 160 million. Among its clients are investors, banks and companies with their own real estate portfolios.
Swiss Life Group is a leading European comprehensive life and pensions and financial service solutions provider. In the core markets Switzerland, France and Germany, Swiss Life offers comprehensive and individual advice plus a broad range of own and partner products to individuals and corporations through its sales force and distribution partners such as brokers and banks.
EUROPEAN COMMISSION APPROVES ACQUISITION OF ROCKWOOD CHEMICAL BUSINESSES BY HUNTSMAN
The European Commission approved the US$1.275 billion acquisition of a number of chemical businesses held by Rockwood Specialties Group, Inc. (NYSE: ROC) by Shearman & Sterling client Huntsman Corporation (NYSE:HUN) after an in-depth Phase II investigation. The European Commission’s conditional clearance follows Huntsman Corporation
entering into an agreement to sell its TR52 ink grade business to Henan Billions Chemicals Co., Ltd.
The acquisition of the Rockwood businesses by Huntsman includes the Titanium Dioxide Pigments, Color Pigments & Services, Timber Treatment Chemicals, Rubber/ Thermoplastics Compounding, and
Water Chemistry business and is expected to close in late September or early October. The transaction with Henan is expected to close shortly after the European Commission’s approval of the buyer.
Shearman & Sterling was brought in following the opening of the Phase II investigation. The team successfully
limited the scope of the remedy to intangible assets thereby preserving Huntsman’s current production facilities.
The Shearman & Sterling team consists of partner Stephen C. Mavroghenis (Brussels), lead associate Sara Ashall (Brussels), and associates Simon Thexton (Brussels) and Sebastian Krujatz (London).
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